SUNB · Sunbelt Rentals Holdings
11 filings
SUNB 8-K Current Reports
Sunbelt Rentals Holdings - 11 current reports
SUNB filed 1 annual reports (10-K), 2 quarterly reports (10-Q) and 11 current reports (8-K) between 2026 and 2026.
Sunbelt Rentals Holdings 8-K Report, Executive Changes (Oct 27, 2026)
Sunbelt Rentals Holdings, Inc. filed this Current Report on Form 8-K under Item 5.02 to disclose the planned retirement of Lynne Fuller-Andrews, Executive Vice President, General Counsel and Corporate Secretary. She notified the Company on October 23, 2026 of her intention to retire effective November 1, 2027 (the "Retirement Date"). She stepped down from her executive position effective October 23, 2026, but will remain with the Company in a non-executive capacity through the Retirement Date to facilitate a transition. The Company has commenced a search for its next General Counsel. Under a Transition and Retirement Agreement, Ms. Fuller-Andrews will receive a base salary of $637,500 during the Transition Period and a cash bonus of $510,000 for the fiscal year ending April 30, 2027. She will not be eligible for additional cash or equity incentive compensation during the Transition Period. Subject to executing and not revoking a release of claims, her equity awards outstanding on the Retirement Date will vest and settle under the retirement provisions of the applicable award agreements. The full Retirement Agreement is not included in this filing; the Company states it will be filed with its quarterly report on Form 10-Q.
Sunbelt Rentals Holdings 8-K/A Report, Shareholder Vote Results (Oct 23, 2026)
Sunbelt Rentals Holdings, Inc. (SUNB) filed this amendment to its Current Report on Form 8-K, dated September 2, 2026, which reported the final voting results of the Company's 2026 Annual Meeting of Stockholders held on September 1, 2026. The sole purpose of the amendment is to disclose the Board-consistent decision on how often stockholders will vote on the compensation of named executive officers (the Say-on-Pay Vote). No other changes were made to the original filing. In the advisory Say-on-Frequency vote at the Annual Meeting, approximately 98.8% of votes cast favored holding future Say-on-Pay Votes on an annual basis. In light of those results, and consistent with the recommendation of the Sunbelt Board of Directors, the Company will continue to hold Say-on-Pay Votes every year. The next required stockholder advisory vote on frequency must occur no later than the Company's 2032 Annual Meeting of Stockholders. For investors, the filing is procedural. It confirms that annual advisory votes on executive pay will continue and sets the outer date for the next frequency vote, but it does not report the results of any Say-on-Pay Vote or any financial information.
Sunbelt Rentals Holdings 8-K Report, Financial Results (Sep 9, 2026)
Sunbelt Rentals Holdings, Inc. (NYSE/LSE: SUNB) reported record fiscal first-quarter 2027 results for the quarter ended July 31, 2026, per Exhibit 99.1 to this Form 8-K furnished under Item 2.02. Total revenue increased 11.2% to $3,115 million and rental revenue increased 12.5% to $2,927 million. Operating income rose 15.9% to $691 million (22.2% margin), adjusted operating profit rose 13.8% to $759 million, net income rose 17.4% to $438 million, and diluted EPS rose 23.0% to $1.07. Adjusted EBITDA increased 8.7% to $1,315 million, with the margin declining to 42.2% from 43.2%. The company attributed part of rental growth to the Reliant Asset Management (Aries) acquisition, which closed May 1, 2026, and an estimated 250 basis points from the FIFA World Cup. The company raised its fiscal 2027 guidance. Total revenue growth is now 6% to 9% (previously 4.5% to 7.5%), rental revenue growth is 7% to 10% (previously 5% to 8%), and adjusted EBITDA is $4.92 billion to $5.12 billion (previously $4.85 billion to $5.05 billion). Net rental equipment capital expenditures are now $2.4 billion to $2.8 billion. The Board also declared the company's first quarterly cash dividend of $0.30 per share, payable October 2, 2026, to holders of record on September 18, 2026, replacing the prior semi-annual pattern and the previous UK distribution framework. Balance sheet metrics show long-term debt of $8,006 million, net debt of $8,524 million, and net leverage of 1.8x, within the stated 1x to 2x range. Free cash flow was $70 million for the quarter, compared with $468 million in the prior-year period, as rental equipment purchases rose to $759 million. The company issued $1.2 billion of senior notes during the quarter and repurchased $56 million of common stock.
