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    United Rentals Inc. filed SEC Form 8-K: Regulation FD Disclosure, Financial Statements and Exhibits

    2/18/25 7:21:58 AM ET
    $URI
    Diversified Commercial Services
    Consumer Discretionary
    Get the next $URI alert in real time by email
    false 0001067701 0001047166 false 8-K 2025-02-18 false false false false false 0001067701 2025-02-18 2025-02-18 0001067701 uri:UnitedRentalsNorthAmericaIncMember 2025-02-18 2025-02-18 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

     

    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

     

    UNITED RENTALS, INC.

    UNITED RENTALS (NORTH AMERICA), INC.

    (Exact Name of Registrant as Specified in its Charter)

     

    Delaware   001-14387   06-1522496
             
    Delaware   001-13663   86-0933835
    (State or Other Jurisdiction of
    Incorporation)
      (Commission File Number)   (IRS Employer Identification No.)

     

    100 First Stamford Place, Suite 700    
    Stamford, Connecticut   06902
    (Address of Principal Executive Offices)   (Zip Code)

     

    Registrant’s telephone number, including area code: (203) 622-3131

     

    Former name or former address, if changed since last report: Not Applicable

     

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

     

    ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

     

    ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

     

    ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

     

    ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

     

    Securities registered pursuant to Section 12(b) of the Act:

     

    Title of each class   Trading Symbol(s)   Name of each exchange on which registered
    Common Stock, $.01 par value, of United Rentals, Inc.   URI   New York Stock Exchange

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

     

    Emerging growth company ¨

     

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

     

     
    Co-Registrant CIK 0001047166
    Co-Registrant Amendment Flag false
    Co-Registrant Form Type 8-K
    Co-Registrant DocumentPeriodEndDate 2025-02-18
    Co-Registrant Written Communications false
    Co-Registrant Solicitating Materials false
    Co-Registrant PreCommencement Tender Offer false
    Co-Registrant PreCommencement Issuer Tender Offer false
    Emerging growth company false

     

     

     

     

    Item 7.01Regulation FD Disclosure.

     

    On February 18, 2025, United Rentals, Inc. (“URI”) issued a press release announcing that URI had waived its right to match a superior proposal received by H&E Equipment Services, Inc. (“H&E”) and expected that the previously disclosed Agreement and Plan of Merger, dated January 14, 2025, by and among URI, H&E and UR Merger Sub VII Corporation would be terminated in accordance with the terms thereof. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

     

    The information in Item 7.01 of this Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed filed for the purposes of Section 18 of the Exchange Act, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing. The disclosure in this report, including Exhibit 99.1 attached hereto, of any information does not constitute an admission that such information is material.

     

    Item 9.01Financial Statements and Exhibits.

     

    (d) Exhibits.

     

    Exhibit
    Number
      Exhibit Title
    99.1   Press Release of United Rentals, Inc., dated February 18, 2025
         
    104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

     

     

     

     

    SIGNATURES

     

    Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     

    Date: February 18, 2025

     

      UNITED RENTALS, INC.
       
       
      By: /s/ Joli Gross 
        Name: Joli Gross
        Title: Senior Vice President, Chief Legal & Sustainability Officer, Corporate Secretary
       
       
      UNITED RENTALS (NORTH AMERICA), INC.
       
       
      By: /s/ Joli Gross 
        Name: Joli Gross
        Title: Senior Vice President, Chief Legal & Sustainability Officer, Corporate Secretary

     

     

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