Sec Form 4 Filing - Clark Barbara @ Sunbelt Rentals Holdings, Inc. - 2026-02-27

FORM 4 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 Clark Barbara 2. Issuer Name and Ticker or Trading Symbol Sunbelt Rentals Holdings, Inc. [ SUNB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP & Chief Accounting Officer (Last) (First) (Middle) 1799 INNOVATION PT 3. Date of Earliest Transaction (MM/DD/YY) 02/27/2026 (Street) FORT MILL, SC29715 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 02/27/2026 A 22,412 A 22,412 D Common Stock 03/02/2026 A 13,929 A 36,341 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 Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Deferred Stock Units ( 4 ) 02/27/2026 A 3,166 ( 4 ) ( 4 ) Common Stock 3,166 ( 4 ) 3,166 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Clark Barbara 1799 INNOVATION PT FORT MILL, SC29715 SVP & Chief Accounting Officer Signatures /s/ Abbey MacDonald, Attorney-in-Fact 03/03/2026 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes 18,001 shares of common stock of the Registrant acquired in exchange for ordinary shares of Ashtead Group plc ("Ashtead") beneficially owned by the Reporting Person, upon completion of the scheme of arrangement effected by Ashtead, the Registrant's predecessor, under Part 26 of the UK Companies Act 2006. The exchange ratio was one-to-one and no cash consideration was paid or received. ( 2 )Includes 4,411 restricted stock units, of which 721 will vest on June 20, 2026; 990 will vest on July 4, 2026; 722 will vest on June 20, 2027; 989 will vest on July 4, 2027; and 989 will vest on July 4, 2028. Each restricted stock unit represents a contractual right to receive one share of common stock of the Registrant. ( 3 )Represents performance stock units ("PSUs"), each representing a contractual right to receive one share of common stock of the registrant. The performance conditions of the PSUs were deemed satisfied on March 2, 2026, in connection with the Registrant's initial listing on the New York Stock Exchange and as further discussed in the Registrant's Registration Statement on Form 10/A filed on February 13, 2026. Of such PSUs, 3,691 will vest on June 19, 2026; 4,318 will vest on June 20, 2027; and 5,920 will vest on July 4, 2028. ( 4 )Represents deferred stock units which will vest on April 30, 2026. Each deferred stock unit is the economic equivalent of one share of the Registrant's common stock and is settled solely in cash.

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

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