Sunbelt Rentals Holdings 8-K Report, Shareholder Vote Results (Sep 2, 2026)
Sunbelt Rentals Holdings, Inc. ("Sunbelt") reported in this Current Report on Form 8-K, filed September 2, 2026, the results of its 2026 Annual Meeting of Stockholders, held September 1, 2026. Stockholders elected all ten director nominees to serve until the 2027 Annual Meeting. The filing reports the stockholder votes on each matter, with broker non-votes shown separately for the director elections and the say-on-pay proposal. On the non-binding advisory votes, stockholders approved the compensation paid to the named executive officers, with 254,415,113 votes for, 82,678,437 against, 93,886 abstentions and 1,831,761 broker non-votes. Stockholders also approved "1 Year" as the frequency of future advisory votes on executive compensation, with 332,836,341 votes for that option, compared with 143,660 for two years and 3,979,426 for three years. The Compensation Committee will consider the frequency vote, and its determination will be disclosed in an amendment to this Current Report. Stockholders also ratified the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending April 30, 2027, with 338,725,527 votes for and 281,565 against.
Sunbelt Rentals Holdings 8-K Report, Material Agreement (Jul 15, 2026)
On July 14, 2026, Sunbelt Rentals Holdings, Inc. completed its previously announced offering of two series of senior notes under an indenture dated July 14, 2026. The offering comprised $450,000,000 of 4.950% Senior Notes due August 12, 2030 (issued at 99.627%) and $750,000,000 of 5.650% Senior Notes due August 12, 2036 (issued at 99.048%). The notes were sold in a transaction exempt from Securities Act registration, to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S. Interest is payable semi-annually on February 12 and August 12, beginning February 12, 2027. The notes rank equally in right of payment with the company's existing and future senior debt and are jointly and severally guaranteed by the company's current and future domestic subsidiaries that guarantee its revolving credit facility. The 2030 notes are redeemable before July 12, 2030 at specified redemption prices, and at par from that date; the 2036 notes are redeemable before May 12, 2036 at specified redemption prices, and at par from that date. Upon a change in control triggering event, the company must offer to repurchase the notes at 101% of principal plus accrued interest. The indenture limits the company's and certain subsidiaries' ability to enter into certain sale and leaseback transactions, create liens on assets securing certain indebtedness, or consolidate, merge or sell all or substantially all assets, subject to important exceptions. Customary events of default apply, and holders of at least 25% of outstanding notes may accelerate the notes upon an event of default. The filing does not state how the proceeds will be used.
Sunbelt Rentals Holdings 8-K Report, Executive Changes (Jul 13, 2026)
Sunbelt Rentals Holdings, Inc. (NYSE and LSE: SUNB) filed this Form 8-K on July 13, 2026 to report a board change. Effective August 1, 2026, the Board of Directors increased its size from nine to ten directors and elected Ms. Ekta Singh-Bushell to fill the resulting vacancy. The Board also appointed her to the Audit Committee. The filing states she will receive customary compensation for non-employee directors under the Company's Non-Employee Director Compensation Policy, as described in the Company's Registration Statement on Form 10. The filing reports no transactions between Ms. Singh-Bushell and the Company that would require disclosure under Item 404(a) of Regulation S-K, and no arrangements or understandings with other persons under which she was selected. The announcement is a governance and board-composition development rather than a financial disclosure, and the filing contains no financial results or guidance. According to the accompanying press release (Exhibit 99.1), Ms. Singh-Bushell brings experience in finance, audit, technology, business transformation and cybersecurity. Her most recent role was chief operating officer of Dragos Inc., and she is a certified public accountant. The company describes her as currently serving on the boards of ChargePoint, Inc. and Lesaka Technologies Inc. Chairman Paul Walker said her experience will complement the Board's existing strengths and support the company's focus on long-term growth.
