Form 8-K
8-K — HERC HOLDINGS INC
Accession: 0001628280-26-067391
Filed: 2026-10-27
Period: 2026-10-27
CIK: 0001364479
SIC: 7350 (SERVICES-MISCELLANEOUS EQUIPMENT RENTAL & LEASING)
Item: Results of Operations and Financial Condition
Item: Financial Statements and Exhibits
Documents
8-K — hri-20261027.htm (Primary)
EX-99.1 (herc2026q3-pressrelease.htm)
EX-99.2 (herc2026q3-earningsprese.htm)
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8-K
8-K (Primary)
Filename: hri-20261027.htm · Sequence: 1
hri-20261027
false000136447900013644792026-10-272026-10-27
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 27, 2026
HERC HOLDINGS INC.
(Exact name of registrant as specified in its charter)
Delaware 001-33139 20-3530539
(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)
27500 Riverview Center Blvd.
Bonita Springs, Florida 34134
(Address of principal executive offices and zip code)
(239) 301-1000
(Registrant's telephone number,
including area code)
N/A
(Former name or former address, if
changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of exchange on which registered
Common Stock, par value $0.01 per share HRI New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On October 27, 2026, Herc Holdings Inc. (the “Company”) issued a press release regarding its financial results for its third quarter ended September 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.
On October 27, 2026, the Company will conduct an earnings webcast relating to the Company’s financial results for the third quarter of 2026. The earnings webcast will be made available to the public via a link on the Investor Relations section of the Company's website, IR.HercRentals.com, as well as via telephone dial-in, and the slides that will accompany the presentation will be available to the public at the time of the earnings webcast through the Company’s website. Certain financial information relating to completed fiscal periods that will be part of the earnings webcast is included in the set of slides that will accompany the earnings webcast, a copy of which is furnished as Exhibit 99.2 to this Form 8-K.
The information in this Form 8-K and the exhibits attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
Exhibit
Number Description
99.1
Press Release of Herc Holdings Inc. dated October 27, 2026, describing its results for its third quarter ended September 30, 2026.
99.2
Set of slides that will accompany the October 27, 2026 earnings webcast.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
HERC HOLDINGS INC.
(Registrant)
By: /s/ MARK HUMPHREY
Name: Mark Humphrey
Title: Senior Vice President and Chief Financial Officer
Date: October 27, 2026
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EX-99.1
EX-99.1
Filename: herc2026q3-pressrelease.htm · Sequence: 2
Document
Herc Holdings Reports Third Quarter 2026 Results
Increases 2026 Full Year Guidance
Third Quarter 2026 Highlights
–Record equipment rental revenue of $1,254 million increased 12%
–Record total revenues of $1,364 million increased 5%
–Net income of $104 million, or $3.10 per diluted share, and adjusted net income of $131 million, or $3.91 per diluted share
–Record adjusted EBITDA of $603 million increased 9% with adjusted EBITDA margin up 190 bps
Bonita Springs, Fla., October 27, 2026 -- Herc Holdings Inc. (NYSE: HRI) ("Herc Holdings" or the "Company") today reported financial results for the quarter ended September 30, 2026.
“Our team delivered an exceptional third quarter, leveraging our scale, broad equipment offering, deep customer relationships and superior project execution to capitalize on accelerating customer demand,” said Larry Silber, chief executive officer. “Equipment rental revenue increased 12% on an average OEC fleet that increased less than 2%, resulting in a 360 basis point improvement in dollar utilization. Expert fleet management drove high time utilization and disciplined fleet deployment, while pricing improvement and a higher specialty mix further enhanced fleet efficiency.
“The strong performance was led by robust mega-project volume and double-digit expansion in our specialty solutions business,” said Silber. “Revenue synergies from H&E were an increasing contributor in the quarter, consistent with the second-half weighting we previously outlined, as new specialty branches continued to ramp and we advanced cross-selling, broader fleet access and national account penetration. Local-market demand remained stable.
“Growth in our large-project pipeline continues to exceed our expectations, with expanding opportunities across data centers, infrastructure, manufacturing facilities, and energy projects. As a result, we are raising our full-year 2026 revenue, adjusted EBITDA and capex guidance for the second time this year,” Silber added. “Our ability to serve these complex projects and deliver for our customers reflects our increased scale and ongoing technological innovation, as well as the hard work, expertise and dedication of Team Herc. I want to thank all of our employees for their continued commitment to safely serving our customers and driving our success.”
2026 Third Quarter Financial Results
•Total revenues increased 5% to $1,364 million compared to $1,304 million in the prior-year period. The increase was driven by a 12% increase in equipment rental revenue resulting from a slightly larger average fleet size, an increase in volume on mega projects and acquisition revenue synergies. Sales of rental equipment decreased by $66 million as disposal volume was elevated in the prior year to optimize the fleet after the H&E acquisition.
•Dollar utilization was 43.5% in the third quarter up from 39.9% in the prior-year period, due to the increase in fleet efficiency and a favorable shift in mix to higher-return fleet on rent year-over-year.
•Direct operating expenses were $532 million, or 42.4% of equipment rental revenue, compared to $467 million, or 41.6%, in the prior-year period. Operating expenses as a percent of equipment rental revenue were elevated during the period primarily related to increased transportation and fuel expenses as a result of continued macroeconomic headwinds. Higher field incentive compensation, driven by outperformance, especially in fleet efficiency, also contributed to the increase during the quarter.
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•Depreciation of rental equipment increased 4% to $255 million due to higher year-over-year average fleet size. Non-rental depreciation and amortization increased 6% to $74 million primarily due to amortization of acquisition intangibles, particularly the H&E customer relationship intangible asset, and an increase in non-rental asset depreciation resulting from the growth of the business.
•Selling, general and administrative expenses were $178 million, or 14.2% of equipment rental revenue, compared to $166 million, or 14.8%, in the prior-year period. The decrease as a percent of equipment rental revenue is due to continued focus on improving operating leverage, including acquisition cost synergies, while expanding revenues.
•Interest expense was $126 million compared with $134 million in the prior-year period, reflecting lower average outstanding borrowings and lower interest rates on floating-rate debt.
•Net income was $104 million, or $3.10 per diluted share, compared to $30 million, or $0.90 per diluted share, in the prior-year period. Adjusted net income was $131 million, or $3.91 per diluted share, compared to $74 million, or $2.22 per diluted share, in the prior-year period.
•Adjusted EBITDA increased 9% to $603 million compared to $551 million in the prior-year period. Adjusted EBITDA margin was 44.2% compared to 42.3% in the prior year period reflecting higher equipment rental revenue, improved operating leverage, partially offset by higher delivery and fuel costs.
Nine Months 2026 Financial Results
•Total revenues increased 17% to $3,707 million compared to $3,167 million in the prior-year period. This year-over-year increase was driven by a 21% increase in equipment rental revenue resulting from the larger fleet size after the H&E acquisition, an increase in volume on mega projects and revenue synergies. Sales of rental equipment decreased by $29 million during the period as disposal volume was elevated in the prior year to optimize the fleet after the H&E acquisition.
•Dollar utilization was 39.8%, up from 38.8% in the prior-year period due to the increase in fleet efficiency and the favorable shift in mix to higher-return fleet on rent year-over-year.
•Direct operating expenses were $1,476 million, or 44.6% of equipment rental revenue compared to $1,173 million, or 43.0%, in the prior-year period. Operating expenses as a percent of equipment rental revenue were elevated during the period primarily related to the impact of the H&E acquisition including new specialty locations from branch optimization as well as greenfields, all of which take more time to mature. Transportation and fuel costs were also significantly higher year-over-year.
