What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2026-01-28 compared with 2025-01-29 · 27 added, 48 removed, 262 unchanged (22% of the section changed)

12 unchanged sentences

Total equipment rental revenue variance 6.0% 8.0%

Pro forma equipment rentals variance components (4):

Year-over-year change in average OEC 10.4%

Assumed year-over-year inflation impact (1) (1.5)%

Fleet productivity (2) 2.8%

Contribution from ancillary and re-rent revenue (3) (0.4)%

Total equipment rental revenue variance 11.3%

Key account percent of equipment rental revenue 69% 68%

21 unchanged sentences

Estimated North American market share (4) 15% 15%

Estimated North American equipment rental industry revenue growth (6) 8% 12%

CUSTOMERS/SUPPLIERS

7 unchanged sentences

Rental rate changes are calculated based on the year-over-year variance in average contract rates, weighted by the prior period revenue mix.

Time utilization is calculated by dividing the amount of time an asset is on rent by the amount of time the asset has been owned during the year.

Time utilization is calculated by dividing the amount of time an asset is

on rent by the amount of time the asset has been owned during the year.

Mix includes the impact of changes in customer, fleet, geographic and segment mix.

(3) Reflects the combined impact of changes in the other types of equipment rentals revenue (see note 3 for further detail), excluding owned equipment rental revenue.

(4) We completed the acquisition of Ahern Rentals, Inc.

(“Ahern Rentals”) in December 2022.

The pro forma information includes the standalone, pre-acquisition results of Ahern Rentals.

Pro forma information is not reflected above for 2024 versus 2023 because Ahern Rentals was fully included in our results for both years.

(5) As discussed in note 4 to the consolidated financial statements, in March 2024, we completed the acquisition of Yak Access, LLC, Yak Mat, LLC and New South Access & Environmental Solutions, LLC (collectively, “Yak”), which was a leading provider of surface protection mats.

Prior to the Yak acquisition, we did not rent material amounts of such equipment.

(6) As discussed below (see “Industry Overview and Economic Outlook”), North American market share and equipment rental industry revenue are based on industry estimates (excluding party and event rentals) from the American Rental Association (“ARA”).

As discussed above, in March 2024, we completed the acquisition of Yak.

(4) As discussed below (see “Industry Overview and Economic Outlook”), North American market share is based on industry estimates (excluding party and event rentals) from the American Rental Association (“ARA”).

In March 2024, we completed the acquisition of Yak Access, LLC, Yak Mat, LLC and New South Access & Environmental Solutions, LLC (collectively, “Yak”).

Estimated North American market share as of December 31, 2024 includes the standalone, pre-acquisition revenue of Yak.

30 unchanged sentences

We also conduct an annual employee experience survey, with Peakon (a Workday company) serving as administrator, which provides information on drivers of engagement and areas where we can improve.

Our 2024 employee experience survey showed strong results with average responses ranging from 8.3 to 9.1 out of 10 in each of our four survey categories:

Engagement (8.4), Belonging (8.3), Health & Wellbeing (8.4) and Safety Commitment (9.1).

Our 2024 results were consistent with our strong 2023 results, with scores in all four categories flat or within 0.1 year-over-year.

Our employee Net Promoter Score places us in the top five percent of the Peakon Benchmark for Commercial and Professional Services Companies for the Engagement category, in the top 10 percent for the Health & Wellbeing category and in the top 25 percent for the Belonging category.

There is no external benchmark reference for our Safety Commitment category.

• Employee inclusion and engagement:

Our commitment to inclusion is demonstrated through many efforts such as employee-led employee resource groups (“ERGs”).

Our many ERGs are open to all employees and aim to foster a diverse and inclusive workplace by facilitating:

networking and connecting with peers;

education and awareness efforts;

and professional development.

As part of its inclusion efforts, the Company is committed to supporting its military veterans and has made the fair inclusion of veterans a priority, through its veterans ERG and external partnerships.

To provide an open and frequent line of communication for all employees, we host town hall meetings and quarterly all employee conference calls, and utilize Workplace, a virtual collaboration platform for our employees, to engage with our full team.

