HRI / Herc Holdings Inc. - SEC Filings, Annual Report, Proxy Statement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2025 HERC HOLDINGS INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2025 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File

AMENDMENT NO. 6 TO RECEIVABLES FINANCING AGREEMENT

EXECUTION VERSION AMENDMENT NO. 6 TO RECEIVABLES FINANCING AGREEMENT This AMENDMENT NO. 6 TO RECEIVABLES FINANCING AGREEMENT, dated as of August 29, 2025 (this “Amendment”), is made with respect to that certain Receivables Financing Agreement, dated as of September 17, 2018 (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), among HERC RECEIVABLES U.S. LL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2025 HERC HOLDINGS INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2025 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 HERC HOLDINGS INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File N

Scaling for Sustainable Growth Q2 2025 EARNINGS CONFERENCE CALL July 29, 2025 Q2 2025Herc Holdings Inc. NYSE: HRI 2 Herc Rentals Team and Agenda Agenda Safe Harbor Q2 2025 Overview Q2 Operations Review Q2 Financial Review 2025 Outlook Q&ALarry Silber

herc2025q2-earningsprese Scaling for Sustainable Growth Q2 2025 EARNINGS CONFERENCE CALL July 29, 2025 Q2 2025Herc Holdings Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT T

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of regi

Herc Holdings Reports First Half 2025 Results and Updates 2025 Full Year Guidance

Herc Holdings Reports First Half 2025 Results and Updates 2025 Full Year Guidance Second Quarter 2025 Highlights –H&E acquisition closed on June 2, 2025 –Completed financing of $4.

Canadian Guarantee and Collateral Agreement, dated as of June 2, 2025, made by Matthews Equipment Limited and certain subsidiaries from time to time in favor of Wells Fargo Bank, National Association as agent.

Exhibit 10.6 Execution Version CANADIAN GUARANTEE AND COLLATERAL AGREEMENT made by MATTHEWS EQUIPMENT LIMITED and certain of its Subsidiaries, in favour of WELLS FARGO BANK, NATIONAL ASSOCIATION, as Agent Dated as of June 2, 2025 TABLE OF CONTENTS Page SECTION 1  DEFINED TERMS 2 1.1 Definitions 2 1.2 Other Definitional Provisions 8 SECTION 2  GUARANTEE 9 2.1 Guarantee 9 2.2 Right of Contribution 1

Credit Agreement, dated as of June 2, 2025, among Herc Holdings Inc., certain subsidiaries of Herc Holdings Inc., Wells Fargo Bank, National Association as administrative agent, Wells Fargo Securities, LLC as lead arranger and lead bookrunner, Crédit Agricole Corporate and Investment Bank, JPMorgan Chase Bank, N.A., BMO Capital Markets Corp., Capital One, National Association, MUFG Bank, Ltd., ING Capital LLC, PNC Capital Markets LLC, TD Securities (USA) LLC, Goldman Sachs Bank USA, Regions Capital Markets, and Truist Securities, Inc. as joint lead arrangers and joint bookrunners and the other financial institutions party thereto from time to time.

Exhibit 10.4 CREDIT AGREEMENT Dated as of June 2, 2025 among THE FINANCIAL INSTITUTIONS NAMED HEREIN, as the Lenders WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent HERC HOLDINGS INC., as the Borrower WELLS FARGO SECURITIES, LLC, as the Lead Arranger and Lead Book Runner and CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK JPMORGAN CHASE BANK, N.A. BMO CAPITAL MARKETS CORP. CAPITAL ON

Herc Holdings Completes Acquisition of H&E Equipment Services

Exhibit 99.1 Leslie Hunziker Senior Vice President Investor Relations, Communications & Sustainability [email protected] 239-301-1675 For Immediate Release NR 25-0602 Herc Holdings Completes Acquisition of H&E Equipment Services BONITA SPRINGS, Fla. – June 2, 2025 – Herc Holdings Inc. (NYSE: HRI) (“Herc” or “the Company”), one of North America’s leading equipment rental suppliers, to

Amended and Restated Canadian Guarantee and Collateral Agreement, dated as of June 2, 2025, made by Matthews Equipment Limited and certain subsidiaries from time to time in favour of JPMorgan Chase Bank, N.A. as agent.

Exhibit 10.3 Execution Version AMENDED AND RESTATED CANADIAN GUARANTEE AND COLLATERAL AGREEMENT made by MATTHEWS EQUIPMENT LIMITED and certain of its Subsidiaries, in favour of JPMORGAN CHASE BANK, N.A., as Agent Dated as of June 2, 2025 TABLE OF CONTENTS Page SECTION 1 DEFINED TERMS 2 1.1 Definitions 2 1.2 Other Definitional Provisions 9 SECTION 2 GUARANTEE 10 2.1 Guarantee 10 2.2 Right of Contri

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2025 Herc Holdings Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2025 Herc Holdings Inc. (Exact name of Registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File Nu

U.S. Guarantee and Collateral Agreement, dated as of June 2, 2025, made by Herc Holdings Inc. and certain subsidiaries from time to time in favor of Wells Fargo Bank, National Association as agent.

EX-10.5 Exhibit 10.5 Execution Version U.S. GUARANTEE AND COLLATERAL AGREEMENT made by HERC HOLDINGS INC. and certain of its Subsidiaries, in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, as Agent Dated as of June 2, 2025 TABLE OF CONTENTS Page SECTION 1 DEFINED TERMS 2 1.1 Definitions 2 1.2 Other Definitional Provisions 8 SECTION 2 GUARANTEE 8 2.1 Guarantee 8 2.2 Right of Contribution 9 2.3 No

Indenture (including the forms of Notes), dated as of June 2, 2025, among Herc Holdings Escrow, Inc., Herc Holdings Inc., the subsidiary guarantors party thereto, and Truist Bank.

EX-4.1 Exhibit 4.1 Executed Version HERC HOLDINGS INC. as the Company HERC HOLDINGS ESCROW, INC. as Escrow Issuer, to be merged with and into the Company THE SUBSIDIARIES NAMED HEREIN as Guarantors and TRUIST BANK as Trustee Indenture Dated as of June 2, 2025 $1,650,000,000 7.000% Senior Notes due 2030 $1,100,000,000 7.250% Senior Notes due 2033 TABLE OF CONTENTS Page ARTICLE I Definitions and Oth

Amended and Restated U.S. Guarantee and Collateral Agreement, dated as of June 2, 2025, made by Herc Holdings Inc. and certain subsidiaries from time to time in favor of JPMorgan Chase Bank, N.A. as agent.

EX-10.2 Exhibit 10.2 Execution Version AMENDED AND RESTATED U.S. GUARANTEE AND COLLATERAL AGREEMENT made by HERC HOLDINGS INC. and certain of its Subsidiaries, in favor of JPMORGAN CHASE BANK, N.A., as Agent Dated as of June 2, 2025 TABLE OF CONTENTS1 Page SECTION 1 DEFINED TERMS 2 1.1 Definitions 2 1.2 Other Definitional Provisions 9 SECTION 2 GUARANTEE 10 2.1 Guarantee 10 2.2 Right of Contributi

Amended and Restated Credit Agreement, dated as of June 2, 2025, among Herc Holdings Inc., Herc Rentals Inc., Matthews Equipment Limited, certain other subsidiaries of Herc Holdings Inc., JPMorgan Chase Bank, N.A. as agent, swingline lender and letter of credit issuer, Credit Agricole Corporate and Investment Bank, Wells Fargo Bank, National Association, as co-syndication agents and, together with MUFG Bank, Ltd., PNC Bank, National Association, Truist Bank, Capital One, National Association, ING Capital LLC and TD Bank, N.A., as joint lead arrangers and joint bookrunners and the other financial institutions party thereto from time to time.

Exhibit 10.1 Execution Version AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 2, 2025 among THE FINANCIAL INSTITUTIONS NAMED HEREIN, as the Lenders and JPMORGAN CHASE BANK, N.A., as Agent, U.S. Swingline Lender, Multicurrency Swingline Lender and Letter of Credit Issuer JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as Multicurrency Swingline Lender and HERC HOLDINGS INC., as the Company and a

Joint Press release issued by Herc Holdings Inc. and H&E Equipment Services, Inc. dated May 30, 2025

Exhibit (a)(5)(O) Herc Holdings and H&E Equipment Services Announce Expiration of the Tender Offer to Acquire Shares of H&E Equipment Services and Expected Closing Date BONITA SPRINGS, Fla.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 8) H&E EQUIPMENT SERVICES, INC. (Name of Subject

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 8) H&E EQUIPMENT SERVICES, INC. (Name of Subject Company (Issuer)) HR MERGER SUB INC. a wholly owned subsidiary of HERC HOLDINGS INC. (Names of Filing Persons (Offerors)) Common Stock, par value $0.

Press release issued by Herc Holdings Inc. dated May 23, 2025

Exhibit (a)(5)(N) Leslie Hunziker Senior Vice President Investor Relations, Communications & Sustainability leslie.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 7) H&E EQUIPMENT SERVICES, INC. (Name of Subject

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 7) H&E EQUIPMENT SERVICES, INC. (Name of Subject Company (Issuer)) HR MERGER SUB INC. a wholly owned subsidiary of HERC HOLDINGS INC. (Names of Filing Persons (Offerors)) Common Stock, par value $0.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2025 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File Nu

Offer by HR Merger Sub Inc. a direct wholly owned subsidiary of Herc Holdings Inc. to Exchange Each Outstanding Share of Common Stock of H&E Equipment Services, Inc. $78.75 in cash 0.1287 shares of Herc Holdings Inc. Common Stock per H&E share

Table of Contents Filed pursuant to Rule 424(b)(3) Registration No. 333-285912 Offer by HR Merger Sub Inc. a direct wholly owned subsidiary of Herc Holdings Inc. to Exchange Each Outstanding Share of Common Stock of H&E Equipment Services, Inc. for $78.75 in cash and 0.1287 shares of Herc Holdings Inc. Common Stock per H&E share THE OFFER AND THE WITHDRAWAL RIGHTS WILL EXPIRE AT ONE MINUTE AFTER 1

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2025 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File Nu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2025 HERC HOLDINGS INC. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2025 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File Nu

Herc Announces Pricing of $2.75 Billion of Senior Unsecured Notes Offering

Exhibit 99.2 Herc Announces Pricing of $2.75 Billion of Senior Unsecured Notes Offering May 15, 2025 BONITA SPRINGS, Fla.—(BUSINESS WIRE)—Herc Holdings Inc. (NYSE: HRI) (“Herc” or the “Company”) today announced that it has priced $1,650 million aggregate principal amount of 7.000% senior unsecured notes due 2030 (the “2030 notes”) and $1,100 million aggregate principal amount of 7.250% senior unse

Herc Announces Proposed Private Offering of Senior Unsecured Notes

EX-99.1 Exhibit 99.1 Herc Announces Proposed Private Offering of Senior Unsecured Notes May 15, 2025 BONITA SPRINGS, Fla.—(BUSINESS WIRE)—Herc Holdings Inc. (NYSE: HRI) (“Herc” or the “Company”) today announced that its wholly owned subsidiary, Herc Holdings Escrow, Inc. (the “Escrow Issuer”), intends to offer $2,750 million aggregate principal amount of senior unsecured notes due 2030 and senior

Herc Announces Pricing of $2.75 Billion of Senior Unsecured Notes Offering

Exhibit 99.2 Herc Announces Pricing of $2.75 Billion of Senior Unsecured Notes Offering May 15, 2025 BONITA SPRINGS, Fla.—(BUSINESS WIRE)—Herc Holdings Inc. (NYSE: HRI) (“Herc” or the “Company”) today announced that it has priced $1,650 million aggregate principal amount of 7.000% senior unsecured notes due 2030 (the “2030 notes”) and $1,100 million aggregate principal amount of 7.250% senior unse

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2025 HERC HOLDINGS INC. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2025 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File Nu

Integration Pulse Survey

Filed by Herc Holdings Inc. (Commission File No. 001-33139) pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 as amended. Subject Company: H&E Equipment Services, Inc. Commission File No.: 000-51759 The following communications are being filed in connection with the proposed acquisition of H&E Equi

Herc Announces Proposed Private Offering of Senior Unsecured Notes

Exhibit 99.1 Herc Announces Proposed Private Offering of Senior Unsecured Notes May 15, 2025 BONITA SPRINGS, Fla.—(BUSINESS WIRE)—Herc Holdings Inc. (NYSE: HRI) (“Herc” or the “Company”) today announced that its wholly owned subsidiary, Herc Holdings Escrow, Inc. (the “Escrow Issuer”), intends to offer $2,750 million aggregate principal amount of senior unsecured notes due 2030 and senior unsecure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 6) H&E EQUIPMENT SERVICES, INC. (Name of Subject

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 6) H&E EQUIPMENT SERVICES, INC. (Name of Subject Company (Issuer)) HR MERGER SUB INC. a wholly owned subsidiary of HERC HOLDINGS INC. (Names of Filing Persons (Offerors)) Common Stock, par

Press release issued by Herc Holdings Inc. dated May 15, 2025, announcing expiration of the waiting period under the HSR Act.

Exhibit (a)(5)(M) Leslie Hunziker Senior Vice President Investor Relations, Communications & Sustainability leslie.

Transaction Overview Sources Uses • Proposed debt financing will consist of : 1 ABL Draw $919 Common Stock $525 • $919 million draw under upsized and extended New Term Loan B due 2032 750 Repayment of H&E Debt 1,364 5-year ABL Revolver New Unsecured

Exhibit 99.1 Executive Summary • On February 19th, Herc Holdings Inc. (“Herc” or the “Company”) entered into a definitive agreement to acquire H&E Equipment Services, Inc. (“H&E”) for a total enterprise value of $4.8 billion in a combination of cash and stock (the “Transaction”) • The combined Company will benefit from increased national scale, greater geographic diversification and substantial sy

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2025 HERC HOLDINGS INC. (

425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2025 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission Fil

Transaction Overview Sources Uses • Proposed debt financing will consist of : 1 ABL Draw $919 Common Stock $525 • $919 million draw under upsized and extended New Term Loan B due 2032 750 Repayment of H&E Debt 1,364 5-year ABL Revolver New Unsecured

Exhibit 99.1 Executive Summary • On February 19th, Herc Holdings Inc. (“Herc” or the “Company”) entered into a definitive agreement to acquire H&E Equipment Services, Inc. (“H&E”) for a total enterprise value of $4.8 billion in a combination of cash and stock (the “Transaction”) • The combined Company will benefit from increased national scale, greater geographic diversification and substantial sy

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2025 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File Nu

The following communications are being filed in connection with the proposed acquisition of H&E Equipment Services, Inc. by Herc Holdings Inc.

Filed by Herc Holdings Inc. (Commission File No. 001-33139) pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 as amended. Subject Company: H&E Equipment Services, Inc. Commission File No.: 000-51759 The following communications are being filed in connection with the proposed acquisition of H&E Equi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 5) H&E EQUIPMENT SERVICES, INC. (Name of Subject

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 5) H&E EQUIPMENT SERVICES, INC. (Name of Subject Company (Issuer)) HR MERGER SUB INC. a wholly owned subsidiary of HERC HOLDINGS INC. (Names of Filing Persons (Offerors)) Common Stock, par value $0.

Press release issued by Herc Holdings Inc. dated May 8, 2025

Exhibit (a)(5)(L) Leslie Hunziker For Immediate Release Senior Vice President NR 25-0416 Investor Relations, Communications & Sustainability leslie.

Consent of BofA Securities, Inc.

EX-99.1 Exhibit 99.1 May 8, 2025 Board of Directors H&E Equipment Services, Inc. 7500 Pecue Lane, Baton Rouge, Louisiana 70809 Members of the Board: We hereby consent to the inclusion of our opinion letter, dated February 18, 2025 to the Board of Directors of H&E Equipment Services, Inc. (“H&E”) as Annex B to, and to the reference thereto under the headings “THE OFFER– H&E’s Reasons for the Offer

As filed with the Securities and Exchange Commission on May 8, 2025

S-4/A Table of Contents As filed with the Securities and Exchange Commission on May 8, 2025 Registration No.

Filed by Herc Holdings Inc. (Commission File No.

425 Filed by Herc Holdings Inc. (Commission File No. 001-33139) pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 as amended. Subject Company: H&E Equipment Services, Inc. Commission File No.: 000-51759 The following communications are being filed in connection with the proposed acquisition of H&E

Press release issued by Herc Holdings Inc. dated April 30, 2025

Exhibit (a)(5)(K) Leslie Hunziker For Immediate Release Senior Vice President NR 25-0416 Investor Relations, Communications & Sustainability leslie.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 4) H&E EQUIPMENT SERVICES, INC. (Name of Subject

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 4) H&E EQUIPMENT SERVICES, INC. (Name of Subject Company (Issuer)) HR MERGER SUB INC. a wholly owned subsidiary of HERC HOLDINGS INC. (Names of Filing Persons (Offerors)) Common Stock, par value $0.

SURVEY LINK

425 Filed by Herc Holdings Inc. (Commission File No. 001-33139) pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 as amended. Subject Company: H&E Equipment Services, Inc. Commission File No.: 000-51759 The following communications are being filed in connection with the proposed acquisition of H&E

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 22, 2025 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File

Herc Holdings Reports First Quarter 2025 Results and Affirms 2025 Full Year Guidance

Herc Holdings Reports First Quarter 2025 Results and Affirms 2025 Full Year Guidance First Quarter 2025 Highlights –Record equipment rental revenue of $739 million, an increase of 3% –Record total revenues of $861 million, an increase of 7% –Reported net loss of $18 million or $0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of reg

Scaling for Sustainable Growth Q1 2025 EARNINGS CONFERENCE CALL April 22, 2025 Q1 2025Herc Holdings Inc. NYSE: HRI 2 Herc Rentals Team and Agenda Agenda Safe Harbor Q1 2025 Overview Q1 Operations Review Q1 Financial Review 2025 Outlook Q&ALarry Silbe

Scaling for Sustainable Growth Q1 2025 EARNINGS CONFERENCE CALL April 22, 2025 Q1 2025Herc Holdings Inc.

Filed by Herc Holdings Inc. (Commission File No. 001-33139)

425 Filed by Herc Holdings Inc. (Commission File No. 001-33139) pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 as amended. Subject Company: H&E Equipment Services, Inc. Commission File No.: 000-51759 The following communications are being filed in connection with the proposed acquisition of H&E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 3) H&E EQUIPMENT SERVICES, INC. (Name of Subject

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 3) H&E EQUIPMENT SERVICES, INC. (Name of Subject Company (Issuer)) HR MERGER SUB INC. a wholly owned subsidiary of HERC HOLDINGS INC. (Names of Filing Persons (Offerors)) Common Stock, par value $0.

As filed with the Securities and Exchange Commission on April 18, 2025

Table of Contents As filed with the Securities and Exchange Commission on April 18, 2025 Registration No.

Simpson Thacher & Bartlett LLP 900 G STREET, NW WASHINGTON, D.C. 20001 TELEPHONE: +1-202-636-5500 FACSIMILE: +1-202-636-5502 Direct Dial Number (202) 636-5839 E-mail Address [email protected] April 18, 2025

CORRESP Simpson Thacher & Bartlett LLP 900 G STREET, NW WASHINGTON, D.C. 20001 TELEPHONE: +1-202-636-5500 FACSIMILE: +1-202-636-5502 Direct Dial Number (202) 636-5839 E-mail Address [email protected] April 18, 2025 VIA EDGAR Re:  Herc Holdings Inc. H&E Equipment Services, Inc. Schedule TO-T filed by HR Merger Sub Inc. and Herc Holdings Inc. on March 19, 2025, as amended April 16, 2025 Fi

Consent of BofA Securities, Inc.