Sunbelt Rentals Holdings 8-K Report, Corporate Update (Jul 8, 2026)
Sunbelt Rentals Holdings, Inc. (NYSE and LSE: SUNB) filed this Form 8-K to report a senior notes offering. On July 6, 2026, the company announced it intended to offer two series of benchmark-sized senior notes in a private offering to eligible purchasers, subject to market and other conditions. On July 7, 2026, it announced the pricing of $450,000,000 of 4.950% Senior Notes due 2030 and $750,000,000 of 5.650% Senior Notes due 2036, issued at issue prices of 99.627% and 99.048% of principal amount, respectively. The notes will be fully and unconditionally guaranteed on a senior unsecured basis by certain of the company's direct and indirect subsidiaries. The offering is expected to close on July 14, 2026, subject to customary closing conditions. The notes were offered only to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S, and have not been registered under the Securities Act. The company intends to use net proceeds for general corporate purposes, which may include repaying, refinancing or redeeming existing indebtedness (including amounts under its existing credit facility), funding capital expenditures, working capital and other business opportunities. The filing does not state the net proceeds amount or any specific use allocation.
Sunbelt Rentals Holdings 8-K Report, Executive Changes (Jun 30, 2026)
Sunbelt Rentals Holdings, Inc. (NYSE: SUNB) filed an 8-K reporting that its Board of Directors, on June 29, 2026, increased the size of the Board from eight to nine directors effective August 1, 2026, and elected Ms. Cynthia T. Jamison to fill the resulting vacancy. The Board also appointed Ms. Jamison to the Audit Committee. She will receive customary compensation for non-employee directors under the Company's Non-Employee Director Compensation Policy, as described in the Company's Registration Statement on Form 10. The filing states there are no Item 404(a) related-person transactions between Ms. Jamison and the Company, and no arrangements or understandings under which she was selected. The company's June 30, 2026 press release, filed as Exhibit 99.1, announces the appointment and describes Ms. Jamison's background. It states that she currently serves on the boards of Advance Auto Parts Inc. and Darden Restaurants Inc., where she chairs the board, and International Flavors & Fragrances Inc. She is a certified public accountant, previously served as chief financial officer of AquaSpy Inc., and has held interim CFO and COO roles through Tatum LLC. The release quotes Paul Walker, chairman of the company, who said her financial expertise and governance leadership will help the Board as it executes the "Sunbelt 4.0" strategy. For investors, this is a governance-focused filing with no financial results, guidance, or transaction disclosures. The key items are the expansion of the Board to nine members, the addition of a director with audit committee-relevant financial credentials, and the August 1, 2026 effective date.
Sunbelt Rentals Holdings 8-K Report, Financial Results (Jun 23, 2026)
Sunbelt Rentals Holdings, Inc. (NYSE/LSE: SUNB) reported fiscal fourth-quarter and full-year 2026 results for the periods ended April 30, 2026, in a press release furnished as Exhibit 99.1 to this Form 8-K dated June 23, 2026. Full-year total revenue was $11.15 billion, up 3.4% from $10.79 billion, with net income of $1.33 billion ($3.15 EPS) versus $1.55 billion ($3.56 EPS) in the prior year. Adjusted EBITDA was $4.68 billion with an adjusted EBITDA margin of 41.9%, compared with 44.0% in fiscal 2025. Fourth-quarter total revenue rose 8.9% to $2.75 billion, but net income fell 31.3% to $226 million, driven by non-recurring restructuring and relisting costs and higher stock compensation expense. The company also reported free cash flow of $2.06 billion and returned $1.88 billion to shareholders through $1.41 billion of buybacks and $464 million of dividends. The company announced the May 1, 2026 closing of its acquisition of Reliant Asset Management (trade name Aries Building Systems), a modular space solutions provider, for a total purchase price of $650 million, which management expects to be accretive to earnings per share. The company also introduced fiscal 2027 guidance calling for total revenue growth of 4.5% to 7.5% and adjusted EBITDA of $4.85 billion to $5.05 billion, and declared a final fiscal 2026 dividend of $0.75 per share payable July 24, 2026, with a planned transition to quarterly dividends in fiscal 2027. Separately, under Item 8.01, the company said it expects to hold its first annual meeting of stockholders at 11:30 a.m. Eastern Time on September 1, 2026, and that stockholder nominations and proposals (other than under Rule 14a-8) must be delivered by the close of business on July 3, 2026.
Sunbelt Rentals Holdings 8-K Report, Financial Results (Mar 12, 2026)
Sunbelt Rentals Holdings, Inc. reported results for its fiscal third quarter ended January 31, 2026, its first quarter reported under U.S. GAAP after its primary listing moved to the New York Stock Exchange on March 2, 2026. Total revenue was $2,637 million, up 2.7% from $2,567 million, and rental revenue rose 2.6% to $2,443 million. Operating income declined to $492 million from $532 million, and net income was $290 million, or $0.69 per share, versus $325 million, or $0.74, a year earlier. Adjusted EBITDA was $1,082 million, with an adjusted EBITDA margin of 41.0%. The company cited higher ancillary revenues, higher internal repair and fleet repositioning costs, and growth investments as drivers of the margin reduction. Non-recurring costs of $12 million related to the listing move and the restructuring of the UK business. Year-to-date, the company generated cash flow from operations of $2,834 million and free cash flow of $1,428 million. It returned $1,354 million to shareholders, including $1,047 million of share buybacks and $307 million of dividends. The prior $1.5 billion buyback program was completed on February 24, 2026, and a new $1.5 billion program began on March 2, 2026. Net debt was $7,605 million and net leverage was 1.6x at January 31, 2026. Management narrowed and raised the midpoint of its fiscal 2026 rental revenue growth outlook to 2% to 3%, from 0% to 4%. It raised its gross capital expenditure outlook to $2.2 billion to $2.3 billion from $1.8 billion, and projects free cash flow of approximately $2 billion on a GAAP basis. The filing also furnishes a U.S. GAAP income statement history by quarter beginning with the first quarter of fiscal 2025.
Sunbelt Rentals Holdings 8-K Report, Acquisition Completed (Mar 2, 2026)
Sunbelt Rentals Holdings, Inc. (NYSE: SUNB), formerly Ashtead Group plc, reported on this Form 8-K that the completion of its U.S. Redomiciliation took effect on March 2, 2026, and its shares began trading on the New York Stock Exchange under the ticker SUNB as of that day's market open. Former Ashtead shareholders received one Sunbelt Rentals share for each Ashtead share held. The company will keep a secondary listing on the London Stock Exchange under the same ticker. The company states that it now reports in U.S. dollars and that almost all of its operating profit over the last twelve months came from North America. The filing also covers governance and compensation changes tied to the transition. PwC UK resigned as the auditor of Ashtead, and PwC US was appointed for the fiscal year ending April 30, 2026. PwC UK's prior audit reports carried no adverse opinion or disclaimer. The filing discloses one reportable event: a material weakness in Ashtead's internal control over financial reporting relating to the classification of debt as current or non-current, which led to a restatement of condensed consolidated financial statements for the six months ended October 31, 2025. Outstanding long-term incentive awards were assumed, with performance-based awards deemed earned at 85.5% of maximum. A new 2026 Omnibus Equity Incentive Plan reserves 18,200,000 shares. The company also named its directors and executive officers, including Brendan Horgan as Chief Executive Officer and Alex Pease as Chief Financial Officer. It said it will hold a March 12 earnings call and a March 26 Investor Day to present its strategic roadmap, growth trajectory, cash flow profile, and capital allocation approach.