United Rentals Holds Annual Stockholder Meeting

TL;DR

URI held its annual shareholder meeting on May 8th, voting on key company matters.

AI Summary

United Rentals, Inc. filed an 8-K on May 9, 2024, to report on matters submitted to a vote of security holders. The filing indicates that the company's annual meeting of stockholders was held on May 8, 2024, where various proposals were voted upon.

Why It Matters

This filing provides transparency on corporate governance decisions made by United Rentals' shareholders, impacting the company's direction and management.

Risk Assessment

Risk Level: low — The filing is routine and reports on a standard annual meeting of stockholders, with no immediate financial or operational risks indicated.

Key Players & Entities

• UNITED RENTALS, INC. (company) — Filer
• UNITED RENTALS NORTH AMERICA INC (company) — Related Entity
• 0000950170-24-057053 (filing_id) — Accession Number
• 20240509 (date) — Filing Date
• 20240508 (date) — Annual Meeting Date

FAQ

Key Financial Figures

• $0.01 — e on which registered Common Stock, $0.01 par value, of United Rentals, Inc. UR

Filing Documents

• uri-20240509.htm (8-K) — 82KB
• uri-ex3_1.htm (EX-3.1) — 55KB
• 0000950170-24-057053.txt ( ) — 305KB
• uri-20240509.xsd (EX-101.SCH) — 50KB
• uri-20240509_htm.xml (XML) — 8KB

03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. Seventh Amended and Restated Certificate of Incorporation As described under Item 5.07 of this Current Report on Form 8-K, at the annual meeting of stockholders (the "Annual Meeting") of United Rentals, Inc. (the "Company") held on May 9, 2024, stockholders approved an amendment and restatement of the Company's Sixth Restated Certificate of Incorporation (as so amended and restated, the "Seventh Amended and Restated Certificate of Incorporation") in order to permit the exculpation of officers to the extent permitted under Delaware law. The Seventh Amended and Restated Certificate of Incorporation became effective immediately upon the Company's filing of the Seventh Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware on May 9, 2024. The foregoing description of the Seventh Amended and Restated Certificate of Incorporation is qualified in all respects by reference to the text of the Seventh Amended and Restated Certificate of Incorporation, which is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. On May 9, 2024, the Company held its Annual Meeting at which the stockholders voted: (i) upon the election of Marc A. Bruno, Larry D. De Shon, Matthew J. Flannery, Bobby J. Griffin, Kim Harris Jones, Terri L. Kelly, Michael J. Kneeland, Francisco J. Lopez-Balboa, Gracia C. Martore and Shiv Singh to the Board for one-year terms; (ii) upon the ratification of the appointment of Ernst & Young LLP as the Company's public accounting firm for the fiscal year ending December 31, 2024; (iii) on an advisory (non-binding) basis to approve the compensation of the Company's named executive officers; (iv) on a Company proposal to amend and restate the Company's Sixth Restated Certificate of Incorporation to permit officer exculpation; and (v) on a stockholder proposal for directors to be elected by majority vote. The stockholders (i) elected all ten directors, (ii) approved the ratification of the appointment of Ernst & Young LLP for the fiscal year ending December 31, 2024, (iii) approved (on a non-binding basis) the compensation of the Company's named executive officers, (iv) accepted the Company's proposal to amend and restate the Sixth Restated Certificate of Incorporation to permit officer exculpation; and (v) rejected a stockholder proposal for directors to be elected by majority vote. The final voting results for each of the matters submitted to a vote of stockholders at the Annual Meeting are set forth below: Proposal 1. Election of Directors. Nominee For Against Abstain Broker Non-Votes Marc A. Bruno 55,904,505 842,940 26,983 4,460,164 Larry D. De Shon 52,565,107 4,093,384 115,937 4,460,164 Matthew J. Flannery 56,586,907 160,708 26,813 4,460,164 Bobby J. Griffin 54,733,823 2,012,814 27,791 4,460,164 Kim Harris Jones 56,295,384 454,521 24,523 4,460,164 Terri L. Kelly 56,166,940 582,688 24,800 4,460,164 Michael J. Kneeland 55,03

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. Exhibit No. Description 3.1 Seventh Amended and Restated Certificate of Incorporation of United Rentals, Inc., effective May 9, 2024. 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

SIGNATURES

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: May 9, 2024 UNITED RENTALS, INC. By: /s/ Joli L. Gross Name: Joli L. Gross Title: Senior Vice President, Chief Legal and Sustainability Officer, Corporate Secretary UNITED RENTALS (NORTH AMERICA) , INC. By: /s/ Joli L. Gross Name: Joli L. Gross Title: Senior Vice President, Chief Legal and Sustainability Officer, Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR