WillScot Holdings Corp — Director's Dealing 2021

Mar 6, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WillScot Mobile Mini Holdings Corp. (WSC)
CIK: 0001647088
Period of Report: 2021-03-03

Reporting Person: Shanks Sally J (Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-05	Common stock, par value $0.0001 per share	M	1117	—	Acquired	7772	Direct
2021-03-05	Common stock, par value $0.0001 per share	F	337	$26.08	Disposed	7435	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-03	Performance Stock Units	$	A	11029	Acquired		Common Stock (11029)	Direct
2021-03-03	Restricted Stock Units	$	A	3676	Acquired		Common Stock (3676)	Direct
2021-03-05	Restricted Stock Units	$	M	1117	Disposed		Common Stock (1117)	Direct

Footnotes

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

F2: Each time-based restricted stock unit ("RSU") represents a contingent right to receive upon vesting one share of common stock of the Issuer, par value $0.0001 per share, or its cash equivalent.

F3: On March 3, 2021, the Reporting Person was granted 11,029 PSUs which vest based on the achievement of the relative total stockholder return ("TSR") of the Issuer's common stock as compared to the TSR of the constituents of the Russell 3000 Index at the grant date over the performance of three years subject to the terms and conditions of the previously disclosed WillScot Mobile Mini Holdings Corp. 2020 Incentive Award Plan (the "Plan") and the Performance-Based Restricted Stock Unit Agreement entered into between the Issuer and the Reporting Person.

F4: On March 3, 2021, the Reporting Person was granted 3,676 RSUs which vest in four equal installments on each of the first four anniversaries of the grant date subject to the terms and conditions of the previously disclosed Plan and the Restricted Stock Unit Agreement entered into between the Issuer and the Reporting Person

F5: On March 5, 2020, the Reporting Person was granted 4,470 RSUs which vest in four equal 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 and the Restricted Stock Unit Award Agreement entered into between the Issuer and the Reporting Person.