•Depreciation of rental equipment increased 21% to $739 million due to higher year-over-year average fleet size primarily as a result of the H&E acquisition. Non-rental depreciation and amortization increased 50% to $222 million primarily due to amortization of acquisition intangibles, particularly the H&E customer relationship intangible asset, and an increase in non-rental asset depreciation resulting from the growth of the business.
•Selling, general and administrative expenses were $479 million, or 14.5% of equipment rental revenue, compared to $411 million, or 15.0%, in the prior-year period. The decrease as a percent of equipment rental revenue primarily was related to continued focus on improving operating leverage, including acquisition cost synergies, while expanding revenues.
•Interest expense was $380 million compared with $282 million in the prior-year period, reflecting the new debt issued in June 2025 to fund the H&E acquisition, partially offset by lower average interest rates on floating-rate debt year-over-year.
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•Net income was $99 million, or $2.96 per diluted share, compared to $23 million net loss, or $0.75 loss per diluted share, in the prior-year period. Adjusted net income was $186 million, or $5.55 per diluted share, compared to $170 million, or $5.54 per diluted share, in the prior-year period.
•Adjusted EBITDA increased 18% to $1,538 million compared to $1,299 million in the prior-year period. Adjusted EBITDA margin was 41.5% compared to 41.0% in the prior year period primarily reflecting revenue growth and improved operating leverage, partially offset by higher direct operating expenses, including delivery and fuel costs.
Rental Fleet
•Net rental equipment capital expenditures were as follows (in millions):
Nine Months Ended September 30,
2026 2025
Rental equipment expenditures $ 1,056 $ 835
Proceeds from disposal of rental equipment (319) (306)
Net rental equipment capital expenditures $ 737 $ 529
•As of September 30, 2026, the Company's total fleet was approximately $10.0 billion at OEC.
•Average fleet at OEC in the third quarter increased 1.7% compared to the prior-year period.
•Average fleet age was 46 and 45 months as of September 30, 2026 and 2025, respectively.
Disciplined Capital Management
•The Company opened 2 previously planned greenfield locations in the third quarter.
•Net debt was $8.0 billion as of September 30, 2026, with net leverage of 3.90x compared to $8.2 billion and 3.84x1 in the same prior-year period. Cash and cash equivalents and unused commitments under the ABL Credit Facility contributed to approximately $2.1 billion of liquidity as of September 30, 2026.
•The Company declared its quarterly dividend of $0.70 and paid to shareholders of record as of September 2, 2026, on September 16, 2026.
(1) Net leverage is calculated using pro forma trailing twelve month adjusted EBITDA including the standalone, pre-acquisition results of H&E.
Updating 2026 Outlook
The Company is raising its full year 2026 equipment rental revenue, adjusted EBITDA, gross and net rental capital expenditures guidance ranges.
Previous Guidance Updated 2026 Guidance
Equipment rental revenue:
$4.375 billion to $4.475 billion
$4.475 billion to $4.550 billion
Adjusted EBITDA:
$2.05 billion to $2.125 billion
$2.10 billion to $2.15 billion
Net rental equipment capital expenditures:
$850 million to $950 million
$1.0 billion to $1.1 billion
Gross capex:
$1.25 billion to $1.40 billion
$1.45 billion to $1.60 billion
As a leader in an industry where scale matters, the Company expects to continue to gain share by capturing an outsized portion of the forecasted higher construction spending in 2026, strengthening its fleet through targeted investment and ongoing gains in fleet efficiency, capitalizing on acquisition-related branch optimization and greenfield openings, and cross-selling a diversified product portfolio.
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Earnings Call and Webcast Information
Herc Holdings' third quarter 2026 earnings webcast will be held today at 8:30 a.m. U.S. Eastern Time. Interested U.S. parties may call +1-833-461-5787 and international participants should call the country specific dial in numbers listed at https://help.events.q4inc.com/eahc/international-dial-in-numbers, using the meeting ID: 383 873 427. Please dial in at least 10 minutes before the call start time to ensure that you are connected to the call and to register your name and company.
Those who wish to listen to the live conference call and view the accompanying presentation slides should visit the Events and Presentations tab of the Investor Relations section of the Company's website at IR.HercRentals.com. The press release and presentation slides for the call will be posted to this section of the website prior to the call. A replay of the conference call will be available via webcast on the Company website at IR.HercRentals.com, where it will be archived for 12 months after the call.
About Herc Holdings Inc.
Founded in 1965, Herc Holdings Inc., which operates through its Herc Rentals Inc. subsidiary, is a full-line rental supplier with 615 locations across North America and 2025 total revenues were approximately $4.4 billion. We offer products, services and technologies aimed at helping customers work more efficiently, effectively and safely. Our classic fleet includes aerial, earthmoving, material handling, trucks and trailers, air compressors, and compaction. Our Herc Rentals ProSolutions® offering includes industry-specific, solutions-based services in tandem with power generation, climate control, remediation and restoration, pumps, and trench shoring equipment as well as our Herc Rentals ProContractor® professional grade tools. Our ProControl by Herc Rentals™ digital platform combines a seamless e-commerce experience with integrated project and fleet management tools, leveraging telematics and real-time analytics to help customers optimize productivity across their operations. We employ approximately 10,200 employees, who equip our customers and communities to build a brighter future. Learn more at www.HercRentals.com and follow us on Instagram, Facebook and LinkedIn.
All references to “Herc Holdings” or the “Company” in this press release refer to Herc Holdings Inc. and its subsidiaries, unless otherwise indicated.
Certain Additional Information
In this release we refer to the following operating measures:
•Dollar utilization: calculated by dividing rental revenue (excluding re-rent, delivery, pick-up and other ancillary revenue) by the average OEC of the equipment fleet for the relevant time period, based on the guidelines of the American Rental Association (ARA).
•OEC: original equipment cost based on the guidelines of the ARA, which is calculated as the cost of the asset at the time it was first purchased plus additional capitalized refurbishment costs (with the basis of refurbished assets reset at the refurbishment date).
Forward-Looking Statements
This press release includes forward-looking statements within the meaning of Section 21E of the Securities Exchange Act, as amended, and the Private Securities Litigation Reform Act of 1995. Forward-looking statements are generally identified by the words "estimates," "expects," "anticipates," "projects," "plans," "intends," "believes," "forecasts," "looks," and future or conditional verbs, such as "will," "should," "could" or "may," as well as variations of such words or similar expressions. All forward-looking statements are based upon our current expectations and various assumptions and there can be no assurance that our current expectations will be achieved. You should not place undue reliance on the forward-looking statements. They are subject to future events, risks and uncertainties - many of which are beyond our control - as well as potentially inaccurate assumptions, that could cause actual results to differ materially from those in the forward-looking statements. Factors that could cause actual results to differ materially from those projected include, but are not limited to, the following: (1) the cyclical nature of our industry and our dependence on the levels of capital investment and maintenance expenditures by our customers; (2) the competitiveness
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of our industry, including the potential downward pricing pressures or the inability to increase prices; (3) our dependence on relationships with key suppliers; (4) our heavy reliance on communication networks, centralized information technology systems and third party technology and services and our ability to maintain, upgrade or replace our information technology systems; (5) our ability to respond adequately to changes in technology and customer demands; (6) our ability to attract and retain key management, sales and trades talent; (7) our rental fleet is subject to residual value risk upon disposition; (8) the impact of climate change and the legal and regulatory responses to such change; (9) our ability to execute our strategy to grow through strategic transactions; (10) our significant indebtedness; and (11) our ability to realize all the anticipated benefits of the acquisition of H&E Equipment Services, Inc. Further information on the risks that may affect our business is included in filings we make with the Securities and Exchange Commission from time to time, including our most recent annual report on Form 10-K, subsequent quarterly reports on Form 10-Q, and in our other SEC filings. We undertake no obligation to update or revise forward-looking statements that have been made to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events.