The Company also sponsors the United Compassion Fund, an employee-funded 501(c)(3) charity that provides financial assistance to fellow employees in need.

Our commitment to inclusion is demonstrated through many efforts.

As part of our inclusion efforts, we are committed to supporting our military veterans and have made the fair inclusion of veterans a priority.

To provide an open and frequent line of communication for all employees, we host town hall meetings and quarterly all-employee conference calls, and utilize a virtual collaboration platform for our employees to engage with our full team.

We recently launched a company-wide mentorship program, the UR Connections platform, enabling peer-to-peer connections both in-person and virtually.

We also sponsor the United Compassion

Fund, an employee-funded 501(c)(3) charity that provides financial assistance to fellow employees in need.

In 2025, employees voluntarily donated approximately $1.7 million to the fund, and employees received 415 grants totaling approximately $1.4 million.

20 unchanged sentences

condensing the cycle time associated with preparing equipment for rent;

optimizing our resources for

delivery and pickup of equipment;

optimizing our resources for delivery and pickup of equipment;

improving the effectiveness and efficiency of our repair and maintenance operations;

1 unchanged sentence

• The continued expansion and cross-selling of adjacent specialty and services products, which enables us to provide a “one-stop” shop for our customers .

We believe that the expansion of our specialty business, as exhibited by our acquisition of Yak in March 2024, which is discussed in note 4 to the consolidated financial statements, as well as our tools and onsite services offerings, further positions United Rentals as a single source provider of total jobsite solutions through our extensive product and service resources and technology offerings;

• The pursuit of strategic acquisitions to continue to expand our core equipment rental business, as exhibited by our acquisition of assets of Ahern Rentals in December 2022, as well as the pending acquisition of H&E Equipment Services, Inc.

d/b/a H&E Rentals (“H&E”) that is discussed in note 19 to the consolidated financial statements, which is expected to close in the first quarter of 2025.

We believe that the expansion of our specialty business, as exhibited by our acquisition of Yak in March 2024 and other recent, smaller acquisitions in Australia, as well as our tools and onsite services offerings, further positions United Rentals as a single source provider of total jobsite solutions through our extensive product and service resources and technology offerings;

• The pursuit of strategic acquisitions to continue to expand our core equipment rental business, as exhibited by our acquisition of assets of Ahern Rentals, Inc.

(“Ahern Rentals”) in December 2022, as well as other smaller, more recent acquisitions.

Strategic acquisitions allow us to invest our capital to expand our business, further driving our ability to accomplish our strategic goals.

9 unchanged sentences

• Commercial construction rentals represented approximately 48 percent of our rental revenue, primarily reflecting rentals related to the construction and remodeling of facilities for office space, lodging, healthcare, entertainment and other commercial purposes;

• Residential rentals represented approximately five percent of our rental revenue, primarily reflecting rentals of equipment for the construction and renovation of homes.

Based on industry estimates (excluding party and event rentals) from the ARA, 2024 North American equipment rental industry revenue grew an estimated 8 percent year-over-year.

In 2024, our full year rental revenue increased by 8.0 percent year-over-year, which included the impact of the Yak acquisition that was completed in March 2024 and is discussed in note 4 to the consolidated financial statements.

Our estimated North American market share of approximately 15 percent as of December 31, 2024, which includes the standalone, pre-acquisition revenue of Yak, did not change materially from our market share as of December 31, 2023.

• Residential rentals represented approximately four percent of our rental revenue, primarily reflecting rentals of equipment for the construction and renovation of homes.

In 2025, our full year rental revenue increased by 6.0 percent year-over-year.

Our estimated North American market share of approximately 15 percent as of December 31, 2025, which is based on industry estimates (excluding party and event rentals) from the ARA, did not change materially from our market share as of December 31, 2024.

Competitive Advantages

34 unchanged sentences

• allow our mobile sales and service team members to support our customers efficiently while in the field;

• allow for the incorporation of AI solutions into our products, services and features, as well as the leveraging of AI in our product development and our operations;

• permit customers to access and manage their accounts online;

2 unchanged sentences

This back-up facility also allows us to perform system upgrades and maintenance without interfering with the normal ongoing operation of our information technology systems.