Exhibit 99.1 April 18, 2025 Board of Directors H&E Equipment Services, Inc. 7500 Pecue Lane, Baton Rouge, Louisiana 70809 Members of the Board: We hereby consent to the inclusion of our opinion letter, dated February 18, 2025 to the Board of Directors of H&E Equipment Services, Inc. (“H&E”) as Annex B to, and to the reference thereto under the headings “THE OFFER– H&E’s Reasons for the Offer and t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) H&E EQUIPMENT SERVICES, INC. (Name of Subject

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) H&E EQUIPMENT SERVICES, INC. (Name of Subject Company (Issuer)) HR MERGER SUB INC. a wholly owned subsidiary of HERC HOLDINGS INC. (Names of Filing Persons (Offerors)) Common Stock, par value $0.

Press release issued by Herc Holdings Inc. dated April 16, 2025*

Exhibit (a)(5)(J) Leslie Hunziker For Immediate Release Senior Vice President NR 25-0416 Investor Relations, Communications & Sustainability leslie.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) H&E EQUIPMENT SERVICES, INC. (Name of Subject

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) H&E EQUIPMENT SERVICES, INC. (Name of Subject Company (Issuer)) HR MERGER SUB INC. a wholly owned subsidiary of HERC HOLDINGS INC. (Names of Filing Persons (Offerors)) Common Stock, par value $0.

Filed by Herc Holdings Inc. (Commission File No. 001-33139)

425 Filed by Herc Holdings Inc. (Commission File No. 001-33139) pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 as amended. Subject Company: H&E Equipment Services, Inc. Commission File No.: 000-51759 The following communications are being filed in connection with the proposed acquisition of H&E

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Filed by Herc Holdings Inc. (Commission File No. 001-33139) pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 as amended. Subject Company: H&E Equipment Services, Inc. Commission File No.: 000-51759 The following communications are being filed in connection with the proposed acquisition of H&E Equi

Filed by Herc Holdings Inc. (Commission File No.

425 Filed by Herc Holdings Inc. (Commission File No. 001-33139) pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 as amended. Subject Company: H&E Equipment Services, Inc. Commission File No.: 000-51759 The following communications are being filed in connection with the proposed acquisition of H&E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registran

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14(a)-6(e)(2)) x Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registran

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14(a)-6(e)(2)) o Def

Filing Fee Table.*

Exhibit 107 Calculation of Filing Fee Tables Schedule TO-T (Rule 14d-100) H&E Equipment Services, Inc.

Form of Summary Advertisement.*

EX-99.(a)(1)(e) Exhibit (a)(1)(E) A registration statement relating to the securities proposed to be issued in the Offer (as defined below) will be filed with the U.S. Securities and Exchange Commission but has not yet become effective. Such securities may not be sold nor may offers to buy such securities be accepted prior to the time the registration statement becomes effective. This announcement

Power of Attorney

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENT, that each person whose signature appears below hereby constitutes and appoints Lawrence H. Silber, Mark Humphrey and S. Wade Sheek, and each of them, as his or her true and lawful attorney in fact and agent with full power of substitution, for him or her in any and all capacities, to sign any and all amendments to this registration

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2025 Herc Holdings Inc. (Exact name of Registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Herc Holdings Inc.

Confidentiality Agreement, dated January 24, 2025, by and between Herc Rentals Inc and H&E Equipment Services, Inc. (incorporated by reference to Exhibit 99.6 to Herc’s Registration Statement on Form S-4 filed on March 19, 2025)

Exhibit 99.6 EXECUTION VERSION Confidentiality Agreement This Confidentiality Agreement (the “Agreement”), effective as of January 24, 2025 (the “Effective Date”), is entered into by and between H&E Equipment Services, Inc., a Delaware corporation (the “Company”), and Herc Rentals Inc., a Delaware corporation (“Recipient”, together with the Company, the “Parties”, and each, a “Party”). WHEREAS, in

Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees (incorporated by reference to Exhibit 99.4 to Herc’s Registration Statement on Form S-4 filed on March 19, 2025)

Exhibit 99.4 LETTER TO BROKERS, DEALERS COMMERCIAL BANKS, TRUST COMPANIES AND OTHER NOMINEES Offer to Exchange Each Outstanding Share of Common Stock of H&E EQUIPMENT SERVICES, INC. for $78.75 in cash and 0.1287 shares of Herc Holdings Inc. common stock per H&E share Pursuant to the Prospectus/Offer to Exchange dated March 19, 2025 by HR MERGER SUB INC., a wholly owned subsidiary of HERC HOLDINGS

Form of Notice of Guaranteed Delivery (incorporated by reference to Exhibit 99.3 to Herc’s Registration Statement on Form S-4 filed on March 19, 2025)

Exhibit 99.3 NOTICE OF GUARANTEED DELIVERY HR MERGER SUB INC., a direct wholly owned subsidiary of HERC HOLDINGS INC. to Exchange Each Outstanding Share of Common Stock of H&E EQUIPMENT SERVICES, INC. for $78.75 in cash and 0.1287 shares of Herc Holdings Inc. common stock per H&E share (upon the terms and subject to the conditions described in the prospectus/offer to exchange and the letter of tra

Herc Holdings Commences Tender Offer for All Outstanding Shares of H&E Equipment Services H&E Shareholders to Receive $78.75 in Cash and 0.1287 shares of Herc Common Stock Per H&E Share

Exhibit 99.1 Herc Holdings Commences Tender Offer for All Outstanding Shares of H&E Equipment Services H&E Shareholders to Receive $78.75 in Cash and 0.1287 shares of Herc Common Stock Per H&E Share BONITA SPRINGS, Fla.— March 19, 2025—Herc Holdings Inc. (NYSE: HRI) (“Herc” or “the Company”), one of North America’s leading equipment rental suppliers, today announced that its wholly-owned subsidiar

Clean Team Confidentiality Agreement, dated February 13, 2025, by and between Herc Rentals Inc. and H&E Equipment Services, Inc. (incorporated by reference to Exhibit 99.8 to Herc’s Registration Statement on Form S-4 filed on March 19, 2025)

Exhibit 99.8 CLEAN TEAM CONFIDENTIALITY AGREEMENT This Clean Team Confidentiality Agreement (this “Agreement”) is entered into this 12th day of February 2025, by and between H&E Equipment Services, Inc., a Delaware corporation (“H&E”, and together with its subsidiaries and affiliates, the “Company”), and Herc Rentals Inc., a Delaware corporation (together with its subsidiaries and affiliates, “Her

Consent of BofA Securities, Inc.

Exhibit 99.1 March 18, 2025 Board of Directors H&E Equipment Services, Inc. 7500 Pecue Lane, Baton Rouge, Louisiana 70809 Members of the Board: We hereby consent to the inclusion of our opinion letter, dated February 18, 2025 to the Board of Directors of H&E Equipment Services, Inc. (“H&E”) as Annex B to, and to the reference thereto under the headings “THE OFFER– H&E’s Reasons for the Offer and t

Form of Letter to Clients for use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees (incorporated by reference to Exhibit 99.5 to Herc’s Registration Statement on Form S-4 filed on March 19, 2025)

Exhibit 99.5 LETTER TO CLIENTS Offer to Exchange Each Outstanding Share of Common Stock of H&E EQUIPMENT SERVICES, INC. for $78.75 in cash and 0.1287 shares of Herc Holdings Inc. common stock per H&E share Pursuant to the Prospectus/Offer to Exchange dated March 19, 2025 by HR MERGER SUB INC., a wholly owned subsidiary of HERC HOLDINGS INC. THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT ONE MINUTE

Herc Holdings Commences Tender Offer for All Outstanding Shares of H&E Equipment Services H&E Shareholders to Receive $78.75 in Cash and 0.1287 shares of Herc Common Stock Per H&E Share

Exhibit 99.1 Herc Holdings Commences Tender Offer for All Outstanding Shares of H&E Equipment Services H&E Shareholders to Receive $78.75 in Cash and 0.1287 shares of Herc Common Stock Per H&E Share BONITA SPRINGS, Fla.— March 19, 2025—Herc Holdings Inc. (NYSE: HRI) (“Herc” or “the Company”), one of North America’s leading equipment rental suppliers, today announced that its wholly-owned subsidiar

Form of Letter of Transmittal (incorporated by reference to Exhibit 99.2 to Herc’s Registration Statement on Form S-4 filed on March 19, 2025)

Exhibit 99.2 LETTER OF TRANSMITTAL HR MERGER SUB INC., a direct wholly owned subsidiary of HERC HOLDINGS INC. to Exchange Each Outstanding Share of Common Stock of H&E EQUIPMENT SERVICES, INC. for $78.75 in cash and 0.1287 shares of Herc Holdings Inc. common stock per H&E share (upon the terms and subject to the conditions described in the Prospectus/Offer to Exchange and this Letter of Transmitta

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 H&E EQUIPMENT SERVICES, INC. (Name of Subject Company (Issuer))

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 H&E EQUIPMENT SERVICES, INC. (Name of Subject Company (Issuer)) HR MERGER SUB INC. a wholly owned subsidiary of HERC HOLDINGS INC. (Names of Filing Persons (Offerors)) Common Stock, par value $0.01 (Title of Class

As filed with the Securities and Exchange Commission on March 19, 2025

As filed with the Securities and Exchange Commission on March 19, 2025 Registration No.