Information Regarding Non-GAAP Financial Measures
In addition to results calculated according to accounting principles generally accepted in the United States (“GAAP”), the Company has provided certain information in this release that is not calculated according to GAAP (“non-GAAP”), such as EBITDA, adjusted EBITDA, adjusted EBITDA margin, adjusted net income, adjusted earnings per diluted common share and free cash flow. Management uses these non-GAAP measures to evaluate operating performance and period-over-period performance of our core business without regard to potential distortions, and believes that investors will likewise find these non-GAAP measures useful in evaluating the Company’s performance. These measures are frequently used by security analysts, institutional investors and other interested parties in the evaluation of companies in our industry. Non-GAAP measures should not be considered in isolation or as a substitute for our reported results prepared in accordance with GAAP and, as calculated, may not be comparable to similarly titled measures of other companies. For the definitions of these terms, further information about management’s use of these measures as well as a reconciliation of these non-GAAP measures to the most comparable GAAP financial measures, please see the supplemental schedules that accompany this release.
Contact:
Leslie Hunziker
Senior Vice President,
Investor Relations, Communications & Sustainability
Leslie.hunziker@hercrentals.com
239-301-1675
(See Accompanying Tables)
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HERC HOLDINGS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
Unaudited
(In millions, except per share data)
Three Months Ended September 30,
Nine Months Ended September 30,
2026 2025 2026 2025
Revenues:
Equipment rental $ 1,254 $ 1,122 $ 3,307 $ 2,731
Sales of rental equipment 85 151 333 362
Sales of new equipment, parts and supplies 13 18 38 46
Service and other revenue 12 13 29 28
Total revenues 1,364 1,304 3,707 3,167
Expenses:
Direct operating 532 467 1,476 1,173
Depreciation of rental equipment 255 246 739 613
Cost of sales of rental equipment 68 134 263 296
Cost of sales of new equipment, parts and supplies 9 12 26 30
Selling, general and administrative 178 166 479 411
Transaction expenses 1 38 9 185
Non-rental depreciation and amortization 74 70 222 148
Interest expense, net 126 134 380 282
(Gain) loss on assets held for sale — (1) — 48
Other expense (income), net 1 — (8) (3)
Total expenses 1,244 1,266 3,586 3,183
Income (loss) before income taxes 120 38 121 (16)
Income tax provision (16) (8) (22) (7)
Net income (loss) $ 104 $ 30 $ 99 $ (23)
Weighted average shares outstanding:
Basic 33.4 33.2 33.4 30.6
Diluted 33.5 33.3 33.5 30.6
Income (loss) per share:
Basic $ 3.11 $ 0.90 $ 2.96 $ (0.75)
Diluted $ 3.10 $ 0.90 $ 2.96 $ (0.75)
A - 1
HERC HOLDINGS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In millions)
September 30, 2026 December 31, 2025
ASSETS Unaudited
Cash and cash equivalents $ 66 $ 52
Receivables, net of allowances 929 769
Prepaid expenses 62 72
Other current assets 52 63
Total current assets 1,109 956
Rental equipment, net 6,190 5,880
Property and equipment, net 855 868
Right-of-use lease assets 1,444 1,489
Intangible assets, net 1,559 1,665
Goodwill 2,859 2,873
Other long-term assets 41 45
Total assets $ 14,057 $ 13,776
LIABILITIES AND EQUITY
Current maturities of long-term debt and financing obligations $ 32 $ 32
Current maturities of operating lease liabilities 59 56
Accounts payable 556 337
Accrued liabilities 384 305
Total current liabilities 1,031 730
Long-term debt, net 8,004 8,021
Financing obligations, net 92 95
Operating lease liabilities 1,443 1,479
Deferred tax liabilities 1,449 1,446
Other long-term liabilities 54 57
Total liabilities 12,073 11,828
Total equity 1,984 1,948
Total liabilities and equity $ 14,057 $ 13,776
A - 2
HERC HOLDINGS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Unaudited
(In millions)
Nine Months Ended September 30,
2026 2025
Cash flows from operating activities:
Net income (loss) $ 99 $ (23)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation of rental equipment 739 613
Depreciation of property and equipment 97 77
Amortization of intangible assets 125 71
Amortization of deferred debt and financing obligations costs 9 6
Stock-based compensation charges 22 28
Provision for receivables allowances 79 58
Loss on assets held for sale — 48
Deferred taxes 4 2
Gain on sale of rental equipment (70) (66)
Other 13 11
Changes in assets and liabilities, net of effects from acquisitions:
Receivables (260) (59)
Other assets 11 (19)
Accounts payable (22) 10
Accrued liabilities and other long-term liabilities 105 13
Net cash provided by operating activities 951 770
Cash flows from investing activities:
Rental equipment expenditures (1,056) (835)
Proceeds from disposal of rental equipment 319 306
Non-rental capital expenditures (107) (123)
Proceeds from disposal of property and equipment 26 15
Acquisitions, net of cash acquired — (4,256)
Proceeds from disposal of business, net — 99
Net cash used in investing activities (818) (4,794)
Cash flows from financing activities:
Proceeds from issuance of long-term debt — 3,467
Repayments of long-term debt (6) —
Proceeds from revolving lines of credit and securitization 1,688 3,928
Repayments on revolving lines of credit and securitization (1,709) (3,299)
Principal payments under finance lease and financing obligations (18) (16)
Dividends paid (71) (64)
Other financing activities, net (3) (14)
Net cash provided by (used in) financing activities (119) 4,002
Effect of foreign exchange rate changes on cash and cash equivalents — —
Net change in cash and cash equivalents during the period 14 (22)
Cash and cash equivalents at beginning of period 52 83
Cash and cash equivalents at end of period $ 66 $ 61
A - 3
HERC HOLDINGS INC. AND SUBSIDIARIES
SUPPLEMENTAL SCHEDULES
EBITDA AND ADJUSTED EBITDA RECONCILIATIONS
Unaudited
(In millions)
EBITDA and adjusted EBITDA–EBITDA represents the sum of net income (loss), provision (benefit) for income taxes, interest expense, net, depreciation of rental equipment and non-rental depreciation and amortization. Adjusted EBITDA represents EBITDA plus the sum of transaction expenses, restructuring and transformation initiative costs, spin-off costs, non-cash stock-based compensation charges, loss on extinguishment of debt (which is included in interest expense, net), impairment charges, gain (loss) on the disposal of a business, impact of the fair value mark-up of acquired fleet, impact of the studio entertainment business and certain other items. EBITDA and adjusted EBITDA do not purport to be alternatives to net income as an indicator of operating performance. Additionally, neither measure purports to be an alternative to cash flows from operating activities as a measure of liquidity, as they do not consider certain cash requirements such as interest payments and tax payments.
Adjusted EBITDA Margin–Adjusted EBITDA Margin, calculated by dividing Adjusted EBITDA by Total Revenues, is a commonly used profitability ratio.
