Sec Form 3 Filing - Brubaker Craig @ ALTA EQUIPMENT GROUP INC. - 2022-04-12

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 Brubaker Craig 2. Issuer Name and Ticker or Trading Symbol ALTA EQUIPMENT GROUP INC. [ ALTG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Operating Officer (Last) (First) (Middle) C/O ALTA EQUIPMENT GROUP INC., 13211 MERRIMAN ROAD 3. Date of Earliest Transaction (MM/DD/YY) 04/12/2022 (Street) LIVONIA, MI48150 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( 1 ) 45,525 D Common Stock( 2 ) 32,500 D Common Stock( 3 ) 2,052 D Common Stock( 4 ) 3,407 D

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 Benefi cial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Performance Stock Units( 5 ) ( 5 ) ( 5 ) ( 5 ) Common Stock 4,302 D Performance Stock Units( 6 ) ( 6 ) ( 6 ) ( 6 ) Common Stock 6,918 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Brubaker Craig C/O ALTA EQUIPMENT GROUP INC. 13211 MERRIMAN ROAD LIVONIA, MI48150 Chief Operating Officer Signatures Jason Dammeyer, Attorney-in-Fact 04/22/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These represent vested shares of Common Stock granted to the reporting person that are held by the reporting person as of this filing. ( 2 )The reporting person was granted time-based restricted stock units ("RSUs") under the Alta Equipment Group Inc. 2020 Omnibus Incentive Plan on August 1, 2020. Each RSU represents the right to receive one share of Common Stock. The RSUs will vest annually over 2 years starting on February 14, 2023, subject to reporting person's continued employment with the Company. ( 3 )The reporting person was granted time-based restricted stock units ("RSUs") under the Alta Equipment Group Inc. 2020 Omnibus Incentive Plan on April 1, 2021. Each RSU represents the right to receive one share of Common Stock. The RSUs will vest annually over 2 years starting on February 14, 2023, subject to reporting person's continued employment with the Company. ( 4 )The reporting person was granted time-based restricted stock units ("RSUs") under the Alta Equipment Group Inc. 2020 Omnibus Incentive Plan on March 28, 2022. Each RSU represents the right to receive one share of Common Stock. The RSUs will vest annually over 3 years starting on February 14, 2023, subject to reporting person's continued employment with the Company. ( 5 )The reporting person was granted performance stock units ("PSUs") under the Alta Equipment Group Inc. 2020 Omnibus Incentive Plan on March 28, 2022. Each PSU represents the right to receive one share of Common Stock. The PSUs were subject to achievement of 2021 performance targets and will vest annually over 2 years starting on February 14, 2023, subject to reporting person's continued employment with the Company. ( 6 )The reporting person was granted performance stock units ("PSUs") under the Alta Equipment Group Inc. 2020 Omnibus Incentive Plan on March 28, 2022. Each PSU represents the right to receive one share of Common Stock. The PSUs is subject to achievement of 2022 performance targets and will vest annually over 2 years starting on February 14, 2024, subject to reporting person's continued employment with the Company.

Remarks: See Exhibit 24.1 - Power of Attorney.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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