Sec Form 3 Filing - Schlacks William J. @ EquipmentShare.com Inc - 2026-01-22

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Schlacks William J.
2. Issuer Name and Ticker or Trading Symbol
EquipmentShare.com Inc [ EQPT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) X __ Other (specify below)
Co-Founder & President/Member of 10% owner group
(Last) (First) (Middle)
C/O EQUIPMENTSHARE.COM INC., 5710 BULL RUN DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
01/22/2026
(Street)
COLUMBIA, MO65201
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 18,756,080 ( 1 ) D
Common Stock 2,807,882 I By EQS Heritage Holdings LLC ( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $ 4.22 ( 3 ) 06/15/2031 Common Stock ( 1 ) 1,687,832 ( 1 ) D
Series C-1 Preferred Stock ( 4 ) ( 4 ) ( 4 ) Common Stock ( 4 ) 28,392 D
Series A-1 Preferred Stock ( 5 ) ( 5 ) ( 5 ) Common Stock ( 5 ) 3,897,223 I By EQS Heritage Holdings LLC ( 2 )
Series A-2 Preferred Stock ( 6 ) ( 6 ) ( 6 ) Common Stock ( 6 ) 51,168 I By EQS Heritage Holdings LLC ( 2 )
Series C-2 Preferred Stock ( 7 ) ( 7 ) ( 7 ) Common Stock ( 7 ) 785,715 I By EQS Heritage Holdings LLC ( 2 )
Series D Preferred Stock ( 8 ) ( 8 ) ( 8 ) Common Stock ( 8 ) 6,050,275 I By EQS Heritage Holdings LLC ( 2 )
Series D Preferred Stock ( 8 ) ( 8 ) ( 8 ) Common Stock ( 8 ) 714,285 I By EQS Legacy Holdings LLC ( 9 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Schlacks William J.
C/O EQUIPMENTSHARE.COM INC.
5710 BULL RUN DRIVE
COLUMBIA, MO65201
X Co-Founder & President Member of 10% owner group
Signatures
/s/John Griffin, attorney-in-fact for William J. Schlacks 01/22/2026
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Immediately prior the completion of the Issuer's initial public offering of its Class A Common Stock, each share of Common Stock held by the reporting person will be reclassified into one share of Class A Common Stock pursuant to a reclassification exempt under Rule 16b-7 (the "Reclassification"), and, immediately thereafter, each share of Class A Common Stock held directly by the reporting person will be exchanged for one share of Class B Common Stock.
( 2 )The reporting person is a managing member of EQS Heritage Holdings LLC and, jointly with Jabbok Schlacks, has controlling voting and dispositive power with regard to the shares held by the entity. The reporting person disclaims beneficial ownership of such securities for purposes of Section 16, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose.
( 3 )The stock options are fully vested.
( 4 )Immediately prior the completion of the Issuer's initial public offering of its Class A Common Stock, each share of Series C-1 Preferred Stock held by the reporting person will be reclassified into one share of Class A Common Stock pursuant to the Reclassification, and, immediately thereafter, each share of Class A Common Stock held directly by the reporting person will be exchanged for one share of Class B Common Stock.
( 5 )Immediately prior the completion of the Issuer's initial public offering of its Class A Common Stock, each share of Series A-1 Preferred Stock held by the reporting person will be reclassified into one share of Class A Common Stock pursuant to the Reclassification.
( 6 )Immediately prior the completion of the Issuer's initial public offering of its Class A Common Stock, each share of Series A-2 Preferred Stock held by the reporting person will be reclassified into one share of Class A Common Stock pursuant to the Reclassification.
( 7 )Immediately prior the completion of the Issuer's initial public offering of its Class A Common Stock, each share of Series C-2 Preferred Stock held by the reporting person will be reclassified into one share of Class A Common Stock pursuant to the Reclassification.
( 8 )Immediately prior the completion of the Issuer's initial public offering of its Class A Common Stock, each share of Series D Preferred Stock held by the reporting person will be reclassified into one share of Class A Common Stock pursuant to the Reclassification.
( 9 )The reporting person is a managing member of EQS Legacy Holdings LLC and, jointly with Jabbok Schlacks, has controlling voting and dispositive power with regard to the shares held by the entity. The reporting person disclaims beneficial ownership of such securities for purposes of Section 16, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose.

Remarks:
Exhibit List - Exhibit 24 - Power of Attorney

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