Three Months Ended September 30, Nine Months Ended September 30,
2026 2025 2026 2025
Net income (loss) $ 104 $ 30 $ 99 $ (23)
Income tax provision 16 8 22 7
Interest expense, net 126 134 380 282
Depreciation of rental equipment 255 246 739 613
Non-rental depreciation and amortization 74 70 222 148
EBITDA 575 488 1,462 1,027
Non-cash stock-based compensation charges 14 16 22 28
Transaction expenses 1 38 9 185
Restructuring and transformation initiative costs(1)
2 1 7 1
(Gain) loss on assets held for sale — (1) — 48
Impact of the fair value mark-up of acquired fleet(2)
10 7 37 11
Other(3)
1 2 1 (1)
Adjusted EBITDA $ 603 $ 551 $ 1,538 $ 1,299
Total revenues $ 1,364 $ 1,304 $ 3,707 $ 3,167
Adjusted EBITDA $ 603 $ 551 $ 1,538 $ 1,299
Adjusted EBITDA margin 44.2 % 42.3 % 41.5 % 41.0 %
(1) Restructuring and transformation initiative costs primarily consist of employee severance and other restructuring related costs, together with incremental non-recurring costs associated with strategic business transformation initiative designed to improve operational efficiency and profitability.
(2) Reflects additional costs recorded in cost of sales of rental equipment associated with the fair value mark-up of rental equipment acquired in major acquisitions and subsequently sold.
(3) Other includes impairment charges and the pre-divestiture impact of the studio entertainment business.
A - 4
HERC HOLDINGS INC. AND SUBSIDIARIES
SUPPLEMENTAL SCHEDULES
ADJUSTED NET INCOME AND ADJUSTED EARNINGS PER DILUTED SHARE
Unaudited
(In millions, except per share data)
Adjusted Net Income and Adjusted Earnings per Diluted Share–Adjusted Net Income represents the sum of net income (loss), transaction expenses, restructuring and transformation initiative costs, spin-off costs, loss on extinguishment of debt, impairment charges, gain (loss) on the disposal of a business, merger related intangible asset amortization, impact on depreciation of acquired fleet, impact of the fair value mark-up of acquired fleet, income (loss) of the studio entertainment business, and certain other items. Adjusted Earnings per Diluted Share represents Adjusted Net Income divided by weighted average diluted shares outstanding. Adjusted Net Income and Adjusted Earnings per Diluted Share are important measures to evaluate our results of operations between periods on a more comparable basis and to help investors analyze underlying trends in our business, evaluate the performance of our business both on an absolute basis and relative to our peers and the broader market, and provide useful information to both management and investors by excluding certain items that may not be indicative of our core operating results and operational strength of our business.
Three Months Ended September 30, Nine Months Ended September 30,
2026 2025 2026 2025
Net income (loss) $ 104 $ 30 $ 99 $ (23)
Transaction expenses 1 38 9 185
(Gain) loss on assets held for sale — (1) — 48
Merger related intangible asset amortization(1)
31 30 93 40
Impact on depreciation related to acquired fleet(2)
(10) (21) (32) (30)
Impact of the fair value mark-up of acquired fleet(3)
10 7 37 11
Restructuring and transformation initiative costs(4)
2 1 7 1
Other(5)
1 3 1 1
Tax impact of adjustments above(6)
(8) (13) (28) (63)
Adjusted net income $ 131 $ 74 $ 186 $ 170
Weighted average diluted shares outstanding 33.5 33.3 33.5 30.7
Adjusted earnings per diluted share $ 3.91 $ 2.22 $ 5.55 $ 5.54
(1) Reflects the amortization of the intangible assets acquired in major acquisitions completed since the beginning of 2024.
(2) Reflects the impact of extending the useful lives of rental equipment acquired in major acquisitions, net of the impact of additional depreciation associated with the fair value mark-up of such equipment.
(3) Reflects additional costs recorded in cost of sales of rental equipment associated with the fair value mark-up of rental equipment acquired in major acquisitions and subsequently sold.
(4) Restructuring and transformation initiative costs primarily consist of employee severance and other restructuring related costs, together with incremental non-recurring costs associated with strategic business transformation initiative designed to improve operational efficiency and profitability.
(5) Other includes impairment charges and the pre-divestiture impact of the studio entertainment business.
(6) The tax rate applied for all adjustments is 24.9% in the three and nine months ended September 30, 2026, and 25.0% in the three and nine months ended September 30, 2025 (excluding studio entertainment impact) and reflects the statutory rates in the applicable entities. The tax rate applied for the studio entertainment adjustment was 24.2% in the three and nine months ended September 30, 2025, and reflects the stand-alone annual effective tax rate.
A - 5
HERC HOLDINGS INC. AND SUBSIDIARIES
SUPPLEMENTAL SCHEDULES
FREE CASH FLOW
Unaudited
(In millions)
Free cash flow represents net cash provided by (used in) operating activities less rental equipment expenditures and non-rental capital expenditures, plus proceeds from disposal of rental equipment, proceeds from disposal of property and equipment, and other investing activities. Free cash flow is used by management in analyzing the Company’s ability to service and repay its debt, fund potential acquisitions and to forecast future periods. However, this measure does not represent funds available for investment or other discretionary uses since it does not deduct cash used to service debt or for other non-discretionary expenditures.
Nine Months Ended September 30,
2026 2025
Net cash provided by operating activities $ 951 $ 770
Rental equipment expenditures (1,056) (835)
Proceeds from disposal of rental equipment 319 306
Net rental equipment expenditures (737) (529)
Non-rental capital expenditures (107) (123)
Proceeds from disposal of property and equipment 26 15
Free cash flow $ 133 $ 133
Acquisitions, net of cash acquired — (4,256)
Proceeds from disposal of business, net — 99
Decrease (increase) in net debt, excluding financing activities $ 133 $ (4,024)
A - 6
EX-99.2
EX-99.2
Filename: herc2026q3-earningsprese.htm · Sequence: 3
herc2026q3-earningsprese
Scaling for Sustainable Growth Q3 2026 EARNINGS CONFERENCE CALL October 27, 2026
Q3 2026Herc Holdings Inc. NYSE: HRI 2 Herc Rentals Team and Agenda Agenda Safe Harbor Q3 2026 Overview Q3 Operations Review Q3 Financial Review 2026 Outlook Q&ALarry Silber Chief Executive Officer Aaron Birnbaum President Mark Humphrey Senior Vice President & Chief Financial Officer Leslie Hunziker Senior Vice President Investor Relations, Communications & Sustainability
Q3 2026Herc Holdings Inc. NYSE: HRI 3 Safe Harbor Statements and Non-GAAP Financial Measures Forward-Looking Statements This presentation includes forward-looking statements within the meaning of Section 21E of the Securities Exchange Act, as amended, and the Private Securities Litigation Reform Act of 1995. Forward looking statements are generally identified by the words "estimates," "expects," "anticipates," "projects," "plans," "intends," "believes," "forecasts," "looks," and future or conditional verbs, such as "will," "should," "could" or "may," as well as variations of such words or similar expressions. All forward-looking statements are based upon our current expectations and various assumptions and there can be no assurance that our current expectations will be achieved. You should not place undue reliance on the forward-looking statements. They are subject to future events, risks and uncertainties - many of which are beyond our control - as well as potentially inaccurate assumptions, that could cause actual results to differ materially from those in the forward-looking statements. Factors that could cause actual results to differ materially from those projected include, but are not limited to, the following: (1) the cyclical nature of our industry and our dependence on the levels of capital investment and maintenance expenditures by our customers; (2) the competitiveness of our industry, including the potential downward pricing pressures or the inability to increase prices; (3) our dependence on relationships with key suppliers; (4) our heavy reliance on communication networks, centralized information technology systems and third party technology and services and our ability to maintain, upgrade or replace our information technology systems; (5) our ability to respond adequately to changes in technology and customer demands; (6) our ability to attract and retain key management, sales and trades talent; (7) our rental fleet is subject to residual value risk upon disposition; (8) the impact of climate change and the legal and regulatory responses to such change; (9) our ability to execute our strategy to grow through strategic transactions;(10) our significant indebtedness; and (11) our ability to realize all the anticipated benefits of the acquisition of H&E Equipment Services, Inc. Further information on the risks that may affect our business is included in filings we make with the Securities and Exchange Commission from time to time, including our most recent annual report on Form 10-K, subsequent quarterly reports on Form 10-Q, and in our other SEC filings. We undertake no obligation to update or revise forward- looking statements that have been made to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events. Information Regarding Non-GAAP Financial Measures In addition to results calculated according to accounting principles generally accepted in the United States (“GAAP”), the Company has provided certain information in this presentation that is not calculated according to GAAP (“non-GAAP”), such as adjusted net income, adjusted earnings per diluted share, EBITDA, adjusted EBITDA, adjusted EBITDA margin, REBITDA, REBITDA margin, REBITDA flow-through, free cash flow and adjusted free cash flow. Management uses these non-GAAP measures to evaluate operating performance and period-over-period performance of our core business without regard to potential distortions, and believes that investors will likewise find these non-GAAP measures useful in evaluating the Company’s performance. These measures are frequently used by security analysts, institutional investors and other interested parties in the evaluation of companies in our industry. Non-GAAP measures should not be considered in isolation or as a substitute for our reported results prepared in accordance with GAAP and, as calculated, may not be comparable to similarly titled measures of other companies. For the definitions of these terms, further information about management’s use of these measures as well as a reconciliation of these non-GAAP measures to the most comparable GAAP financial measures, please see the appendix that accompanies this presentation.
