Trease Kristina Van Form 4 MCGRATH RENTCORP / TREASE KRISTINA VAN ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

VAN TREASE KRISTINA

(Last) (First) (Middle)

5700 LAS POSITAS ROAD

(Street)

LIVERMORE CA 94551

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MCGRATH RENTCORP [ MGRC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Sr. VP Business Strategy & Dev

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	02/27/2023		A		1,521(3)	A	$0	9,140	D
Common Stock	02/27/2023		M		521	A	$0	9,661	D
Common Stock	02/27/2023		M		513	A	$0	10,174	D
Common Stock	02/27/2023		M		523	A	$0	10,697	D
Common Stock	02/27/2023		A		1,044(3)	A	$0	7,648	I	Spouse's Holding
Common Stock	02/27/2023		M		357	A	$0	8,005	I	Spouse's Holding
Common Stock	02/27/2023		M		373	A	$0	8,378	I	Spouse's Holding
Common Stock	02/27/2023		M		389	A	$0	8,767	I	Spouse's Holding
Common Stock	02/27/2023		F		1,173	D	$101.99	7,594	I	Spouse's Holding
Common Stock	02/27/2023		F		1,640	D	$101.99	9,057	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Restricted Stock Unit	$0	02/27/2023		M			521	02/27/2021(1)	02/27/2027	Common Stock	521	$0	0	D
Restricted Stock Unit	$0	02/27/2023		M			513	(1)(2)	02/25/2028	Common Stock	513	$0	514	D
Restricted Stock Unit	$0	02/27/2023		M			523	(1)(2)	02/25/2029	Common Stock	523	$0	1,047	D
Restricted Stock Unit	$0	02/27/2023		M			357	02/27/2021(1)	02/27/2027	Common Stock	357	$0	0	I	Spouse's Holding
Restricted Stock Unit	$0	02/27/2023		M			373	(1)(2)	02/25/2028	Common Stock	373	$0	374	I	Spouse's Holding
Restricted Stock Unit	$0	02/27/2023		M			389	(1)(2)	02/25/2029	Common Stock	389	$0	781	I	Spouse's Holding

Explanation of Responses:

1. The restricted stock unit shall vest 33% on the first annual anniversary of the grant; 33% on the second annual anniversary of the grant; and 34% on the third annual anniversary of the grant. Each restricted stock unit represents a right to receive one share of common stock or an amount equal to the fair market value of the common stock underlying the unit on the vesting date.

2. The conversion price of the RSUs was based on the closing price of McGrath RentCorp common stock on February 27, 2023 and therefore such date is determined to be the date exercisable.

3. Upon achievement of certain performance goals, each vested PSU converted into 97.5% of one share of McGrath RentCorp common stock.

	Keith Pratt, POA for Kristina Van Trease Whitney	03/01/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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