What changed in this filing

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Item 9A. Controls and Procedures

2023-01-25 compared with 2022-01-26 · 97 added, 96 removed, 334 unchanged (37% of the section changed)

9 unchanged sentences

(i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;

(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company;

and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.

14 unchanged sentences

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Annual Report on Internal Controls over Financial Reporting.

Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.

61 unchanged sentences

on April 15, 2021)

3 (a) Fifth Amended and Restated Certificate of Incorporation of United Rentals, Inc., dated May 7, 2020 (incorporated by reference to Exhibit 3.2 of the United Rentals, Inc.

2 (c) Asset Purchase Agreement, dated as of November 11, 2022, by and among United Rentals (North America), Inc., Ahern Rentals, Inc., and Xtreme Re-Rental, LLC (incorporated by reference to Exhibit 2.1 of the United Rentals, Inc.

and United Rentals (North America), Inc.

Current Report on Form 8-K filed on May 8, 2020)

3 (b) Amended and Restated By-Laws of United Rentals, Inc., amended as of May 7, 2020 (incorporated by reference to Exhibit 3.3 of the United Rentals, Inc.

Current Report on Form 8-K filed on November 14, 2022)

3 (a) Fifth Amended and Restated Certificate of Incorporation of United Rentals, Inc., dated May 7, 2020 (incorporated by reference to Exhibit 3.2 of the United Rentals, Inc.

and United Rentals (North America), Inc.

Current Report on Form 8-K filed on May 8, 2020)

3 (b) Third Amended and Restated By-Laws of United Rentals, Inc., amended as of December 19, 2022 (incorporated by reference to Exhibit 3.1 of the United Rentals, Inc.

Current Report on Form 8-K filed on December 20, 2022)

3 (c) Restated Certificate of Incorporation of United Rentals (North America), Inc., dated April 30, 2012 (incorporated by reference to Exhibit 3(c) of the United Rentals, Inc.

7 unchanged sentences

333-39117, filed on December 3, 1997)

Number Description of Exhibit

4 (b) Indenture for the 5 1/2 percent Notes due 2027, dated as of November 7, 2016, among United Rentals (North America), Inc.

1 unchanged sentence

Report on Form 8-K filed on November 7, 2016)

Number Description of Exhibit

4 (c) Indenture for the 4 7/8 percent Notes due 2028, dated as of August 11, 2017, among United Rentals (North America), Inc.

19 unchanged sentences

Current Report on Form 8-K filed on August 13, 2021)

4 (j)* Description of United Rentals’ Securities Registered Pursuant to Section 12 of the Exchange Act

4 (j) Indenture for the 6.000% Senior Secured Notes due 2029, dated as of November 30, 2022, among United Rentals (North America), Inc., United Rentals, Inc., each of United Rentals (North America), Inc.’s subsidiaries named therein and Truist Bank, as Trustee and Notes Collateral Agent (including the form of note) (incorporated by reference to Exhibit 4.1 of the United Rentals, Inc.

and United Rentals (North America), Inc.

Current Report on Form 8-K filed on November 30, 2022)

4 (k)* Description of United Rentals’ Securities Registered Pursuant to Section 12 of the Exchange Act

10 (a) 2001 Comprehensive Stock Plan of United Rentals, Inc.

5 unchanged sentences

001-14387, filed on December 19, 2008)‡

Number Description of Exhibit

10 (c) United Rentals, Inc.

8 unchanged sentences

Annual Report on Form 10-K for the year ended December 31, 2010)‡

Number Description of Exhibit

10 (f) United Rentals, Inc.

18 unchanged sentences

10 (l)* Form of United Rentals, Inc.

Restricted Stock Unit Agreement for Non-Employee Directors (incorporated by reference to Exhibit 10(c) of the United Rentals, Inc.

Report on Form 10-Q for the quarter ended June 30, 2006, Commission File No.

Restricted Stock Unit Agreement for Non-Employee Directors, effective for grants beginning in May 2017, as amended‡

10 (m)* Form of United Rentals, Inc.

Restricted Stock Unit Agreement for Non-Employee Directors (incorporated by reference to Exhibit 10(a) United Rentals, Inc.

Report on Form 10-Q for the quarter ended June 30, 2017)‡

Restricted Stock Unit Agreement for Non-Employee Directors, effective for grants of awards beginning in May 2019, as amended‡

10 (n)* Form of United Rentals, Inc.

Restricted Stock Unit Agreement for Non-Employee Directors, effective for grants of awards beginning in May 2019 (incorporated by reference to Exhibit 10(a) of the United Rentals, Inc.

Report on Form 10-Q for the quarter ended June 30, 2019)‡

Performance-Based Restricted Stock Unit Agreement for Senior Management;

effective for grants beginning in 2015, as amended‡

10 (o)* Form of United Rentals, Inc.

Performance-Based Restricted Stock Unit Agreement for Senior Management;

effective for grants beginning in 2015 (incorporated by reference to Exhibit 10(i) of the United Rentals, Inc.

Report on Form 10-Q for the quarter ended March 31, 2015)‡

effective for grants beginning in 2020, as amended‡

10 (p)* Form of United Rentals, Inc.

Performance-Based Restricted Stock Unit Agreement for Senior Management;

effective for grants beginning in 2020 (incorporated by reference to Exhibit 10(t) of the United Rentals, Inc.

Report on Form 10-K for the year ended December 31, 2019)‡

10 (q) Form of United Rentals, Inc.

Restricted Stock Unit Agreement for Senior Management;

effective for grants beginning in 2015 (incorporated by reference to Exhibit 10(h) of the United Rentals, Inc.

Report on Form 10-Q for the quarter ended March 31, 2015)‡

10 (r) Form of United Rentals, Inc.

Restricted Stock Unit Agreement for Senior Management, effective for grants of awards beginning in May 2019 (incorporated by reference to Exhibit 10(b) of the United Rentals, Inc.

Report on Form 10-Q for the quarter ended June 30, 2019)‡

10 (s) Form of Restricted Stock Unit Agreement for Michael Kneeland, dated March 11, 2019 (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc.

and United Rentals (North America), Inc.

Current Report on Form 8-K filed on March 15, 2019)‡

10 (t) Form of Restricted Stock Unit Agreement (Performance Based) for Michael Kneeland, dated March 11, 2019 (incorporated by reference to Exhibit 10.2 of the United Rentals, Inc.

and United Rentals (North America), Inc.

Current Report on Form 8-K filed on March 15, 2019)‡

10 (u) Board of Directors compensatory plans, as described under the caption "Director Compensation" in the United Rentals, Inc.

effective for grants beginning in 2015 as amended‡

10 (q)* Form of United Rentals, Inc.

Restricted Stock Unit Agreement for Senior Management, effective for grants of awards beginning in May 2019, as amended‡

10 (r)* Form of Restricted Stock Unit Agreement for Michael Kneeland, dated March 11, 2019, as amended‡

10 (s)* Form of Restricted Stock Unit Agreement (Performance Based) for Michael Kneeland, dated March 11, 2019, as amended‡

10 (t) Board of Directors compensatory plans, as described under the caption "Director Compensation" in the United Rentals, Inc.

definitive proxy statement to be filed with the Securities and Exchange Commission (in connection with the Annual Meeting of Stockholders) on or before March 22, 2023

10 (v) Form of Restricted Stock Unit Agreement (Performance Based) for Senior Management;

effective for grants beginning in 2021 (incorporated by reference to Exhibit 10(bb) of the United Rentals, Inc.

Report on Form 10-K for the year ended December 31, 2020) ‡

10 (u)* Form of Restricted Stock Unit Agreement (Performance Based) for Senior Management;

effective for grants beginning in 2021 , as am ended ‡

Number Description of Exhibit

10 (w) Form of Restricted Stock Unit Agreement for Senior Management;

effective for grants beginning in 2021 (incorporated by reference to Exhibit 10(cc) of the United Rentals, Inc.

Report on Form 10-K for the year ended December 31, 2020) ‡

10 (x) Employment Agreement, dated as of August 22, 2008, between United Rentals, Inc.

10 (v)* Form of Restricted Stock Unit Agreement for Senior Management;

effective for grants beginning in 2021, as amended‡

10 (w)* Form of Restricted Stock Unit Agreement (Performance Based) for Senior Management;

effective for grants beginning in 2023

10 (x)* Form of Restricted Stock Unit Agreement for Senior Management;

effective for grants beginning in 2023

10 (y) Employment Agreement, dated as of August 22, 2008, between United Rentals, Inc.

and Michael J.

2 unchanged sentences

001-14387, filed on August 25, 2008)‡

10 (y) First (renumbered Second) Amendment, dated January 15, 2009, to the Employment Agreement between United Rentals, Inc.

10 (z) First (renumbered Second) Amendment, dated January 15, 2009, to the Employment Agreement between United Rentals, Inc.

and Michael J.

2 unchanged sentences

001-14387, filed on January 15, 2009)‡

10 (z) Third Amendment, dated March 13, 2009, to the Employment Agreement between United Rentals, Inc.

10 (aa) Third Amendment, dated March 13, 2009, to the Employment Agreement between United Rentals, Inc.

and Michael J.

1 unchanged sentence

Report on Form 8-K filed on March 17, 2009)‡

10 (aa) Fourth Amendment, effective as of August 22, 2008, to the Employment Agreement between United Rentals, Inc.

10 (bb) Fourth Amendment, effective as of August 22, 2008, to the Employment Agreement between United Rentals, Inc.

and Michael J.

1 unchanged sentence

Annual Report on Form 10-K for the year ended December 31, 2010)‡

10 (bb) Fifth Amendment, effective October 22, 2012, to the Employment Agreement between United Rentals, Inc.

10 (cc) Fifth Amendment, effective October 22, 2012, to the Employment Agreement between United Rentals, Inc.

and Michael J.

1 unchanged sentence

Report on Form 10-K for year ended December 31, 2012)‡

10 (cc) Restricted Stock Unit Agreement, dated as of March 11, 2019, by and between United Rentals, Inc.

10 (dd) Restricted Stock Unit Agreement, dated as of March 11, 2019, by and between United Rentals, Inc.

and Michael J.

2 unchanged sentences

Current Report on Form 8-K, filed on March 15, 2019)‡

10 (dd) Restricted Stock Unit Agreement (Performance Based), dated as of March 11, 2019, by and between United Rentals, Inc.

10 (ee) Restricted Stock Unit Agreement (Performance Based), dated as of March 11, 2019, by and between United Rentals, Inc.

and Michael J.

2 unchanged sentences

Current Report on Form 8-K, filed on March 15, 2019)‡

10 (ee) Employment Agreement, dated as of May 8, 2019, between United Rentals, Inc.

10 (ff) Employment Agreement, dated as of May 8, 2019, between United Rentals, Inc.

and Matthew Flannery (incorporated by reference to Exhibit 10(c) of the United Rentals, Inc.

Report on Form 10-Q for the quarter ended June 30, 2019)‡

10 (ff) Amended Employment Agreement, dated April 28, 2008, between United Rentals, Inc.

10 (gg) Amended Employment Agreement, dated April 28, 2008, between United Rentals, Inc.

and Dale Asplund (incorporated by reference to Exhibit 10(b) of the United Rentals, Inc.

Report on Form 10-Q for the quarter ended March 31, 2011)‡

10 (gg) Second Amendment, effective as of April 3, 2013, to the Employment Agreement between United Rentals, Inc.

10 (hh) Second Amendment, effective as of April 3, 2013, to the Employment Agreement between United Rentals, Inc.

and Dale Asplund (incorporated by reference to Exhibit 10(b) of the United Rentals, Inc.

Report on Form 10-Q for the quarter ended March 31, 2013)‡

10 (hh) Employment Agreement, effective as of October 12, 2018, between the Company and Jessica T.

10 (ii) Employment Agreement, effective as of October 12, 2018, between the Company and Jessica T.

Graziano (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K/A filed on October 12, 2018)‡

10 (ii) Employment Agreement, effective as of January 20, 2016 between United Rentals, Inc.

and Jeffrey Fenton (incorporated by reference to Exhibit 10(ss) of the United Rentals, Inc.

Annual Report on Form 10-K for the year ended December 31, 2015)‡

10 (jj) Employment Agreement, effective as of January 20, 2016 between United Rentals, Inc.

8 unchanged sentences

Number Description of Exhibit

10 (mm) Severance Agreement and General Release, dated September 21, 2020, between United Rentals, Inc.

and Paul McDonnell (including a form of Consulting Agreement) (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc.

and United Rentals (North America), Inc.

Current Report on Form 8-K filed on September 22, 2020)

10 (nn) Form of Indemnification Agreement for Executive Officers and Directors (incorporated by reference to Exhibit 10(a) of the United Rentals, Inc.

10 (mm) Employment Agreement, effective as of July 29, 2022, between United Rentals, Inc.

and William Edward Grace (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by United Rentals, Inc.

on July 22, 2022)

10 (nn)* Restricted Stock Unit Agreement by and between United Rentals, Inc.

and Jeffrey Fenton, dated March 3, 2022, as amended‡

10 (oo) Consulting Agreement by and between United Rentals, Inc.

and Devonshire Advisors, LLC, dated March 30, 2022, and affirmation of Jeffrey Fenton (incorporated by reference to Exhibit 10(b) of the United Rentals, Inc.

Report on Form 10-Q for the quarter ended March 31, 2022)

10 (pp) Form of Indemnification Agreement for Executive Officers and Directors (incorporated by reference to Exhibit 10(a) of the United Rentals, Inc.

Report on Form 10-Q for the quarter ended September 30, 2014)‡

10 (oo) Third Amended and Restated Credit Agreement, dated as of February 15, 2019, among United Rentals, Inc., United Rentals (North America), Inc., certain subsidiaries of United Rentals, Inc.

and United Rentals (North America), Inc., United Rentals of Canada, Inc., United Rentals International B.V., United Rentals S.A.S., Bank of America N.A., and the other financial institutions named therein (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc.

10 (qq) Fourth Amended and Restated Credit Agreement, dated as of June 30, 2022, among United Rentals, Inc., United Rentals (North America), Inc., certain subsidiaries of United Rentals, Inc.

and United Rentals (North America), Inc., United Rentals of Canada, Inc., United Rentals International B.V., United Rentals S.A.S., United Rentals Australia Pty Ltd, United Rentals New Zealand, Bank of America N.A., and the other financial institutions named therein (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc.

and United Rentals (North America), Inc.

Current Report on Form 8-K filed on February 15, 2019)

10 (pp) First Amendment, dated as of June 30, 2021, to the Third Amended and Restated Credit Agreement, dated as of February 15, 2019, among United Rentals (North America), Inc., United Rentals Inc., the other Borrowers party thereto, the other Guarantors party thereto, the Lenders party thereto, and Bank of America, N.A., as Agent (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by United Rentals, Inc.

on July 2, 2021)

10 (qq) Third Amended and Restated U.S.

Security Agreement, dated as of February 15, 2019, among United Rentals, Inc., United Rentals (North America), Inc., certain subsidiaries of United Rentals, Inc.

Current Report on Form 8-K filed on June 30, 2022)

10 (rr) Fourth Amended and Restated U.S.

Security Agreement, dated as of June 30, 2022, among United Rentals, Inc., United Rentals (North America), Inc., certain subsidiaries of United Rentals, Inc.

and United Rentals (North America), Inc.

1 unchanged sentence

and United Rentals (North America), Inc.

Current Report on Form 8-K filed on February 15, 2019)

10 (rr) Third Amended and Restated U.S.

Current Report on Form 8-K filed on June 30, 2022)

10 (ss) Third Amended and Restated U.S.

Guarantee Agreement, dated as of February 15, 2019, among United Rentals, Inc., United Rentals (North America), Inc., certain subsidiaries of United Rentals, Inc.

3 unchanged sentences

Current Report on Form 8-K filed on February 15, 2019)

10 (ss) Third Amended and Restated Canadian Security Agreement, dated as of February 15, 2019, among United Rentals of Canada, Inc.

10 (tt) Fourth Amended and Restated Canadian Security Agreement, dated as of June 30, 2022, among United Rentals of Canada, Inc.

and Bank of America, N.A., as agent (incorporated by reference to Exhibit 10.3 of the United Rentals, Inc.

and United Rentals (North America), Inc.

Current Report on Form 8-K filed on February 15, 2019)

10 (tt) Third Amended and Restated Canadian Guarantee Agreement, dated as of February 15, 2019, by United Rentals of Canada, Inc.

Current Report on Form 8-K filed on June 30, 2022)

10 (uu) Third Amended and Restated Canadian Guarantee Agreement, dated as of February 15, 2019, by United Rentals of Canada, Inc.

in favor of Bank of America, N.A., as agent (incorporated by reference to Exhibit 10.5 of the United Rentals, Inc.

1 unchanged sentence

Current Report on Form 8-K filed on February 15, 2019)

10 (uu) Second Amended and Restated Security Agreement, dated as of November 4, 2019 and effective as of November 20, 2019, by and among United Rentals, Inc., United Rentals (North America), Inc., certain subsidiaries of United Rentals, Inc.

10 (vv) Second Amended and Restated Security Agreement, dated as of November 4, 2019 and effective as of November 20, 2019, by and among United Rentals, Inc., United Rentals (North America), Inc., certain subsidiaries of United Rentals, Inc.

and United Rentals (North America), Inc.

1 unchanged sentence

Report on Form 8-K filed on November 4, 2019)

10 (vv) Third Amended and Restated Receivables Purchase Agreement, dated as of September 24, 2012, by and among The Bank of Nova Scotia, PNC Bank, National Association, The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, Liberty Street Funding LLC, Market Street Funding LLC, Gotham Funding Corporation, United Rentals Receivables LLC II and United Rentals, Inc.

10 (ww) Notes Security Agreement, dated as of November 30, 2022, by and among United Rentals, Inc., United Rentals (North America), Inc.

and certain of their Subsidiaries, as the Grantors, and Truist Bank, as Trustee and Notes Collateral Agent (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc.

Report on Form 8-K filed on November 30, 2022)

10 (xx) Third Amended and Restated Receivables Purchase Agreement, dated as of September 24, 2012, by and among The Bank of Nova Scotia, PNC Bank, National Association, The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, Liberty Street Funding LLC, Market Street Funding LLC, Gotham Funding Corporation, United Rentals Receivables LLC II and United Rentals, Inc.

(without annexes) (incorporated by reference to Exhibit 10.2 of the United Rentals, Inc.

Report on Form 8-K filed on September 25, 2012)

10 (ww) Assignment and Acceptance Agreement and Amendment No.

Number Description of Exhibit

10 (yy) Assignment and Acceptance Agreement and Amendment No.

1 to Third Amended and Restated Receivables Purchase Agreement, dated as of February 1, 2013, among United Rentals Receivables LLC II, United Rentals, Inc., Liberty Street Funding LLC, Market Street Funding LLC, Gotham Funding Corporation, The Bank of Nova Scotia, PNC Bank National Association, The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch and Bank of America, N.A.

1 unchanged sentence

Report on Form 8-K filed on February 4, 2013)

Number Description of Exhibit

10 (xx) Amendment No.

10 (zz) Amendment No.

2 to the Third Amended and Restated Receivables Purchase Agreement and Amendment No.

2 unchanged sentences

Report on Form 8-K filed on September 23, 2013)

10 (yy) Amendment No.

10 (aaa) Amendment No.

3 to the Third Amended and Restated Receivables Purchase Agreement, dated as of September 18, 2014, by and among United Rentals (North America), Inc., United Rentals Receivables LLC II, United Rentals, Inc., Liberty Street Funding LLC, Gotham Funding Corporation, The Bank of Nova Scotia, PNC Bank, National Association, SunTrust Bank and The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc.