For information about our approach to the cybersecurity risks we face, see Item 1C- Cybersecurity and Item 1A- Risk Factors.

Strong Brand Recognition .

26 unchanged sentences

The general rentals segment reflects the aggregation of four geographic divisions—Central, Northeast, Southeast and West—and operates throughout the United States and Canada.

The specialty segment rents products (and provides setup and other services on such rented equipment) including (i) trench safety equipment, such as trench shields, aluminum hydraulic shoring systems, slide rails, crossing plates, construction lasers and line testing equipment for underground work, (ii) power and HVAC equipment, such as portable diesel generators, electrical distribution equipment, and temperature control equipment, (iii) fluid solutions equipment primarily used for fluid containment, transfer and treatment, (iv) mobile storage equipment and modular office space and (v) surface protection mats.

lasers and line testing equipment for underground work, (ii) power and HVAC equipment, such as portable diesel generators, electrical distribution equipment, and temperature control equipment, (iii) fluid solutions equipment primarily used for fluid containment, transfer and treatment, (iv) mobile storage equipment and modular office space and (v) surface protection mats.

The specialty segment’s customers include construction companies involved in infrastructure projects, municipalities and industrial companies.

29 unchanged sentences

Our customer base is highly diversified and ranges from Fortune 500 companies to small businesses and homeowners.

Our customer base varies by branch and is determined by several factors, including the equipment mix and marketing focus of

the particular branch as well as the business composition of the local economy, including construction opportunities with different customers.

Our customer base varies by branch and is determined by several factors, including the equipment mix and marketing focus of the particular branch as well as the business composition of the local economy, including construction opportunities with different customers.

Our customers include:

12 unchanged sentences

Our national account team closely coordinates its efforts with the local sales force in each area.

Online Rental Platform (UROne ® ) .

Online Rental Platform .

Our customers can check equipment availability and pricing, and reserve equipment online, 24 hours a day, seven days a week, by accessing our equipment catalog and used equipment listing, which can be found at www.unitedrentals.com.

12 unchanged sentences

The North American equipment rental industry is highly fragmented and competitive.

As discussed in note 4 to the consolidated financial statements, in March 2024, we completed the acquisition of Yak.

As the largest equipment rental company in the industry, we estimate that we have an approximate 15 percent market share, which includes the standalone, pre-acquisition revenue of Yak, in North America based on 2024 total equipment rental industry revenues (excluding party and event rentals) as measured by the ARA.

Estimated market share is calculated by dividing our total 2024 North American rental revenue, including the standalone, pre-acquisition revenue of Yak, by ARA’s forecasted 2024 industry revenue (excluding party and event rentals).

As the largest equipment rental company in the industry, we estimate that we have an approximate 15 percent market share in North America based on 2025 total equipment rental industry revenues (excluding party and event rentals) as measured by the ARA.

Estimated market share is calculated by dividing our total 2025 North American rental revenue by ARA’s forecasted 2025 industry revenue (excluding party and event rentals).

Our competitors primarily include small, independent businesses with one or two rental locations;

1 unchanged sentence

public companies or divisions of public companies that operate nationally or internationally;

and equipment vendors and dealers who both sell and rent equipment

directly to customers.

and equipment vendors and dealers who both sell and rent equipment directly to customers.

We believe we are well positioned to take advantage of this environment because, as a larger company, we have more resources and certain competitive advantages over our smaller competitors.

4 unchanged sentences

Our operations are subject to numerous laws governing environmental protection and occupational health and safety matters.

These laws regulate issues such as wastewater, storm water, solid and hazardous wastes and materials, and air quality.

These laws regulate environmental issues such as wastewater, storm water, solid and hazardous wastes and materials, and air quality.

Our operations generally do not raise significant environmental risks, but we use and store hazardous materials as part of maintaining our rental equipment fleet and the overall operations of our business, dispose of solid and hazardous waste and wastewater from equipment washing, and store and dispense petroleum products from storage tanks at certain locations.

9 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 1. Business