Q3 2026Herc Holdings Inc. NYSE: HRI 4 Third Quarter 2026 Overview Larry Silber Chief Executive Officer
Q3 2026Herc Holdings Inc. NYSE: HRI 5 Q3 2026: Delivering on Growth Strategies Optimize branch network for fleet / operating efficiencies at scale • Fleet investments support accelerating mega project growth, revenue synergies • Fleet efficiency strong: 12% rental revenue growth on 2% avg. OEC growth • Leveraging scale including 25% larger specialty branch network post acquisition • Opened 2 greenfield locations, bringing YTD total to 5 Enhance fleet mix • Adding specialty fleet for mega projects, cross-selling and end-market expansion • Specialty revenue generated double-digit revenue growth Q3 2026 Support customers’ efficiency goals through data and telematics • Advanced our industry leading digital capabilities: ProControl by Herc Rentals™ Lead through continuous improvement with E3OS • Standardized processes • Committed to superior customer experiences Prioritize Capital and Invest Responsibly • Continued disciplined investments in fleet • Declared regular dividend Strategies to Accelerate ROIC and Increase Shareholder Returns: Grow the Core Expand Specialty Elevate Technology Execute at Highest Level Allocate Capital
Q3 2026Herc Holdings Inc. NYSE: HRI 6 Culture Drives Execution Standardized Processes • Common operating model across the network • E3OS continuous improvement discipline One Team Herc • Shared values, accountability and collaboration • Strong engagement through change Technology Innovation • Role-based training and digital adoption • Data-driven branch execution Our culture enables Team Herc to execute safely, consistently and at scale Safety-First Foundation • Protect people, customers and jobsites • Reliable equipment and safe work practices
Q3 2026Herc Holdings Inc. NYSE: HRI 7 Operations Review Aaron Birnbaum President
Q3 2026Herc Holdings Inc. NYSE: HRI 8 Optimizing Fleet Mix and Lifecycle Performance 1. Original equipment cost based on ARA guidelines 2. Q3 2025 disposals exclude the divestiture of Cinelease OEC of $301 million $74 $314 $423 $266 $183 $451 $582 2025 2026 Q1 Q2 Q3 Q4 Fleet Expenditures at OEC1 $ in millions $234 $253 $375 $342 $281 $247 $196 2025 2026 Q1 Q2 Q3 Q4 Fleet Disposals at OEC1,2 $ in millions • Focus on fleet optimization: ◦ Expenditures for rotation, mega projects, specialty equipment ◦ Disposals to improve mix to align to customer demand • Q3 26 disposals generated proceeds of ~42% of OEC ◦ Average age of fleet disposals in the quarter of 85 months • Average fleet age of 46 months at September 30, 2026 20% 25% 11% 20% 24% $10.0 billion at OEC1 Material Handling Other Specialty Aerial Earthmoving Fleet Composition
Q3 2026Herc Holdings Inc. NYSE: HRI 9 Q3 Revenue by Customer1 42% 24% 17% 11% 6% Delivering Growth and Resiliency through Diversification Q3 Local vs. National Revenue Mix 55% 45% National Local Commercial Facilities Contractors Infrastructure & Government Other Industrial • Local market remains stable - Infrastructure, government and MRO help offset moderated commercial sector • National account revenue benefiting from accelerating mega project activity and project diversification • Specialty fleet, service capabilities and scale driving growth across larger account base • Long-term, diversification strategy of 60% local / 40% national accounts 1. Refer to 10-K for description of industries related to each customer classification.
Q3 2026Herc Holdings Inc. NYSE: HRI 10 Capitalizing on Growth Trends Across Diverse Customer and Project Base Pipeline of new construction and maintenance projects offers wide spectrum of growth opportunities • Banks • Casinos • Hospitality (hotel & motel) • Parking Garages • Religious Building • Retail Facilities • Commercial Warehousing • Education • Facility Maintenance • Healthcare • Datacenters • Sporting Events • TV, Film & Radio • Live Events Contractors (42%) Industrial (24%) Commercial Facilities (11%) Other (6%) • Aerospace • Alternative • Automotive • Energy/ Renewables • Food & Beverage • Agriculture • Chemical Processing • Industrial Manufacturing • Metals & Minerals • Oil & Gas Production • Oil & Gas Pipeline • Oil & Gas Refineries • Pharmaceutical • Power • Pulp. Paper & Wood • Shipbuilding/Yards • Electrical • General Contractors • Mechanical • Remediation & Environmental • Residential • Restoration • Specialty Contractors • Airports • Bridge • Federal Government • Local & State Government • Military Base • Prisons • Railroad & Mass Transportation • Streets, Road & Highway • Sewer & Waste Disposal • Water Supply & Distribution • Utilities Infrastructure & Gov. Direct (17%) Herc Rentals is Well Positioned with Current Trending Opportunities HybridChip Plants Data Centers LNG PlantsRenewables Utilities Healthcare Infrastructure
Q3 2026Herc Holdings Inc. NYSE: HRI 11 Continued Strength in Key End Markets 1.Source: IIR as of September 2026 2.Source: Dodge Analytics U.S. as of September 2026 3.Source: Dodge Analytics U.S. as of September 2026; mega project defined as total dollar value exceeding $250 million Industrial Spending1 $314 $352 $457 $531 $627 $688 $742 $737 $722 $695 21 22 23 24 25 26E 27E 28E 29E 30E $ in billions Non-Residential Starts2 $305 $443 $418 $458 $497 $587 $560 $600 $637 $670 21 22 23 24 25 26E 27E 28E 29E 30E $ in billions Infrastructure Starts2 $209 $256 $308 $335 $409 $456 $399 $397 $394 $397 21 22 23 24 25 26E 27E 28E 29E 30E $ in billions Mega Project Starts3 $ in billions $335 $528 $776 $195 25 26E 27E Scheduled Started — — — — Starts pipeline continues to build
Q3 2026Herc Holdings Inc. NYSE: HRI 12 Operational Progress in 1H:26 Unlocks 2H:26 Growth Momentum Integration • Expanded regional management & organizational design • Sales territory optimization • Technology integration • Branch network optimization • Fleet & supply chain optimization • Sales force assimilation for systems & go-to-market strategy • Branch assimilation for systems & Herc operating model • Productivity improvements • Cultural alignment New Foundation • 30% larger business by fleet, people, locations • Fleet optimization, the base for: ◦ improving utilization into seasonal peak ◦ driving revenue growth ◦ expanding synergies Acceleration • 2026 growth-fleet onboarding • New specialty locations gaining momentum • Larger sales force maturing • Efficiencies of scale increasing 2H:25 1H:26 2H:26
