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BUSINESS
6 Months Ended
Jun. 30, 2026
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
BUSINESS BUSINESS
EquipmentShare.com Inc and subsidiaries (“EquipmentShare” or the “Company”) was organized in 2014 and
commenced operations on January 1, 2015. Effective June 30, 2025, EquipmentShare.com Inc changed its
jurisdiction of incorporation from the state of Delaware to the state of Texas.
The Company is a vertically integrated platform that combines proprietary technology, a connected equipment
fleet, and a nationwide footprint to serve the construction industry. More than a rental company, EquipmentShare
delivers jobsite visibility and control through its cloud-based T3 platform, which integrates embedded telematics
hardware, software applications, and real-time data to support both customers and internal operations. The T3
platform is original equipment manufacturer (“OEM”) agnostic and gives the Company and its rental customers the
ability to track mixed fleets, maximize utilization, reduce unplanned downtime, streamline maintenance, and
improve jobsite security and operator accountability.
The Company utilizes its proprietary T3 platform in its equipment rental and service operations to manage
construction equipment that is owned by the Company, as well as construction equipment that is leased from third
party participants in the Company’s “OWN Program.” Under the OWN Program, participants may purchase from
the Company new or used (typically less than four years old) equipment which is fully enabled with our T3
platform. Concurrently, the participant and the Company enter into a lease agreement whereby this qualified
equipment is placed on the Company’s T3 platform, to be rented to third party users. Rental revenue generated from
equipment enrolled under the OWN Program is divided and shared between the Company and the owner of the
equipment, and for the duration of the arrangement the Company manages the owner’s equipment utilizing the T3
platform. At the end of the sharing period under the OWN Program, the Company may assist the owner with
remarketing services if the equipment is to be sold in the market as used construction equipment. The Company also
offers several add-on services to the owner of the equipment.
In addition to equipment rentals, the Company also offers complementary products and services, such as
equipment parts, supplies, services, and select jobsite support offerings. These products and services are integrated
with the T3 platform to support broader jobsite needs as part of the Company’s equipment rental and services
operations. The Company offers new and used equipment for sale to customers. Separately, the Company offers
telematics software as a service (“SaaS”) subscriptions, supported by embedded telematics hardware to customers
who use the digital tools to monitor fleet performance, manage maintenance, and oversee jobsite activity through a
single platform. The Company develops and enhances these tools and services with input from customers. The
Company also retails building materials and hardware supplies to customers.
As of June 30, 2026, the Company had 391 full-service branches, 9 dealership sites, and 30 building materials
and hardware retail stores located across 45 states in the U.S. The Company’s full-service, technology-enabled
model supports multiple customer touchpoints and allows it to operate a high-quality, diversified rental fleet. The
Company’s branch network also serves as an effective distribution channel for fleet disposition and supports related
activities including new and used equipment sales, parts, supplies and services. The Company is an authorized
dealer for JLG, Takeuchi, Skyjack, Genie, and other major brands of construction and aerial equipment, and offers
equipment rentals, parts, and services.
Initial Public Offering
On January 26, 2026, the Company completed its initial public offering (“IPO”) of 30.5 million shares of the
Company’s Class A common stock at a price of $24.50, resulting in gross proceeds of $747 million and net proceeds
of $706 million after deducting underwriting discounts and commissions. In connection with the IPO, the Company
capitalized $14 million of equity issuance costs. The Company intends to use the net proceeds of the offering for
general corporate purposes.
Immediately prior to the completion of the IPO, the Company’s certificate of formation, bylaws, and investors’
rights agreement were amended and restated, resulting in, among other things, all shares of the Company’s common
stock, including shares of common stock issued upon the automatic conversion of the Company’s preferred stock
(other than shares of perpetual preferred stock which remain outstanding) being reclassified into shares of Class A
common stock, and immediately thereafter all shares of Class A common stock then held by the Company’s Chief
Executive Officer or President (the “Founders”) were exchanged into an equivalent number of shares of Class B
common stock. Additionally, shares of Class A common stock will be issuable upon exercise or vesting of all
outstanding options and restricted stock units (“RSUs”), as applicable, except that Class B shares will be issuable
upon exercise or vesting of options and RSUs held by the Founders and upon vesting of performance stock units
(“PSUs”) granted to the Founders (see IPO Founders Awards below).
Concurrent with the IPO, all outstanding shares of the Company’s convertible preferred stock were
automatically converted into 142 million shares of Class A common stock. Following the completion of the IPO, the
Company had 3,500 million of authorized shares of Class A common stock and approximately 215 million shares of
Class A common stock issued and outstanding, along with 200 million of authorized shares of Class B common
stock and approximately 38 million shares of Class B common stock issued and outstanding.
Following the completion of the IPO, the Class B common stock (which is held by the Founders who have
agreed to vote together as a group) represented more than 80% of the total voting power of the outstanding common
stock and, as a result, the Company is considered to be a “controlled company” within the meaning of Nasdaq
corporate governance standards.