Commitment Letter, dated February 19, 2025, by and between Crédit Agricole Corporate and Investment Bank and Herc Holdings Inc. (incorporated by reference to Exhibit 99.9 to Herc’s Registration Statement on Form S-4 filed on March 19, 2025)

Exhibit 99.9 Execution Version CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK 1301 Avenue of the Americas New York, NY 10019 CONFIDENTIAL February 19, 2025 Herc Holdings Inc. 27500 Riverview Center Blvd. Bonita Spring, FL 34134 Attention: Mark Humphrey, Chief Financial Officer Project High Noon Commitment Letter Ladies and Gentlemen: Herc Holdings Inc., a Delaware corporation (the “Company” or “you

Amended and Restated Commitment Letter, dated March 11, 2025, by and among Crédit Agricole Corporate and Investment Bank, JPMorgan Chase Bank, N.A., Wells Fargo Bank, NA, Bank of Montreal, Capital One, National Association, MUFG Bank, Ltd., ING Capital LLC, PNC Bank, National Association, Sumitomo Mitsui Banking Corporation, The Toronto-Dominion Bank, New York Branch, Goldman Sachs Bank USA, Regions Capital Markets, a division of Regions Bank, Truist Securities, Inc., Truist Bank and KeyBank National Association (incorporated by reference to Exhibit 99.10 to Herc’s Registration Statement on Form S-4 filed on March 19, 2025)

Exhibit 99.10 Execution Version CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK 1301 Avenue of the Americas New York, NY 10019 JPMORGAN CHASE BANK, N.A. 383 Madison Avenue New York, NY 10179 WELLS FARGO BANK, NA WELLS FARGO SECURITIES, LLC 550 South Tryon St. Charlotte, NC 28202 BANK OF MONTREAL BMO CAPITAL MARKETS CORP. 151 West 42nd Street New York, New York 10036 CAPITAL ONE, NATIONAL ASSOCIATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2025 Herc Holdings Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2025 Herc Holdings Inc. (Exact name of Registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File

First Amendment to Confidentiality Agreement, dated February 12, 2025, by and between Herc Rentals Inc. and H&E Equipment Services, Inc. (incorporated by reference to Exhibit 99.7 to Herc’s Registration Statement on Form S-4 filed on March 19, 2025)

Exhibit 99.7 Execution Version FIRST AMENDMENT TO CONFIDENTIALITY AGREEMENT This First Amendment (this “Amendment”) to the Confidentiality Agreement (as defined below) is entered into as of February 11, 2025, by and between H&E Equipment Services, Inc., a Delaware corporation (the “Company”), and Herc Rentals Inc., a Delaware corporation (“Herc”). Capitalized terms used but not defined in this Ame

Amendment No. 3 to Credit Agreement, dated March 11, 2025, by and among Bank of America, N.A., a national banking association, as agent, the financial institutions from time to time parties thereto, and Herc Holdings Inc., Matthews Equipment Limited, and certain subsidiaries of Herc Holdings Inc.

Exhibit 10.1 Execution Version AMENDMENT NO. 3 TO CREDIT AGREEMENT AMENDMENT NO. 3 to Credit Agreement, dated as of March 11, 2025 (this “Amendment”), is by and among Herc Holdings Inc., a Delaware corporation (the “Company”), each subsidiary of the Company party hereto as U.S. Subsidiary Borrowers (the “US Subsidiary Borrowers”), Matthews Equipment Limited, a corporation amalgamated under the law

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 11, 2025 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File

The following communications are being filed in connection with the proposed acquisition of H&E Equipment Services, Inc. by Herc Holdings Inc.

Filed by Herc Holdings Inc. (Commission File No. 001-33139) pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 as amended. Subject Company: H&E Equipment Services, Inc. Commission File No.: 000-51759 The following communications are being filed in connection with the proposed acquisition of H&E Equi

Filed by Herc Holdings Inc. (Commission File No.

Filed by Herc Holdings Inc. (Commission File No. 001-33139) pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 as amended. Subject Company: H&E Equipment Services, Inc. Commission File No.: 000-51759 The following communications are being filed in connection with the proposed acquisition of H&E Equi

The following communications are being filed in connection with the proposed acquisition of H&E Equipment Services, Inc. by Herc Holdings Inc.

Filed by Herc Holdings Inc. (Commission File No. 001-33139) pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 as amended. Subject Company: H&E Equipment Services, Inc. Commission File No.: 000-51759 The following communications are being filed in connection with the proposed acquisition of H&E Equi

Agreement and Plan of Merger, dated as of February 19, 2025, by and among H&E Equipment Services, Inc., Herc Holdings Inc. and HR Merger Sub Inc.*

Exhibit 2.1 Confidential Execution Version AGREEMENT AND PLAN OF MERGER by and among HERC HOLDINGS INC., HR MERGER SUB INC. and H&E EQUIPMENT SERVICES, INC. Dated as of February 19, 2025 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS & INTERPRETATIONS 2    1.1 Certain Definitions 2 1.2 Additional Definitions 16 1.3 Certain Interpretations 18 ARTICLE II THE OFFER 21 2.1 The Offer 21 2.2 Company Actio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2025 (February 19, 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2025 (February 19, 2025) Herc Holdings Inc. (Exact name of Registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorpora

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2025 (February 19, 2025) Herc Holdings Inc. (Exact name of Registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorpora

Agreement and Plan of Merger, dated February 19, 2025, by and among H&E Equipment Services, Inc., Herc Holdings Inc. and HR Merger Sub Inc. (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed by Herc Holdings Inc. on February 20, 2025).

Exhibit 2.1 Confidential Execution Version AGREEMENT AND PLAN OF MERGER by and among HERC HOLDINGS INC., HR MERGER SUB INC. and H&E EQUIPMENT SERVICES, INC. Dated as of February 19, 2025 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS & INTERPRETATIONS 2    1.1 Certain Definitions 2 1.2 Additional Definitions 16 1.3 Certain Interpretations 18 ARTICLE II THE OFFER 21 2.1 The Offer 21 2.2 Company Actio

Filed by Herc Holdings Inc. (Commission File No.

Filed by Herc Holdings Inc. (Commission File No. 001-33139) pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 as amended. Subject Company: H&E Equipment Services, Inc. Commission File No.: 000-51759 The following communications are being filed in connection with the proposed acquisition of H&E Equi

Herc Holdings and H&E Equipment Services Enter into Definitive Merger Agreement Acquisition Scales Herc’s Premier Platform and Accelerates Strategy for Industry Leading Growth and Superior Value Creation Transaction Terms Same as Proposal Previously

Exhibit 99.1 Herc Holdings and H&E Equipment Services Enter into Definitive Merger Agreement Acquisition Scales Herc’s Premier Platform and Accelerates Strategy for Industry Leading Growth and Superior Value Creation Transaction Terms Same as Proposal Previously Announced on February 18, 2025 H&E Terminates Agreement with United Rentals BONITA SPRINGS, Fla. & BATON ROUGE, La., February 19, 2025 –

2

Filed by Herc Holdings Inc. (Commission File No. 001-33139) pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 as amended. Subject Company: H&E Equipment Services, Inc. Commission File No.: 000-51759 The following communications are being filed in connection with the proposed acquisition of H&E Equi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 19, 2025 Herc Holdings I

425 1 d866359d425.htm 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 19, 2025 Herc Holdings Inc. (Exact name of Registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of inc

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 19, 2025 Herc Holdings Inc. (Exact name of Registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission Fi

Herc Holdings and H&E Equipment Services Enter into Definitive Merger Agreement Acquisition Scales Herc’s Premier Platform and Accelerates Strategy for Industry Leading Growth and Superior Value Creation Transaction Terms Same as Proposal Previously

Exhibit 99.1 Herc Holdings and H&E Equipment Services Enter into Definitive Merger Agreement Acquisition Scales Herc’s Premier Platform and Accelerates Strategy for Industry Leading Growth and Superior Value Creation Transaction Terms Same as Proposal Previously Announced on February 18, 2025 H&E Terminates Agreement with United Rentals BONITA SPRINGS, Fla. & BATON ROUGE, La., February 19, 2025 –

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2025 Herc Holdings Inc. (Exact name of Registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2025 Herc Holdings I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2025 Herc Holdings Inc. (Exact name of Registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission Fi

Filed by Herc Holdings Inc. (Commission File No.

Filed by Herc Holdings Inc. (Commission File No. 001-33139) pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 as amended. Subject Company: H&E Equipment Services Inc. Commission File No.: 000-51759 The following communications are being filed in connection with the proposed acquisition of H&E Equip

Forward-Looking Statements Cautionary Note Regarding Forward Looking Statements This communication includes “forward-looking statements,” within the meaning of Section 21E of the Securities Exchange Form 10-K, Quarterly Reports on Form 10-Q and in th

Exhibit 99.2 Herc Rentals Acquisition of H&E Equipment Services Scaling Herc’s Premier Platform and Accelerating Strategy for Industry Leading Growth and Superior Value Creation 1 February 18, 2025 Forward-Looking Statements Cautionary Note Regarding Forward Looking Statements This communication includes “forward-looking statements,” within the meaning of Section 21E of the Securities Exchange For

Herc Holdings Confirms Superior Proposal to Acquire H&E Equipment Services H&E Deems Herc’s $104.89 Per Share Cash and Stock Proposal Superior to United Rentals Transaction Herc Proposal Provides Immediate, Significant Premium for H&E and Substantial

Exhibit 99.1 NOT FOR IMMEDIATE RELEASE Herc Holdings Confirms Superior Proposal to Acquire H&E Equipment Services H&E Deems Herc’s $104.89 Per Share Cash and Stock Proposal Superior to United Rentals Transaction Herc Proposal Provides Immediate, Significant Premium for H&E and Substantial Upside Value Creation Opportunity for Both Herc and H&E Shareholders Herc and H&E Combination Expected to Gene