Report on Form 8-K filed on September 19, 2014)

10 (zz) Assignment and Acceptance Agreement and Amendment No.

10 (bbb) Assignment and Acceptance Agreement and Amendment No.

4 to the Third Amended and Restated Receivables Purchase Agreement and Amendment No.

1 unchanged sentence

Form 8-K filed on September 2, 2015)

10 (aaa) Assignment and Acceptance Agreement and Amendment No.

10 (ccc) Assignment and Acceptance Agreement and Amendment No.

5 to the Third Amended and Restated Receivables Purchase Agreement and Amendment No.

1 unchanged sentence

Form 8-K filed on August 30, 2016)

10 (bbb) Assignment and Acceptance Agreement and Amendment No.

10 (ddd) Assignment and Acceptance Agreement and Amendment No.

6 to Third Amended and Restated Receivables Purchase Agreement and Amendment No.

1 unchanged sentence

Report on Form 8-K filed on August 29, 2017)

10 (ccc) Amendment No.

10 (eee) Amendment No.

7 to Third Amended and Restated Receivables Purchase Agreement dated as of December 1, 2017, by and among United Rentals (North America), Inc., United Rentals Receivables LLC II, United Rentals, Inc., Liberty Street Funding LLC, Gotham Funding Corporation, Fairway Finance Company, LLC, The Bank of Nova Scotia, PNC Bank, National Association, SunTrust Bank, The Bank of Tokyo-Mitsubishi UFJ, Ltd., Bank of Montreal and The Toronto-Dominion Bank (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc.

Report on Form 8-K filed on December 1, 2017)

10 (ddd) Amendment No.

Number Description of Exhibit

10 (fff) Amendment No.

8 to Third Amended and Restated Receivables Purchase Agreement and Amendment No.

3 unchanged sentences

Current Report on Form 8-K filed on June 29, 2018)

Number Description of Exhibit

10 (eee) Amendment No.

10 (ggg) Amendment No.

9 to Third Amended and Restated Receivables Purchase Agreement, dated as of December 31, 2018, by and among United Rentals (North America), Inc., United Rentals Receivables LLC II, United Rentals, Inc., Liberty Street Funding LLC, Gotham Funding Corporation, Fairway Finance Company, LLC, The Bank of Nova Scotia, PNC Bank, National Association, SunTrust Bank, MUFG Bank, Ltd., Bank of Montreal and The Toronto-Dominion Bank.

2 unchanged sentences

Current Report on Form 8-K filed on December 31, 2018)

10 (fff) Assignment and Acceptance Agreement and Amendment No.

10 (hhh) Assignment and Acceptance Agreement and Amendment No.

10 to Third Amended and Restated Receivables Purchase Agreement and Amendment No.

3 unchanged sentences

Current Report on Form 8-K filed on June 28, 2019)

10 (ggg) Amendment No.

10 (iii) Amendment No.

11 to Third Amended and Restated Receivables Purchase Agreement, dated as of April 27, 2020, by and among United Rentals (North America), Inc., United Rentals Receivables LLC II, United Rentals, Inc., Liberty Street Funding LLC, Gotham Funding Corporation, The Bank of Nova Scotia, PNC Bank, National Association, Truist Bank (successor by merger to SunTrust Bank), MUFG Bank, Ltd.

1 unchanged sentence

Report on Form 10-Q for the quarter ended March 31, 2020)

10 (hhh) Amendment No.

10 (jjj) Amendment No.

12 to Third Amended and Restated Receivables Purchase Agreement and Amendment No.

2 unchanged sentences

Current Report on Form 8-K filed on June 26, 2020)

10 (iii) Amendment No.

10 (kkk) Amendment No.

13 to Third Amended and Restated Receivables Purchase Agreement, dated as of June 25, 2021, by and among United Rentals (North America), Inc., United Rentals Receivables LLC II, United Rentals, Inc., Liberty Street Funding LLC, Gotham Funding Corporation, The Bank of Nova Scotia, PNC Bank, National Association, Truist Bank, National Association, MUFG Bank, Ltd., and The Toronto-Dominion Bank (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by United Rentals, Inc.

on June 25, 2021)

10 (jjj) Third Amended and Restated Purchase and Contribution Agreement, dated as of September 24, 2012, by and among United Rentals Receivables LLC II, United Rentals, Inc.

10 (lll) Amendment No.

14 to Third Amended and Restated Receivables Purchase Agreement and Amendment No.

8 to Third Amended and Restated Purchase and Contribution Agreement, dated as of June 24, 2022, by and among United Rentals (North America), Inc., United Rentals Receivables LLC II, United Rentals, Inc., Liberty Street Funding LLC, Gotham Funding Corporation, GTA Funding LLC, The Bank of Nova Scotia, PNC Bank, National Association, Truist Bank, National Association, MUFG Bank, Ltd., and The Toronto-Dominion Bank (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc.

and United Rentals (North America), Inc.

Current Report on Form 8-K filed on June 24, 2022)

10 (mmm) Third Amended and Restated Purchase and Contribution Agreement, dated as of September 24, 2012, by and among United Rentals Receivables LLC II, United Rentals, Inc.

and United Rentals (North America), Inc.

(without annexes) (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc.

Report on Form 8-K filed on September 25, 2012)

10 (kkk) Amended and Restated Performance Undertaking, dated as of September 24, 2012, executed by United Rentals, Inc.

Number Description of Exhibit

10 (nnn) Amended and Restated Performance Undertaking, dated as of September 24, 2012, executed by United Rentals, Inc.

in favor of United Rentals Receivables LLC II (incorporated by reference to Exhibit 10.3 of the United Rentals, Inc.

Report on Form 8-K filed on September 25, 2012)

10 (lll) Credit and Guaranty Agreement, dated as of October 31, 2018, among the financial institutions from time to time parties thereto, Bank of America, N.A., as agent, United Rentals, Inc., United Rentals (North America), Inc., and certain subsidiaries of United Rentals, Inc.

10 (ooo) Credit and Guaranty Agreement, dated as of October 31, 2018, among the financial institutions from time to time parties thereto, Bank of America, N.A., as agent, United Rentals, Inc., United Rentals (North America), Inc., and certain subsidiaries of United Rentals, Inc.

referred to therein (incorporated by reference to Exhibit 10.1 of the United Rentals, Inc.

Report on Form 8-K filed on October 31, 2018)

10 (mmm) Term Loan Security Agreement, dated as of October 31, 2018, among United Rentals, Inc., United Rentals (North America), Inc., certain subsidiaries of United Rentals, Inc.

10 (ppp) Term Loan Security Agreement, dated as of October 31, 2018, among United Rentals, Inc., United Rentals (North America), Inc., certain subsidiaries of United Rentals, Inc.

referred to therein, and Bank of America, N.A.

1 unchanged sentence

Report on Form 8-K filed on October 31, 2018)

10 (nnn) Form of Tender and Support Agreement, dated April 15, 2021, by and among United Rentals (North America), Inc., UR Merger Sub VI Corporation and certain stockholders of General Finance Corporation (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by United Rentals, Inc.

10 (qqq) Form of Tender and Support Agreement, dated April 15, 2021, by and among United Rentals (North America), Inc., UR Merger Sub VI Corporation and certain stockholders of General Finance Corporation (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by United Rentals, Inc.

on April 16, 2021)

21 * Subsidiaries of United Rentals, Inc.

Number Description of Exhibit

22 * Subsidiary Guarantors

35 unchanged sentences

Director January 25, 2023

/ S / F RANCISCO J.

L OPEZ -B ALBOA

Director January 25, 2023

/S/ G RACIA M ARTORE

1 unchanged sentence

Gracia Martore

/ S / F ILIPPO P ASSERINI

Director January 26, 2022

Filippo Passerini

/S/ S HIV S INGH

2 unchanged sentences

Director and Chief Executive Officer (Principal Executive Officer) January 25, 2023

/ S / J ESSICA T.

/ S / W ILLIAM E.

Chief Financial Officer (Principal Financial Officer) January 25, 2023

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures