URIUnited Rentals

Industrials · Equipment Rental · NYSE

Deals between URI and its directors, executives, owners of more than 5% or their families: a relative on the payroll, a plane the company charters from its CEO, a director's company that buys from it. SEC rules (Item 404) make the company list every such deal over $120,000 in its proxy statement. Below: what the proxy filed 2026-03-25 reports that the one filed 2025-03-26 did not, quoted as filed.

New this year

Paragraphs about a deal, a person or a relative with nothing like them in the proxy filed 2025-03-26.

Nothing new: every deal in this year's section was reported last year too.

The whole section 6 paragraphs, proxy filed 2026-03-25

CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS

“The Board has adopted a written policy for the review and approval of any “related party transaction.” Under the policy, a “related party transaction” is defined as any relationship, arrangement, transaction or series of similar transactions, arrangements or relationships in which (A) the Company is or will be a participant, (B) the aggregate amount involved (or reasonably expected to be involved) exceeds $120,000 in any 12-month period, and (C) any “Related Party” has or will have a direct or indirect material interest under the Exchange Act, other than:”
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CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS

“transactions where the Related Party’s interest arises solely from the ownership of securities of the Company and all holders of the security receive the same benefit on a pro rata basis;”
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CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS

“transactions involving director or executive officer retention, services, benefits or compensation (including the reimbursement of reasonable business and travel expenses incurred in the ordinary course of business) approved or recommended by the Board’s Compensation Committee or approved by the Board;”
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CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS

“indemnification and advancement of expenses made pursuant to the Company’s certificate of incorporation or By-Laws, or pursuant to any agreement;”
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CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS

“contributions by United Rentals to a charitable organization, foundation or university at which a Related Party is a trustee, director, or employee other than an officer (or comparable position); provided that the contribution does not exceed the lesser of $1 million or 2% of the organization’s annual total revenues, including contributions; or • transactions between the Company and another entity with which a Related Party’s only relationship is as (i) an employee (other than an executive officer), (ii) a beneficial owner, together with his or her Immediate Family Members, of less than 10% of such entity’s equity interests, or (iii) in the case of partnerships, a limited partner, if such limited partner, together with his or her Immediate Family Members, has an interest of less than 10% in the partnership and does not hold another position in the partnership, if, in the case of any of the foregoing clauses (i), (ii) and (iii), the aggregate amount involved in such transaction does not exceed 2% of such entity’s total annual revenues.”
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CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS

“The Audit Committee reviews all material facts and circumstances of any proposed Related Party Transaction and either approves or disapproves the transaction. If the Chief Legal Officer of the Company determines that advance review and approval is not feasible, then the transaction may be preliminarily entered into upon approval of the Audit Committee Chair (or, if such Chair is not independent from the transaction, then Lead Independent Director instead of the Chair), after notice to both, provided that neither the Audit Committee Chair nor Lead Independent Director may approve a transaction involving himself or herself or an Immediate Family Member. When a Related Party Transaction is preliminarily approved in such manner, the transaction must be considered for ratification at the Audit Committee’s next regularly scheduled meeting. In either case, the Audit Committee will take into account, among other factors deemed appropriate, whether the transaction is fair to the Company and on terms no less favorable than terms generally available to an unaffiliated third party under the same or similar circumstances and the extent of the related party’s interest in the transaction. The Board has also delegated to the Audit Committee Chair the authority to pre-approve or ratify related party transactions in which the aggregate amount involved is expected to be less than $1 million, subject to reporting any such pre-approval or ratification at the next Audit Committee meeting.”
Read it in the proxy ↗

Paragraphs are compared by their words, not read by AI: one counts as new when no paragraph last year shares half of its words, or when it names a person or company last year's section did not. A deal reported again with a new amount is not new. Always check the filing. Open the proxy ↗ · Last year's proxy ↗

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