SEC FORM 4SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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checkbox uncheckedCheck this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
checkbox uncheckedCheck this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Chheda Neil

(Last)(First)(Middle)
90 BROADWAY

(Street)
CAMBRIDGEMA02142

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
EquipmentShare.com Inc [ EQPT ]
Foreign Trading Symbol
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Directorcheckbox checked10% Owner
Officer (give title below)Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/14/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
checkbox checkedForm filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock08/14/2026S7,679D$21.0619(1)2,514,697IBy Romulus Capital II L.P.(2)
Class A Common Stock08/18/2026S896,945D$20.621,617,752IBy Romulus Capital II L.P.(2)
Class A Common Stock1,687,840IBy Schlacks 2020 Transfer LLC(3)
Class A Common Stock85,192IBy RC EquipmentShare Growth VII L.P.(4)
Class A Common Stock70,992IBy RC EquipmentShare Growth VI L.P.(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
Chheda Neil

(Last)(First)(Middle)
90 BROADWAY

(Street)
CAMBRIDGEMA02142

(City)(State)(Zip)
1. Name and Address of Reporting Person*
Schlacks 2020 Transfer LLC

(Last)(First)(Middle)
90 BROADWAY

(Street)
CAMBRIDGEMA02142

(City)(State)(Zip)
1. Name and Address of Reporting Person*
Romulus Capital II, L.P.

(Last)(First)(Middle)
90 BROADWAY

(Street)
CAMBRIDGEMA02142

(City)(State)(Zip)
1. Name and Address of Reporting Person*
Romulus Capital Partners II LLC

(Last)(First)(Middle)
90 BROADWAY

(Street)
CAMBRIDGEMA02142

(City)(State)(Zip)
1. Name and Address of Reporting Person*
RC EquipmentShare Growth VI L.P.

(Last)(First)(Middle)
90 BROADWAY

(Street)
CAMBRIDGEMA02142

(City)(State)(Zip)
1. Name and Address of Reporting Person*
RC EquipmentShare Growth VII L.P.

(Last)(First)(Middle)
90 BROADWAY

(Street)
CAMBRIDGEMA02142

(City)(State)(Zip)
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $21.01 to $21.20, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
2. The shares are held directly by Romulus Capital II L.P. ("Romulus II"). Romulus Capital Partners II, LLC ("Romulus II GP") is the general partner of Romulus II. Neil Chheda is the managing member of Romulus II GP, and disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that Mr. Chheda is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
3. The shares are held directly by Schlacks 2020 Transfer LLC (the "LLC"). Neil Chheda is the manager of the LLC, and disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that Mr. Chheda is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Exchange Act.
4. The shares are held directly by RC EquipmentShare Growth VII L.P ("RESG VII"). Neil Chheda is the managing director of RESG VII, and disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that Mr. Chheda is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Exchange Act.
5. The shares are held directly by RC EquipmentShare Growth VI L.P. ("RESG VI"). Neil Chheda is the managing director of RESG VI, and disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that Mr. Chheda is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Exchange Act.
/s/ Neil Chheda08/18/2026
/s/ Schlacks 2020 Transfer LLC By: /s/ Neil Chheda, Managing Member08/18/2026
/s/ Romulus Capital II, L.P. By: Romulus Capital Partners II, LLC, General Partner By: /s/ Neil Chheda, Managing Member08/18/2026
/s/ Romulus Capital Partners II, LLC By: /s/ Neil Chheda, Managing Member08/18/2026
/s/ RC EquipmentShare Growth VI L.P. By: /s/ Neil Chheda, Managing Member08/18/2026
/s/ RC EquipmentShare Growth VII L.P. By: /s/ Neil Chheda, Managing Member08/18/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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