WillScot Holdings Corp — Director's Dealing 2018

Mar 26, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WillScot Corp (WSC)
CIK: 0001647088
Period of Report: 2018-03-20

Reporting Person: Boswell Timothy D (Chief Financial Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-03-20	Restricted Stock Units	$	A	85249	Acquired		Class A Common Stock (85249)	Direct
2018-03-20	Stock Options (right to buy)	$13.60	A	125691	Acquired	2028-03-20	Class A Common Stock (125691)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive upon vesting one share of Class A common stock of the Issuer, par value $0.0001 per share ("Class A Common Stock"), or its cash equivalent.

F2: On March 20, 2018, the Reporting Person was granted 85,249 restricted stock units which vest in four equal annual installments on each of the first four anniversaries of the grant date subject to the terms and conditions of the previously disclosed WillScot Corporation 2017 Incentive Award Plan (the "Plan") and the Restricted Stock Unit Award Agreement entered into between the Issuer and the Reporting Person.

F3: The stock options (the "Options"), reported on this Form 4, represent the right upon vesting to buy shares of Class A Common Stock pursuant to the terms and conditions of the Plan and the Nonqualified Stock Option Award Agreement entered into between the Issuer and the Reporting Person as of March 20, 2018 (the "Award Agreement"). The Options vest in equal installments on each of the first four anniversaries of the grant date, on March 20, 2019, 2020, 2021, and 2022, subject to the terms and conditions of the Plan and Award Agreement.