Financial Review Mark Humphrey Senior Vice President and Chief Financial Officer
Q3 2026Herc Holdings Inc. NYSE: HRI 14 Q3 2026 Financial Results 1. For a reconciliation to the most comparable GAAP financial measure, see the Appendix beginning on Slide 18 2. REBITDA measures contribution from our core rental business without impact of sales of equipment, parts and supplies 3. Based on ARA guidelines Three Months Ended September 30, Nine Months Ended September 30, $ in millions, except per share data 2026 2025 2026 vs 2025 % Change 2026 2025 2026 vs 2025 % Change Equipment Rental Revenue $1,254 $1,122 11.8% $3,307 $2,731 21.1% Total Revenues $1,364 $1,304 4.6% $3,707 $3,167 17.1% Net Income (Loss) $104 $30 246.7% $99 $(23) NM Income (Loss) Per Diluted Share $3.10 $0.90 244.4% $2.96 $(0.75) NM Adjusted Net Income1 $131 $74 77.0% $186 $170 9.4% Adjusted Earnings Per Diluted Share1 $3.91 $2.22 76.1% $5.55 $5.54 0.2% Adjusted EBITDA1 $603 $551 9.4% $1,538 $1,299 18.4% Adjusted EBITDA Margin1 44.2% 42.3% 190 bps 41.5% 41.0% 50 bps REBITDA1,2 $572 $521 9.8% $1,419 $1,206 17.7% REBITDA Margin1,2 45.2% 45.9% (70) bps 42.5% 43.7% (120) bps REBITDA YoY Flow-Through1,2 38.9% 35.8% 36.9% 33.5% Average Fleet3 (YoY) 1.7% 38.2% 17.6% 23.2% Dollar Utilization3 43.5% 39.9% 360 bps 39.8% 38.8% 100 bps
Q3 2026Herc Holdings Inc. NYSE: HRI 15 Disciplined Capital Management 1. The AR Facility is excluded from current maturities of long-term debt as the Company has the intent and ability to consummate refinancing and extend the term of the agreement. 2. Total liquidity includes cash and cash equivalents and the unused commitments under the ABL Credit Facility and AR Facility. 3. For a definition and calculation, see the Appendix beginning on Slide 18. Maturities As of September 30, 2026 $ in millions $800 $1,650 $600 $1,100 $600 $1,950 $744 $550 2026 2027 2028 2029 2030 2031 2032 2033 2034 $86 Finance Leases 2026-2044 2031 Senior Unsecured Notes AR Facility1 2029 Senior Unsecured Notes ABL Credit Facility Ample liquidity2 of $2.1B provides financial flexibility Net leverage3 of 3.90x Free cash flow3 of $133M for the nine months ended September 30, 2026 Quarterly dividend of $0.70 per share, paid on September 16, 2026 Maintained Credit Ratings Moody's CFR Ba2; S&P BB 2033 Senior Unsecured Notes 2030 Senior Unsecured Notes Term Loan Facility 2034 Senior Unsecured Notes
Q3 2026Herc Holdings Inc. NYSE: HRI 16 Updating 2026 Outlook Key 2026 Assumptions: • Revenue synergies estimated at an incremental $100–$120M • Cost synergies estimated at an incremental $90M for fully realized target of $125M by YE26 • Fuel inflation persists through remainder of 2026 • Fleet dispositions at OEC estimate updated to ~$950M to $1B • Effective tax rate ~20% • Free cash flow unchanged range of $250–$350M, adjusted for strategic fleet investment to support long-term growth Metric 2025 Actual 2026 Previous Guidance 2026 Revised Guidance Equipment Rental Revenue $3.8B $4.375B to $4.475B $4.475B to $4.550B Adjusted EBITDA $1.8B $2.05B to $2.125B $2.10B to $2.15B Net Rental Equipment Expenditures $649M $850M to $950M $1.0B to $1.1B Gross Capex $1.1B $1.25B to $1.40B $1.45B to $1.60B
Q3 2026Herc Holdings Inc. NYSE: HRI 17 Purpose, Vision, Mission and Values Purpose: We equip our customers and communities to build a brighter future
Appendix
Q3 2026Herc Holdings Inc. NYSE: HRI 19 Glossary of Terms Commonly Use in the Industry OEC: Original Equipment Cost which is an operating measure based on the guidelines of the American Rental Association (ARA), which is calculated as the cost of the asset at the time it was first purchased plus additional capitalized refurbishment costs (with the basis of refurbished assets reset at the refurbishment date). Fleet Age: The OEC weighted age of the entire fleet, based on ARA guidelines. Net Fleet Capital Expenditures: Capital expenditures of rental equipment minus the proceeds from disposal of rental equipment. Dollar Utilization ($ UT): Dollar utilization is an operating measure calculated by dividing equipment rental revenue (excluding re-rent, delivery, pick-up and other ancillary revenue) by the average OEC of the equipment fleet for the relevant time period, based on ARA guidelines.
Q3 2026Herc Holdings Inc. NYSE: HRI 20 Reconciliation of Net Income to Adj. EBITDA and Adj. EBITDA Margin, Rental Adj. EBITDA (REBITDA), REBITDA Margin and Flow-Through EBITDA, Adjusted EBITDA, and REBITDA—EBITDA represents the sum of net income (loss), provision (benefit) for income taxes, interest expense, net, depreciation of rental equipment and non-rental depreciation and amortization. Adjusted EBITDA represents EBITDA plus the sum of transaction expenses, restructuring and transformation initiative costs, spin-off costs, non-cash stock based compensation charges, loss on extinguishment of debt (which is included in interest expense, net), impairment charges, gain (loss) on disposal of a business, impact of the fair value mark-up of acquired fleet, impact of the studio entertainment business and certain other items. REBITDA represents Adjusted EBITDA excluding the gain (loss) on sales of rental equipment and new equipment, parts and supplies. EBITDA, Adjusted EBITDA and REBITDA do not purport to be alternatives to net income as an indicator of operating performance. Additionally, none of these measures purports to be an alternative to cash flows from operating activities as a measure of liquidity, as they do not consider certain cash requirements such as interest payments and tax payments. Adjusted EBITDA Margin, REBITDA Margin and REBITDA Flow-Through—Adjusted EBITDA Margin (Adjusted EBITDA / Total Revenues) is a commonly used profitability ratio. REBITDA Margin (REBITDA / Equipment rental, service and other revenues) and REBITDA Flow- Through (the year-over-year change in REBITDA/the year-over-year change in Equipment rental, service, and other revenues) are useful operating profitability ratios to management and investors.
Q3 2026Herc Holdings Inc. NYSE: HRI 21 Reconciliation of Net Income to Adj. EBITDA and Adj. EBITDA Margin, Rental Adj. EBITDA (REBITDA), REBITDA Margin and Flow-Through Three Months Ended September 30, Nine Months Ended September 30, $ in millions 2026 2025 2026 2025 Net income (loss) $ 104 $ 30 $ 99 $ (23) Income tax provision (benefit) 16 8 22 7 Interest expense, net 126 134 380 282 Depreciation of rental equipment 255 246 739 613 Non-rental depreciation and amortization 74 70 222 148 EBITDA 575 488 1,462 1,027 Non-cash stock-based compensation charges 14 16 22 28 Transaction expenses 1 38 9 185 Restructuring and transformation initiative costs (1) 2 1 7 1 (Gain) loss on assets held for sale — (1) — 48 Impact of the fair value mark-up of acquired fleet(2) 10 7 37 11 Other(3) 1 2 1 (1) Adjusted EBITDA 603 551 1,538 1,299 Less: Gain on sales of rental equipment 17 17 70 66 Less: Gain on sales of new equipment, parts and supplies 4 6 12 16 Less: Impact of the fair value mark-up of acquired fleet(2) 10 7 37 11 Rental Adjusted EBITDA (REBITDA) $ 572 $ 521 $ 1,419 $ 1,206 Total revenues $ 1,364 $ 1,304 $ 3,707 $ 3,167 Less: Sales of rental equipment 85 151 333 362 Less: Sales of new equipment, parts and supplies 13 18 38 46 Equipment rental, service and other revenues $ 1,266 $ 1,135 $ 3,336 $ 2,759 Total revenues $ 1,364 $ 1,304 $ 3,707 $ 3,167 Adjusted EBITDA $ 603 $ 551 $ 1,538 $ 1,299 Adjusted EBITDA Margin 44.2 % 42.3 % 41.5 % 41.0 % Equipment rental, service and other revenues $ 1,266 $ 1,135 $ 3,336 $ 2,759 REBITDA $ 572 $ 521 $ 1,419 $ 1,206 REBITDA Margin 45.2 % 45.9 % 42.5 % 43.7 % YOY Change in REBITDA $ 51 $ 213 YOY Change in Equipment rental, service and other revenues $ 131 $ 577 YOY REBITDA Flow-Through 38.9 % 36.9 % (1) Restructuring and transformation initiative costs primarily consist of employee severance and other restructuring related costs, together with incremental non-recurring costs associated with strategic business transformation initiative designed to improve operational efficiency and profitability; (2) Reflects additional costs recorded in cost of sales of rental equipment associated with the fair value mark-up of rental equipment acquired in major acquisitions and subsequently sold.; (3) Other includes impairment charges and the pre-divestiture impact of the studio entertainment business.
Q3 2026Herc Holdings Inc. NYSE: HRI 22 REBITDA Margin and Flow-Through Quarterly Trend $ in millions Q1 2025 Q2 2025 Q3 2025 Q4 2025 FY 2025 Q1 2026 Q2 2026 Q3 2026 Net income (loss) $ (18) $ (35) $ 30 $ 24 $ 1 $ (24) $ 19 $ 104 Income tax provision (benefit) 10 (11) 8 (7) — 1 5 16 Interest expense, net 62 86 134 134 416 128 126 126 Depreciation of rental equipment 172 195 246 243 856 242 242 255 Non-rental depreciation and amortization 33 45 70 76 224 73 75 74 EBITDA 259 280 488 470 1,497 420 467 575 Non-cash stock-based compensation charges 6 6 16 6 34 6 2 14 Transaction related costs 74 73 38 14 199 5 3 1 Restructuring and transformation initiative costs (1) — — 1 6 7 1 4 2 Loss (gain) on assets held for sale — 49 (1) — 48 — — — Impact of the fair value mark-up of acquired fleet(2) — 4 7 16 27 16 11 10 Other(3) (1) (2) 2 7 6 — — 1 Adjusted EBITDA 338 410 551 519 1,818 448 487 603 Less: Gain on sales of rental equipment 29 20 17 25 91 29 24 17 Less: Gain on sales of new equipment, parts and supplies 3 7 6 5 21 4 4 4 Less: Impact of the fair value mark-up of acquired fleet(2) — 4 7 16 27 16 11 10 Rental Adjusted EBITDA (REBITDA) $ 306 $ 379 $ 521 $ 473 $ 1,679 $ 399 $ 448 $ 572 Total revenues $ 861 $ 1,002 $ 1,304 $ 1,209 $ 4,376 $ 1,139 $ 1,204 $ 1,364 Less: Sales of rental equipment 105 106 151 147 509 138 110 85 Less: Sales of new equipment, parts and supplies 11 17 18 17 63 13 12 13 Equipment rental, service and other revenues $ 745 $ 879 $ 1,135 $ 1,045 $ 3,804 $ 988 $ 1,082 $ 1,266 REBITDA Margin 41.1 % 43.1 % 45.9 % 45.3 % 44.1 % 40.4 % 41.4 % 45.2 % YOY REBITDA Flow-Through (36.8) % 40.6 % 35.8 % 33.7 % 33.6 % 38.3 % 34.0 % 38.9 % (1) Restructuring and transformation initiative costs primarily consist of employee severance and other restructuring related costs, together with incremental non-recurring costs associated with strategic business transformation initiative designed to improve operational efficiency and profitability. (2) Reflects additional costs recorded in cost of sales of rental equipment associated with the fair value mark-up of rental equipment acquired in major acquisitions and subsequently sold. (3) Other consists of impairment and the pre-divestiture impact of the studio entertainment business.
Q3 2026Herc Holdings Inc. NYSE: HRI 23 REBITDA Margin and Flow-Through Annual Trend $ in millions 2021 2022 2023 2024 2025 Net income $ 224 $ 330 $ 347 $ 211 $ 1 Income tax provision 67 104 100 80 — Interest expense, net 86 122 224 260 416 Depreciation of rental equipment 420 536 643 679 856 Non-rental depreciation and amortization 68 95 112 127 224 EBITDA 865 1,187 1,426 1,357 1,497 Non-cash stock-based compensation charges 23 27 18 17 34 Transaction related costs 4 7 8 11 199 Restructuring — — — 1 7 Loss on assets held for sale / disposal of business — — — 194 48 Impact of the fair value mark-up of acquired fleet(1) — — — — 27 Other(2) 3 6 — 3 6 Adjusted EBITDA 895 1,227 1,452 1,583 1,818 Less: Gain on sales of rental equipment 19 36 94 87 91 Less: Gain on sales of new equipment, parts and supplies 10 15 13 13 21 Less: Impact of fair value mark-up of acquired fleet — — — — 27 Rental Adjusted EBITDA (REBITDA) $ 866 $ 1,176 $ 1,345 $ 1,483 $ 1,679 Total revenues $ 2,073 $ 2,740 $ 3,282 $ 3,568 $ 4,376 Less: Sales of rental equipment 113 125 346 311 509 Less: Sales of new equipment, parts and supplies 31 36 38 37 63 Equipment rental, service and other revenues $ 1,929 $ 2,579 $ 2,898 $ 3,220 $ 3,804 REBITDA Margin 44.8 % 45.7 % 46.4 % 46.1 % 44.1 % YOY REBITDA Flow-Through 47.5 % 48.1 % 53.0 % 42.9 % 33.6 % (1) Reflects additional costs recorded in cost of sales of rental equipment associated with the fair value mark-up of rental equipment acquired in major acquisitions and subsequently sold. Reported amounts prior to 2025 have not been restated as the adjustments were immaterial. (2) Other consists of impairment, spin-off costs and the pre-divestiture impact of the studio entertainment business.