2

Filed by Herc Holdings Inc. (Commission File No. 001-33139) pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934 as amended. Subject Company: H&E Equipment Services, Inc. Commission File No.: 000-51759 The following communications are being filed in connection with the proposed acquisition of H&E Equi

Forward-Looking Statements Cautionary Note Regarding Forward Looking Statements This communication includes “forward-looking statements,” within the meaning of Section 21E of the Securities Exchange Form 10-K, Quarterly Reports on Form 10-Q and in th

Exhibit 99.2 Herc Rentals Acquisition of H&E Equipment Services Scaling Herc’s Premier Platform and Accelerating Strategy for Industry Leading Growth and Superior Value Creation 1 February 18, 2025 Forward-Looking Statements Cautionary Note Regarding Forward Looking Statements This communication includes “forward-looking statements,” within the meaning of Section 21E of the Securities Exchange For

Herc Holdings Confirms Superior Proposal to Acquire H&E Equipment Services H&E Deems Herc’s $104.89 Per Share Cash and Stock Proposal Superior to United Rentals Transaction Herc Proposal Provides Immediate, Significant Premium for H&E and Substantial

Exhibit 99.1 NOT FOR IMMEDIATE RELEASE Herc Holdings Confirms Superior Proposal to Acquire H&E Equipment Services H&E Deems Herc’s $104.89 Per Share Cash and Stock Proposal Superior to United Rentals Transaction Herc Proposal Provides Immediate, Significant Premium for H&E and Substantial Upside Value Creation Opportunity for Both Herc and H&E Shareholders Herc and H&E Combination Expected to Gene

List of Subsidiaries (Incorporated by reference to Exhibit 21.1 to the Annual Report on Form 10-K of Herc Holdings Inc. (File No. 001-33139), as filed on February 13, 2025).

Exhibit 21.1 SUBSIDIARIES OF HERC HOLDINGS INC. As of December 31, 2024 JURISDICTION OF INCORPORATION All Rental Center, Inc. Colorado Black and Gold Insurance Ltd. Bermuda Cinelease, LLC Delaware Durante Rentals, LLC New York Durante Rentals Holdings, LLC Delaware Herc Build, LLC Delaware Herc CARE LLC Delaware Herc FSC LLC Delaware Herc Intermediate Holdings, LLC Delaware Herc Investors, LLC Del

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SE

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of registra

Herc Holdings Inc. Insider Trading Policy, dated December 5, 2024

Exhibit 19.1 Policy Statement Insider Trading Policy Dated: December 5, 2024 Executive Sponsor S. Wade Sheek, Senior Vice President, Chief Legal Officer & Corporate Secretary Procedure Owner Derek Lively, Assistant Secretary Executive Summary Securities laws prohibit the purchase or sale of a company’s securities by anyone who is aware of material information that is not generally known or availab

Scaling for Sustainable Growth Q4 AND FULL YEAR 2024 EARNINGS CONFERENCE CALL February 13, 2025 Q4 2024Herc Holdings Inc. NYSE: HRI 2 Herc Rentals Team and Agenda Agenda Safe Harbor FY 2024 Summary Q4 Operations Review Q4 Financial Review 2025 Outloo

Scaling for Sustainable Growth Q4 AND FULL YEAR 2024 EARNINGS CONFERENCE CALL February 13, 2025 Q4 2024Herc Holdings Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2025 HERC HOLDINGS I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2025 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission Fi

Herc Holdings Reports Full Year 2024 Results and Announces 2025 Full Year Guidance

Herc Holdings Reports Full Year 2024 Results and Announces 2025 Full Year Guidance Fourth Quarter 2024 Highlights –Record equipment rental revenue of $839 million, an increase of 12% –Record total revenues of $951 million, an increase of 14% –Rental pricing increased 2.

HRI / Herc Holdings Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment

SC 13D/A 1 hri29.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 29) Herc Holdings Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 42704L104 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone

Herc Holdings Reports Nine Months 2024 Results and Updates 2024 Full Year Guidance

Herc Holdings Reports Nine Months 2024 Results and Updates 2024 Full Year Guidance Third Quarter 2024 Highlights –Record equipment rental revenue of $866 million, an increase of 13% –Record total revenues of $965 million, an increase of 6% –Rental pricing increased 2.

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2024 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission Fil

Scaling for Sustainable Growth Q3 2024 EARNINGS CONFERENCE CALL October 22, 2024 Q3 2024Herc Holdings Inc. NYSE: HRI 2 Herc Rentals Team and Agenda Agenda Safe Harbor YTD Overview Q3 Operations Review Q3 Financial Review 2024 Outlook Q&A Larry Silber

Scaling for Sustainable Growth Q3 2024 EARNINGS CONFERENCE CALL October 22, 2024 Q3 2024Herc Holdings Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSU

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of

HRI / Herc Holdings Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment

SC 13D/A 1 hri28.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 28) Herc Holdings Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 42704L104 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone

Amendment No. 5 to Receivables Financing Agreement, dated as of September 4, 2024, among Herc Receivables U.S. LLC, and The Additional Canadian Borrower To The Extent Added As A Party Thereto, as co-borrowers, Herc Rentals, Inc., individually and as initial servicer and as performance guarantor, the Lenders and Managing Agents, from time to time party thereto, and Credit Agricole Corporate and Investment Bank, as Administrative Agent (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Herc Holdings (File No. 001-33139) as filed on September 4, 2024).

EXECUTION VERSION AMENDMENT NO.5 TO RECEIVABLES FINANCING AGREEMENT This AMENDMENT NO.5 TO RECEIVABLES FINANCING AGREEMENT, dated as of August 30, 2024 (this “Amendment”), is made with respect to that certain Receivables Financing Agreement, dated as of September 17, 2018 (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), among HERC RECEIVABLES U.S. LLC,

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 30, 2024 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File

Scaling for Sustainable Growth Q2 2024 EARNINGS CONFERENCE CALL July 23, 2024 Q2 2024Herc Holdings Inc. NYSE: HRI 2 Herc Rentals Team and Agenda Agenda Safe Harbor Q2 2024 Overview Q2 Operations Review Q2 Financial Review 2024 Outlook Q&A Larry Silbe

Scaling for Sustainable Growth Q2 2024 EARNINGS CONFERENCE CALL July 23, 2024 Q2 2024Herc Holdings Inc.

Herc Holdings Reports First Half 2024 Results and Reaffirms 2024 Full Year Guidance

Herc Holdings Reports First Half 2024 Results and Reaffirms 2024 Full Year Guidance Second Quarter 2024 Highlights –Record equipment rental revenue of $765 million, an increase of 9% –Record total revenues of $848 million, an increase of 6% –Rental pricing increased 3.

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2024 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File N

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT T

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of regi

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 7, 2024 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File Nu

Indenture (including the form of Notes), dated as of June 7, 2024, among Herc Holdings Inc., the guarantors party thereto, and Truist Bank. (Incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K for Herc Holdings Inc. (File No. 001-33139), as filed on June 7, 2024).

Exhibit 4.1 HERC HOLDINGS INC. as the Company and THE SUBSIDIARIES NAMED HEREIN as Guarantors to TRUIST BANK as Trustee Indenture Dated as of June 7, 2024 $800,000,000 6.625% Senior Notes due 2029 TABLE OF CONTENTS Page ARTICLE I Definitions and Other Provisions of General Application 1 SECTION 1.01 Definitions 1 SECTION 1.02 Compliance Certificates and Opinions 45 SECTION 1.03 Form of Documents D

Herc Holdings Announces Proposed Private Offering of $500 Million of Senior Unsecured Notes

Exhibit 99.1 Herc Holdings Announces Proposed Private Offering of $500 Million of Senior Unsecured Notes Bonita Springs, Fla., June 4, 2024 – Herc Holdings, Inc. (NYSE: HRI) (“Herc Holdings” or the “Company”) today announced that it intends to offer $500 million aggregate principal amount of senior unsecured notes due 2029 (the “notes”) in a private offering exempt from the registration requiremen

Herc Holdings Announces Pricing of Upsized $800 Million Senior Unsecured Notes Offering

Exhibit 99.2 Herc Holdings Announces Pricing of Upsized $800 Million Senior Unsecured Notes Offering Bonita Springs, Fla., June 4, 2024 – Herc Holdings, Inc. (NYSE: HRI) (“Herc Holdings” or the “Company”) today announced that it has priced $800 million aggregate principal amount of 6.625% senior unsecured notes due 2029 (the “notes”) in a private offering exempt from the registration requirements

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2024 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File Nu

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2024 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File Nu

Scaling for Sustainable Growth Q1 2024 EARNINGS CONFERENCE CALL April 23, 2024 Q1 2024Herc Holdings Inc. NYSE: HRI 2 Herc Rentals Team and Agenda Agenda Safe Harbor Q1 2024 Overview Q1 Operations Review Q1 Financial Review 2024 Outlook Q&A Larry Silb

hercq12024earningspresen Scaling for Sustainable Growth Q1 2024 EARNINGS CONFERENCE CALL April 23, 2024 Q1 2024Herc Holdings Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of reg

Herc Holdings Reports Strong First Quarter 2024 Results and Affirms 2024 Full Year Guidance

Herc Holdings Reports Strong First Quarter 2024 Results and Affirms 2024 Full Year Guidance First Quarter 2024 Highlights –Record first quarter total revenues of $804 million, an increase of 9% –Net income decreased 3% to $65 million, or $2.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2024 HERC HOLDINGS INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2024 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File

Amendment No. 2 to Credit Agreement, dated April 11, 2024, by and among Bank of America, N.A., as Agent, the financial institutions from time to time parties thereto, Herc Holdings Inc. (the "Company"), each the Subsidiaries of the Company party hereto as U.S. Subsidiary Borrowers, Matthews Equipment Limited, and the Subsidiaries of the Company party hereto as Guarantors.

[Execution] AMENDMENT NO. 2 TO CREDIT AGREEMENT AMENDMENT NO. 2 TO CREDIT AGREEMENT, dated as of April 11, 2024 (this “Amendment No. 2”), is by and among Bank of America, N.A., a national banking association, in its capacity as Agent (in such capacity, together with its successors and assigns, “Agent”) pursuant to the Credit Agreement (as defined below), the financial institutions from time to tim

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registran

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14(a)-6(e)(2)) o Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registran

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14(a)-6(e)(2)) x Def

HRI / Herc Holdings Inc. / ALLIANCEBERNSTEIN L.P. - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Herc Holdings Inc (Name of Issuer) Common Stock (Title of Class of Securities) 42704L104 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

Executive Incentive Recovery Policy, effective November 30, 2023.

Exhibit 97.1 HERC HOLDINGS INC. EXECUTIVE INCENTIVE COMPENSATION RECOVERY POLICY (Effective November 30, 2023) Herc Holdings Inc. (the “Company”) has adopted this Executive Incentive Compensation Recovery Policy (the “Policy”) pursuant to Section 303A.14 of the New York Stock Exchange (“NYSE”) Listed Company Manual and Rule 10D-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Ac

Subsidiaries of Herc Holdings Inc.

Exhibit 21.1 SUBSIDIARIES OF HERC HOLDINGS INC. As of December 31, 2023 JURISDICTION OF INCORPORATION Black and Gold Insurance Ltd. Bermuda Cinelease, LLC Delaware Herc Build, LLC Delaware Herc FSC LLC Delaware Herc Intermediate Holdings, LLC Delaware Herc Investors, LLC Delaware Herc Management Holdings LLC Delaware Herc Management Services LLC Delaware Herc Purchasing LLC Delaware Herc Sales For

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2024 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission Fi

Form of Executive Officer Performance Stock Unit Agreement

HERC HOLDINGS INC. EXECUTIVE OFFICER PERFORMANCE STOCK UNIT AGREEMENT Grant Date: [l] Participant: [l] Grant Target Number of Performance Stock Units: [l] THIS EXECUTIVE OFFICER PERFORMANCE STOCK UNIT AGREEMENT (the “Agreement”) is entered into as of the date set forth above (the “Grant Date”) by and between Herc Holdings Inc., a Delaware corporation (the “Company”), and the participant identified

©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ©2024 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Aaron Birnbaum Senior Vice President & Chief Ope

©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ©2024 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Aaron Birnbaum Senior Vice President & Chief Operating Officer Agenda • Safe Harbor • 2023 Overview • Q4 Operations Review • Q4 Financial Review • 2024 Outlook • Q&A Leslie Hunziker Senior Vice Pres

HRI / Herc Holdings Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01108-hercholdingsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 11)* Name of issuer: Herc Holdings Inc Title of Class of Securities: Common Stock CUSIP Number: 42704L104 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SE

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of registra

Form of Executive Officer Restricted Stock Unit Agreement

HERC HOLDINGS INC. EXECUTIVE OFFICER RESTRICTED STOCK UNIT AGREEMENT Grant Date: [l] Participant: [l] Number of Restricted Stock Units Granted: [l] THIS EXECUTIVE OFFICER RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) is entered into effective as of the date set forth above (the “Grant Date”) by and between Herc Holdings Inc., a Delaware corporation (the “Company”), and the participant identifi

Herc Holdings Reports Strong Full Year 2023 Results and Announces 2024 Full Year Guidance

Herc Holdings Reports Strong Full Year 2023 Results and Announces 2024 Full Year Guidance Fourth Quarter 2023 Highlights –Record total revenues of $831 million, an increase of 6% –Net income decreased 7% to $91 million, or $3.

JOINT FILING AGREEMENT

EX-99 2 Rule13DJointFilingAgreement.htm JOINT FILING AGREEMENT JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) (l) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of the attached Schedule 13G, and any and all amendments thereto, and expressly authorize Invesco Ltd., as the ultimate parent company of each of its undersigned subsidiarie

HRI / Herc Holdings Inc. / Invesco Ltd. - SEC SCHEDULE 13G Passive Investment

SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Herc Holdings Inc (Name of Issuer) Common Stock (Title of Class of Securities) 42704L104 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Herc Holdings Inc.

As filed with the Securities and Exchange Commission on December 12, 2023

As filed with the Securities and Exchange Commission on December 12, 2023 Registration No.

Herc Holdings Inc Investor Day 2023 N O V E M B E R 2 , 2 0 2 3 | N Y S E : H R I Forward-Looking Statements This presentation includes forward-looking statements as that term is defined by the federal securities laws, including statements concerning

Herc Holdings Inc Investor Day 2023 N O V E M B E R 2 , 2 0 2 3 | N Y S E : H R I Forward-Looking Statements This presentation includes forward-looking statements as that term is defined by the federal securities laws, including statements concerning our business plans and strategy, projected profitability, performance or cash flows, future capital expenditures, our growth strategy, including our

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2023 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSU

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of

Amendment No. 1 to Purchase and Contribution Agreement, dated as of August 31, 2023, among Herc Rentals Inc., as the Seller, Cinelease, Inc. as the removed Seller, Herc Receivables U.S. LLC, as Purchaser, and Herc Rentals Inc., as the Collection Agent. (Incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q of Herc Holdings (File No. 001-33139) as filed on October 24, 2023).

AMENDMENT NO. 1 TO PURCHASE AND CONTRIBUTION AGREEMENT This AMENDMENT NO. 1 TO PURCHASE AND CONTRIBUTION AGREEMENT, dated as of August 31, 2023 (this “Amendment”), is made with respect to that certain Purchase and Contribution Agreement, dated as of September 17, 2018 (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), among HERC RENTALS INC., a Delaware

©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ©2023 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Aaron Birnbaum Senior Vice President & Chief Ope

©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ©2023 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Aaron Birnbaum Senior Vice President & Chief Operating Officer Agenda • Safe Harbor • Q3 2023 Overview • Q3 Operations Review • Q3 Financial Review • 2023 Outlook • Q&A Leslie Hunziker Senior Vice P

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 23, 2023 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission Fil

Herc Holdings Reports Strong Third Quarter 2023 Results and Narrows Full-Year 2023 Guidance

Herc Holdings Reports Strong Third Quarter 2023 Results and Narrows Full-Year 2023 Guidance Third Quarter Highlights –Record total revenues of $908 million, an increase of 22% –Net income increased to $113 million, or $3.

HRI / Herc Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0015-hercholdingsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 10)* Name of issuer: Herc Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 42704L104 Date of Event Which Requires Filing of this Statement: September 29, 2023 Check the appropriate box to designat

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 31, 2023 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File

Amendment No. 4 to Receivables Financing Agreement

AMENDMENT NO. 4 TO RECEIVABLES FINANCING AGREEMENT This AMENDMENT NO. 4 TO RECEIVABLES FINANCING AGREEMENT, dated as of August 31, 2023 (this “Amendment”), is made with respect to that certain Receivables Financing Agreement, dated as of September 17, 2018 (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), among HERC RECEIVABLES U.S. LLC, a Delaware limi

©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ©2023 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Aaron Birnbaum Senior Vice President & Chief Ope

hercq22023earningscallpr ©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ©2023 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Aaron Birnbaum Senior Vice President & Chief Operating Officer Agenda • Safe Harbor • Q2 2023 Overview • Q2 Operations Review • Q2 Financial Review • 2023 Outlook • Q&A Lesl

Herc Holdings Reports Strong Second Quarter 2023 Results and Reaffirms Full-Year 2023 Guidance

Herc Holdings Reports Strong Second Quarter 2023 Results and Reaffirms Full-Year 2023 Guidance Second Quarter Highlights –Record equipment rental revenue of $702 million, an increase of 16% –Record total revenues of $802 million, an increase of 25% –Net income increased to $76 million, or $2.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT T

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of regi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2023 HERC HOLDINGS INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2023 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File N

Amended and Restated By-Laws of Herc Holdings Inc., effective May 11, 2023 (Incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of Herc Holdings Inc. (File No. 001-33139), as filed on May 15, 2023.)

EXHIBIT 3.1 HERC HOLDINGS INC. AMENDED AND RESTATED BY-LAWS Table of Contents Page ARTICLE I STOCKHOLDERS 1 Section 1.01. Annual Meetings 1 Section 1.02. Special Meetings 1 Section 1.03. Participation in Meetings by Remote Communication 1 Section 1.04. Notice of Meetings; Waiver of Notice 1 Section 1.05. Quorum 2 Section 1.06. Voting 2 Section 1.07. Voting Lists 2 Section 1.08. Adjournment 3 Secti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2023 HERC HOLDINGS INC. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2023 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File Nu

Amended and Restated By-Laws of Herc Holdings Inc., effective as of May 11, 2023 (marked copy).

EXHIBIT 3.2 HERC HOLDINGS INC. AMENDED AND RESTATED BY-LAWS EXHIBIT 3.2 Table of Contents Page ARTICLE I STOCKHOLDERS 1 Section 1.01. Annual Meetings 1 Section 1.02. Special Meetings 1 Section 1.03. Participation in Meetings by Remote Communication 1 Section 1.04. Notice of Meetings; Waiver of Notice 1 Section 1.05. Quorum 2 Section 1.06. Voting 2 Section 1.07. Voting Lists 2 Section 1.08. Adjourn

©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ©2023 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Aaron Birnbaum Senior Vice President & Chief Ope

a2023q1earningscallprese ©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ©2023 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Aaron Birnbaum Senior Vice President & Chief Operating Officer Agenda • Safe Harbor • Q1 2023 Overview • Q1 Operations Review • Q1 Financial Review • 2023 Outlook • Q&A Lesl

Herc Holdings Reports Record First Quarter 2023 Results and Affirms 2023 Full Year Guidance

Herc Holdings Reports Record First Quarter 2023 Results and Affirms 2023 Full Year Guidance First Quarter Highlights –Record equipment rental revenue of $654 million, an increase of 24% –Record total revenues of $740 million, an increase of 30% –Net income increased 16% to $67 million, or $2.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2023 HERC HOLDINGS INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2023 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of reg

Offer Letter, dated as of March 7, 2023, by and between Herc Holdings and William Mark Humphrey.

EXHIBIT 10.1 Mr. William Mark Humphrey March 7, 2023 Bonita Springs, FL Dear Mark: We are pleased to confirm our offer of promotion to the position of Sr Vice President and Chief Financial Officer based in Bonita Springs, Florida. This position reports directly to the Chief Executive Officer, Lawrence Silber. Your new responsibilities become effective March 10, 2023. Compensation Your new salary w

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registran

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14(a)-6(e)(2)) o Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registran

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14(a)-6(e)(2)) x Def

* * *

March 27, 2023 VIA EDGAR CORRESPONDENCE Scott Stringer Joel Parker Division of Corporation Finance Office of Trade & Services Securities and Exchange Commission 100 F Street, N.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2023 HERC HOLDINGS INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2023 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File

HRI / Herc Holdings Inc / ICAHN CARL C - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 18)* Herc Holdings Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 42805T105 (CUSIP Number) Jesse A. Lynn, Esq. Chief Operating Officer Icahn Capital LP 16690 Collins Ave., PH-1, Sunny Isles Beach, FL 33160 (305) 422-4131 (Name, Address

# # #

Herc Holdings Announces Succession in Financial Leadership BONITA SPRINGS, Fla., March 9 ― Herc Holdings Inc. (NYSE: HRI), a leading North American equipment rental supplier operating through Herc Rentals Inc., announced that, effective March 10, 2023, Senior Vice President and Chief Financial Officer Mark H. Irion will resign his position for another opportunity. He will remain with Herc Holdings

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2023 HERC HOLDINGS INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2023 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File N

HRI / Herc Holdings Inc / ICAHN CARL C - SC 13D/A Activist Investment

SC 13D/A 1 n2779x101-sc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 17)* Herc Holdings Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 42805T105 (CUSIP Number) Jesse A. Lynn, Esq. Chief Operating Officer Icahn Capital LP 16690 Collins Ave., PH-1, Sunny Isles Beach

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2023 HERC HOLDINGS INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2023 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File N

HRI / Herc Holdings Inc / ICAHN CARL C - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 16)* Herc Holdings Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 42805T105 (CUSIP Number) Jesse A. Lynn, Esq. Chief Operating Officer Icahn Capital LP 16690 Collins Ave., PH-1, Sunny Isles Beach, FL 33160 (305) 422-4131 (Name, Address

HRI / Herc Holdings Inc / ICAHN CARL C - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 15)* Herc Holdings Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 42805T105 (CUSIP Number) Jesse A. Lynn, Esq. Chief Operating Officer Icahn Capital LP 16690 Collins Ave., PH-1, Sunny Isles Beach, FL 33160 (305) 422-4131 (Name, Address

Herc Holdings Reports Record Full Year 2022 Results and Announces 2023 Full Year Guidance

Herc Holdings Reports Record Full Year 2022 Results and Announces 2023 Full Year Guidance Fourth Quarter Highlights –Equipment rental revenue increased 31.

Form of Executive Officer Restricted Stock Unit Agreement.

HERC HOLDINGS INC. EXECUTIVE OFFICER RESTRICTED STOCK UNIT AGREEMENT Grant Date: [●] Participant: [●] Number of Restricted Stock Units Granted: [●] THIS EXECUTIVE OFFICER RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) is entered into effective as of the date set forth above (the “Grant Date”) by and between Herc Holdings Inc., a Delaware corporation (the “Company”), and the participant identifi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SE

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of registra

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2023 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission Fi

©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ©2023 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Mark Irion Senior Vice President & Chief Financi

©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ©2023 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Mark Irion Senior Vice President & Chief Financial Officer Aaron Birnbaum Senior Vice President & Chief Operating Officer Agenda • Safe Harbor • 2022 Overview • Q4 Operations Review • Q4 Financial R

HRI / Herc Holdings Inc / ALLIANCEBERNSTEIN L.P. - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Herc Holdings Inc (Name of Issuer) Common Stock (Title of Class of Securities) 42704L104 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu

Subsidiaries of Herc Holdings Inc.

Exhibit 21.1 SUBSIDIARIES OF HERC HOLDINGS INC. As of December 31, 2022 JURISDICTION OF INCORPORATION Black and Gold Insurance Ltd. Bermuda Cinelease, Inc. Nevada Herc Build, LLC Delaware Herc Intermediate Holdings, LLC Delaware Herc Investors, LLC Delaware Herc Management Services LLC Delaware Herc Purchasing LLC Delaware Herc Sales Force A LLC Delaware Herc Sales Force B LLC Delaware Herc Sales

HRI / Herc Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01070-hercholdingsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Herc Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 42704L104 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate

HRI / Herc Holdings Inc / ICAHN CARL C - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 14)* Herc Holdings Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 42805T105 (CUSIP Number) Jesse A. Lynn, Esq. Chief Operating Officer Icahn Capital LP 16690 Collins Ave., PH-1, Sunny Isles Beach, FL 33160 (305) 422-4131 (Name, Address

HRI / Herc Holdings Inc / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 27) Herc Holdings Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 42704L104 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of Person Aut

HRI / Herc Holdings Inc / ICAHN CARL C - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 13)* Herc Holdings Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 42805T105 (CUSIP Number) Jesse A. Lynn, Esq. Chief Operating Officer Icahn Capital LP 16690 Collins Ave., PH-1, Sunny Isles Beach, FL 33160 (305) 422-4131 (Name, Address

HRI / Herc Holdings Inc / ICAHN CARL C - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12)* Herc Holdings Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 42805T105 (CUSIP Number) Jesse A. Lynn, Esq. Chief Operating Officer Icahn Capital LP 16690 Collins Ave., PH-1, Sunny Isles Beach, FL 33160 (305) 422-4131 (Name, Address

HRI / Herc Holdings Inc / ALGER ASSOCIATES INC - HERC HOLDINGS INC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Herc Holdings Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 42704L104 (CUSIP Number) October 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched

©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ©2022 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Elizabeth Higashi Vice President, Investor Relat

?2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ?2022 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Elizabeth Higashi Vice President, Investor Relations & Sustainability Mark Irion Senior Vice President & Chief Financial Officer Aaron Birnbaum Senior Vice President & Chief Operating Officer Agenda

Herc Holdings Reports Strong Third Quarter 2022 Results and Raises 2022 Guidance

Herc Holdings Reports Strong Third Quarter 2022 Results and Raises 2022 Guidance Third Quarter Highlights ?Equipment rental revenue increased 35.

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 20, 2022 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSU

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of

Amendment No. 3 to Receivables Financing Agreement, dated as of August 26, 2022, among Herc Receivables U.S. LLC, and The Additional Canadian Borrower To The Extent Added As A Party Thereto, as co-borrowers, Herc Rentals, Inc., individually and as initial servicer and as performance guarantor, the Lenders and Managing Agents, from time to time party thereto, and Credit Agricole Corporate and Investment Bank, as Administrative Agent (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Herc Holdings (File No. 001-33139) as filed on August 31, 2022).

AMENDMENT NO. 3 TO RECEIVABLES FINANCING AGREEMENT This AMENDMENT NO. 3 TO RECEIVABLES FINANCING AGREEMENT, dated as of August 26, 2022 (this ?Amendment?), is made with respect to that certain Receivables Financing Agreement, dated as of September 17, 2018 (as amended, restated, supplemented or otherwise modified from time to time, the ?Agreement?), among HERC RECEIVABLES U.S. LLC, a Delaware limi

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2022 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File

©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ©2022 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Elizabeth Higashi Vice President, Investor Relat

?2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ?2022 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Elizabeth Higashi Vice President, Investor Relations & Sustainability Mark Irion Senior Vice President & Chief Financial Officer Aaron Birnbaum Senior Vice President & Chief Operating Officer Agenda

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT T

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of regi

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2022 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File N

Herc Holdings Reports Strong Second Quarter 2022 Results and Announces Share Repurchase Program

Herc Holdings Reports Strong Second Quarter 2022 Results and Announces Share Repurchase Program Second Quarter Highlights ?Equipment rental revenue increased 35.

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 5, 2022 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File Nu

Amendment No. 1 to ABL Credit Facility, dated July 5, 2022, by and among Bank of America, N.A., a national banking association, as agent, the financial institutions from time to time parties thereto, and Herc Holdings, Inc., Matthews Equipment Limited, and certain subsidiaries of Herc Holdings Inc. (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Herc Holdings (File No. 001-33139), as filed on July 8, 2022).

Exhibit 10.1 AMENDMENT NO. 1 TO CREDIT AGREEMENT AMENDMENT NO. 1 TO CREDIT AGREEMENT, dated as of July 5, 2022 (this ?Amendment No. 1?), is by and among Bank of America, N.A., a national banking association, in its capacity as Agent (in such capacity, together with its successors and assigns, ?Agent?) pursuant to the Credit Agreement (as defined below), the financial institutions from time to time

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2022 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File Nu

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 21, 2022 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File

©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ©2022 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Elizabeth Higashi Vice President, Investor Relat

?2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear NYSE: HRI ?2022 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Elizabeth Higashi Vice President, Investor Relations & Sustainability Mark Irion Senior Vice President & Chief Financial Officer Aaron Birnbaum Senior Vice President & Chief Operating Officer Agenda

Herc Holdings Reports Strong First Quarter 2022 and Increases Full Year 2022 Guidance

Herc Holdings Reports Strong First Quarter 2022 and Increases Full Year 2022 Guidance First Quarter Highlights ?Equipment rental revenue increased 31.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ☐ TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of reg

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registran

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14(a)-6(e)(2)) x Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registran

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14(a)-6(e)(2)) o Def

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Herc Holdings Inc.

As filed with the Securities and Exchange Commission on February 14, 2022

Table of Contents As filed with the Securities and Exchange Commission on February 14, 2022 Registration No.

As filed with the Securities and Exchange Commission on February 14, 2022.

Table of Contents As filed with the Securities and Exchange Commission on February 14, 2022.

Herc Holdings Inc.

Re: Herc Holdings Inc. Application for Withdrawal of Registration Statement on Form S-3 File No. 333-262694 SECURITIES AND EXCHANGE COMMISSION Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Ladies and Gentlemen: Herc Holdings Inc., a Delaware corporation (the ?Corporation?), hereby requests that its Registration Statement on Form S-3 (File No. 333-262694), originally fil

As filed with the Securities and Exchange Commission on February 14, 2022.

Table of Contents As filed with the Securities and Exchange Commission on February 14, 2022.

Filing Fee Table

EX-FILING FEES 4 d284454dexfilingfees.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Herc Holdings Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1)(2) Proposed Maximum Offering Price Per Unit(1)(2) Maxi

HRI / Herc Holdings Inc / ALGER ASSOCIATES INC - HERC HOLDINGS INC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Herc Holdings Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 42704L104 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Herc Holdings Inc.

Amended and Restated By-Laws of Herc Holdings, effective February 8, 2022 (Incorporated by reference to Exhibit 3.2 to the Annual Report on Form 10-K of Herc Holdings, Inc. (File No. 001-33139), as filed on February 10, 2022).

HERC HOLDINGS INC. AMENDED AND RESTATED BY-LAWS Table of Contents Section Page ARTICLE I STOCKHOLDERS 1 Section 1.01. Annual Meetings 1 Section 1.02. Special Meetings 1 Section 1.03. Participation in Meetings by Remote Communication 1 Section 1.04. Notice of Meetings; Waiver of Notice 1 Section 1.05. Quorum 2 Section 1.06. Voting 2 Section 1.07. Voting Lists 3 Section 1.08. Adjournment 3 Section 1

Form of Executive Officer Performance Stock Unit Agreement.

HERC HOLDINGS INC. EXECUTIVE OFFICER PERFORMANCE STOCK UNIT AGREEMENT Grant Date: [?] Participant: [?] Grant Target Number of Performance Stock Units: [?] THIS EXECUTIVE OFFICER PERFORMANCE STOCK UNIT AGREEMENT (the ?Agreement?) is entered into as of the date set forth above (the ?Grant Date?) by and between Herc Holdings Inc., a Delaware corporation (the ?Company?), and the participant identified

©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear HERC HOLDINGS INC. Q4 and Full Year 2021 Earnings Conference Call February 10, 2022 NYSE: HRI ©2022 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive

?2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear HERC HOLDINGS INC. Q4 and Full Year 2021 Earnings Conference Call February 10, 2022 NYSE: HRI ?2022 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Elizabeth Higashi Vice President, Investor Relations & Sustainability Mark Irion Senior Vice President & Chief Fin

Subsidiaries of Herc Holdings Inc.

Exhibit 21.1 SUBSIDIARIES OF HERC HOLDINGS INC. As of December 31, 2021 JURISDICTION OF INCORPORATION Black and Gold Insurance Ltd. Bermuda Cinelease, Inc. Nevada Cinelease, LLC Louisiana Herc Build, LLC Delaware Herc Intermediate Holdings, LLC Delaware Herc Investors, LLC Delaware Herc Management Services LLC Delaware Herc Purchasing LLC Delaware Herc Sales Force A LLC Delaware Herc Sales Force B

HRI / Herc Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: Herc Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 42704L104 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ 

Herc Holdings Strong Fourth Quarter Contributes to Record Full Year 2021 Results

Herc Holdings Strong Fourth Quarter Contributes to Record Full Year 2021 Results Fourth Quarter Highlights ?Equipment rental revenue increased 26.

Form of Executive Officer Restricted Stock Unit Agreement.

HERC HOLDINGS INC. EXECUTIVE OFFICER RESTRICTED STOCK UNIT AGREEMENT Grant Date: [?] Participant: [?] Number of Restricted Stock Units Granted: [?] THIS EXECUTIVE OFFICER RESTRICTED STOCK UNIT AGREEMENT (the ?Agreement?) is entered into effective as of the date set forth above (the ?Grant Date?) by and between Herc Holdings Inc., a Delaware corporation (the ?Company?), and the participant identifi

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2022 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SE

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of registra

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 2, 2021 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission Fil

HRI / Herc Holdings Inc / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 26) Herc Holdings Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 42704L104 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of Person Aut

HRI / Herc Holdings Inc / ICAHN CARL C - AMENDMENT NO. 11 TO SCHEDULE 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 11)* Herc Holdings Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 42805T105 (CUSIP Number) Jesse A. Lynn, Esq. Chief Operating Officer Icahn Capital LP 16690 Collins Ave., PH-1, Sunny Isles Beach, FL 33160 (305) 422-4131 (Name, Address

Herc Holdings Reports Third Quarter and Nine Months 2021 Results

Herc Holdings Reports Third Quarter and Nine Months 2021 Results Third Quarter 2021 Highlights ?Equipment rental revenue increased 29.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSU

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-33139 HERC HOLDINGS INC. (Exact name of

Form of Amended Executive Officer Performance Stock Unit Agreement.

HERC HOLDINGS INC. EXECUTIVE OFFICER PERFORMANCE STOCK UNIT AGREEMENT Grant Date: [?] Participant: [?] Grant Target Number of Performance Stock Units: [?] THIS EXECUTIVE OFFICER PERFORMANCE STOCK UNIT AGREEMENT (the ?Agreement?) is entered into as of the date set forth above (the ?Grant Date?) by and between Herc Holdings Inc., a Delaware corporation (the ?Company?), and the participant identified

©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear HERC HOLDINGS INC. Q3 and Nine Months 2021 Earnings Conference Call October 21, 2021 NYSE: HRI ©2021 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executiv

?2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear HERC HOLDINGS INC. Q3 and Nine Months 2021 Earnings Conference Call October 21, 2021 NYSE: HRI ?2021 Herc Rentals Inc. All Rights Reserved. 2 Larry Silber President & Chief Executive Officer Herc Rentals Team & Agenda Elizabeth Higashi Vice President, Investor Relations & Sustainability Mark Irion Senior Vice President & Chief Fi

Form of Amended Executive Officer Restricted Stock Unit Agreement.

HERC HOLDINGS INC. EXECUTIVE OFFICER RESTRICTED STOCK UNIT AGREEMENT Grant Date: [?] Participant: [?] Number of Restricted Stock Units Granted: [?] THIS EXECUTIVE OFFICER RESTRICTED STOCK UNIT AGREEMENT (the ?Agreement?) is entered into effective as of the date set forth above (the ?Grant Date?) by and between Herc Holdings Inc., a Delaware corporation (the ?Company?), and the participant identifi

Form of Amended Director Restricted Stock Unit Agreement.

HERC HOLDINGS INC. DIRECTOR RESTRICTED STOCK UNIT AGREEMENT Award Date: [?] Director: [?] Number of Restricted Stock Units Granted: [?] THIS DIRECTOR RESTRICTED STOCK UNIT Agreement (this ?Agreement?) is entered into effective as of the date set forth above (the ?Award Date?) between Herc Holdings Inc., a Delaware corporation (the ?Company?), and the director identified above (the ?Director?), pur

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 21, 2021 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission Fil

HRI / Herc Holdings Inc / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 25) Herc Holdings Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 42704L104 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of Person Aut

©2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear HERC HOLDINGS INC. INVESTOR MEETING New York City September 20, 2021 NYSE: HRI ©2021 Herc Rentals Inc. All Rights Reserved. 2 Agenda: Shifting Into High Gear Welcome and Introductio

?2021 Herc Rentals Inc. All Rights Reserved. Shifting Into High Gear HERC HOLDINGS INC. INVESTOR MEETING New York City September 20, 2021 NYSE: HRI ?2021 Herc Rentals Inc. All Rights Reserved. 2 Agenda: Shifting Into High Gear Welcome and Introduction Elizabeth Higashi Looking Back: Implementing Our Strategy Larry Silber Shifting Into High Gear Aaron Birnbaum - Grow the Core - Expand Specialty - E

Herc Holdings Announces New Strategic Initiatives and Capital Allocation Plan

Herc Holdings Announces New Strategic Initiatives and Capital Allocation Plan ?Raises adjusted EBITDA guidance for 2021 to $870 million to $890 million ?Announces 2022 adjusted EBITDA guidance of $1.

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 20, 2021 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission F

Amendment No. 2 to Receivables Financing Agreement among Herc Receivables U.S. LLC, the Additional Canadian Borrower to the Extent Added As A Party Thereto, Herc Rentals, Inc., the Lenders and Managing Agents from time to time party thereto, and Credit Agricole Corporate and Investment Bank, as Administrative Agent (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Herc Holdings (File No. 001-33139) as filed on August 31, 2021).

Execution Version AMENDMENT NO. 2 TO RECEIVABLES FINANCING AGREEMENT This AMENDMENT NO. 2, dated as of August 31, 2021 (this ?Amendment?), is made with respect to that certain Receivables Financing Agreement, dated as of September 17, 2018 (as amended, restated, supplemented or otherwise modified from time to time, the ?Agreement?), among HERC RECEIVABLES U.S. LLC, a Delaware limited liability com

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 31, 2021 HERC HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-33139 20-3530539 (State or other jurisdiction of incorporation) (Commission File

HRI / Herc Holdings Inc / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 24) Herc Holdings Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 42704L104 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of Person Aut

Herc Holdings Reports Second Quarter and First Half 2021 Results

Herc Holdings Reports Second Quarter and First Half 2021 Results Second Quarter Highlights ?Equipment rental revenue increased 36.