Q3 2026Herc Holdings Inc. NYSE: HRI 24 Reconciliation of Adjusted Net Income and Adjusted Earnings Per Diluted Share Three Months Ended September 30, Nine Months Ended September 30, $ in millions 2026 2025 2026 2025 Net income (loss) $ 104 $ 30 $99 ($23) Transaction expenses 1 38 9 185 (Gain) loss on assets held for sale — (1) — 48 Merger related intangible asset amortization(1) 31 30 93 40 Impact on depreciation related to acquired fleet(2) (10) (21) (32) (30) Impact of the fair value mark-up of acquired fleet(3) 10 7 37 11 Restructuring and transformation initiative costs (4) 2 1 7 1 Other(5) 1 3 1 1 Tax impact of adjustments above(6) (8) (13) (28) (63) Adjusted net income $ 131 $ 74 $186 $170 Weighted average diluted shares outstanding 33.5 33.3 33.5 30.7 Adjusted earnings per diluted share $ 3.91 $ 2.22 $5.55 $5.54 Adjusted Net Income and Adjusted Earnings per Diluted Share—Adjusted Net Income represents the sum of net income (loss), transaction expenses, restructuring and transformation initiative costs, spin-off costs, loss on extinguishment of debt, impairment charges, gain (loss) on the disposal of a business, merger related intangible asset amortization, impact on depreciation of acquired fleet, impact of the fair value mark up of acquired fleet, income (loss) of the studio entertainment business and certain other items. Adjusted Earnings per Diluted Share represents Adjusted Net Income divided by weighted average diluted shares outstanding. Adjusted Net Income and Adjusted Earnings per Diluted Share are important measures to evaluate our results of operations between periods on a more comparable basis and to help investors analyze underlying trends in our business, evaluate the performance of our business both on an absolute basis and relative to our peers and the broader market, provide useful information to both management and investors by excluding certain items that may not be indicative of our core operating results and operational strength of our business. (1) Reflects the amortization of the intangible assets acquired in major acquisitions completed since the beginning of 2024. (2) Reflects the impact of extending the useful lives of rental equipment acquired in major acquisitions, net of the impact of additional depreciation associated with the fair value mark-up of such equipment. (3) Reflects additional costs recorded in cost of sales of rental equipment associated with the fair value mark-up of rental equipment acquired in major acquisitions and subsequently sold. (4) Restructuring and transformation initiative costs primarily consist of employee severance and other restructuring related costs, together with incremental non-recurring costs associated with strategic business transformation initiative designed to improve operational efficiency and profitability. (5) Other includes impairment charges and the pre-divestiture impact of the studio entertainment business. (6) The tax rate applied for all adjustments is 24.9% in the three and nine months ended September 30, 2026, and 25.0% in the three and nine months ended September 30, 2025 (excluding studio entertainment impact), and reflects the statutory rates in the applicable entities. The tax rate applied for the studio entertainment adjustment was 24.2% in the three and nine months ended September 30, 2025, and reflects the stand-alone annual effective tax rate.
Q3 2026Herc Holdings Inc. NYSE: HRI 25 Calculation of Net Leverage Ratio $ in millions Q1 2025 Q2 2025(1) Q3 2025(1) Q4 2025(1) Q1 2026(1) Q2 2026(1) Q3 2026 Long-term debt, net $ 4,026 $ 8,251 $ 8,164 $ 8,021 $ 7,958 $ 7,885 $ 8,004 (Plus) Current maturities of long-term debt 17 23 26 26 27 27 27 (Plus) Unamortized debt issuance costs and debt discount 11 50 49 56 53 51 49 (Less) Cash and cash equivalents (48) (53) (61) (52) (43) (43) (66) Net debt $ 4,006 $ 8,271 $ 8,178 $ 8,051 $ 7,995 $ 7,920 $ 8,014 Trailing twelve-month adjusted EBITDA 1,583 2,200 2,132 2,038 2,017 2,005 2,057 Net leverage 2.53 x 3.76 x 3.84 x 3.95 x 3.96 x 3.95 x 3.90 x Net Leverage Ratio –The Company has defined its net leverage ratio as net debt, as calculated below, divided by adjusted EBITDA for the trailing twelve- month period. This measure should be considered supplemental to and not a substitute for financial information prepared in accordance with GAAP. The Company’s definition of this measure may differ from similarly titled measures used by other companies. (1) Trailing twelve-month adjusted EBITDA includes the historical results of Herc and H&E combined and excluding Cinelease studio entertainment for the period.
Q3 2026Herc Holdings Inc. NYSE: HRI 26 Reconciliation of Free Cash Flow Nine Months Ended September 30, Year Ended December 31, $ in millions 2026 2025 2025 2024 2023 Net cash provided by operating activities $ 951 $ 770 $ 1,085 $ 1,225 $ 1,086 Rental equipment expenditures (1,056) (835) (1,097) (1,048) (1,320) Proceeds from disposal of rental equipment 319 306 448 288 325 Net rental equipment expenditures (737) (529) (649) (760) (995) Non-rental capital expenditures (107) (123) (157) (161) (156) Proceeds from disposal of property and equipment 26 15 20 10 15 Other — — — — (15) Free cash flow 133 133 299 314 (65) Acquisitions, net of cash acquired — (4,256) (4,257) (600) (430) Proceeds from disposal of business, net — 99 99 — — Decrease (increase) in net debt, excluding financing activities $ 133 $ (4,024) $ (3,859) $ (286) $ (495) Free cash flow is not a recognized term under GAAP and should not be considered in isolation or as a substitute for our reported results prepared in accordance with GAAP. Further, since all companies do not use identical calculations, our definition and presentation of this measure may not be comparable to similarly titled measures reported by other companies. Free Cash Flow—Free cash flow represents net cash provided by (used in) operating activities less rental equipment expenditures and non-rental capital expenditures, plus proceeds from disposal of rental equipment, proceeds from disposal of property and equipment, and other investing activities. Free cash flow is used by management in analyzing the Company’s ability to service and repay its debt, fund potential acquisitions and to forecast future periods. However, this measure does not represent funds available for investment or other discretionary uses since it does not deduct cash used to service debt or for other non-discretionary expenditures.
Q3 2026Herc Holdings Inc. NYSE: HRI 27 Historical Fleet at OEC1 $ in millions FY 2022 FY 2023 FY 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 FY 2025 Q1 2026 Q2 2026 Q3 2026 Beginning Balance $ 4,381 $ 5,637 $ 6,328 $ 7,044 $ 6,879 $ 9,858 $ 9,600 $ 7,044 $ 9,523 $ 9,441 $ 9,619 Expenditures 1,218 1,218 1,077 74 314 423 266 1,077 183 451 582 Disposals (322) (813) (723) (234) (253) (375) (342) (1,204) (281) (247) (196) Acquisitions 395 303 395 (1) 2,893 — (3) 2,889 — (1) — Divestiture — — — — — (301) — (301) — — — Foreign Currency / Other (35) (17) (33) (4) 25 (5) 2 18 16 (25) — Ending Balance $ 5,637 $ 6,328 $ 7,044 $ 6,879 $ 9,858 $ 9,600 $ 9,523 $ 9,523 $ 9,441 $ 9,619 $ 10,005 Proceeds as a percent of OEC 44.4 % 44.2 % 44.9 % 44.8 % 43.5 % 41.4 % 45.1 % 43.4 % 48.7 % 46.0 % 41.5 % 1. Original equipment cost based on ARA guidelines.
Q3 2026Herc Holdings Inc. NYSE: HRI 28 For additional information, please contact: Leslie Hunziker SVP Investor Relations, Communications & Sustainability leslie.hunziker@hercrentals.com 239-301-1675
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