UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 17, 2025

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UNITED RENTALS, INC.

UNITED RENTALS (NORTH AMERICA), INC.

(Exact name of registrant as specified in its charter)

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Registrant’s telephone number, including area code: (203) 622-3131

(Former name or former address if changed since last report.)

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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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a‑12 under the Exchange Act (17 CFR 240.14a‑12)

o Pre‑commencement communications pursuant to Rule 14d‑2(b) under the Exchange Act (17 CFR 240.14d‑2(b))

o Pre‑commencement communications pursuant to Rule 13e‑4(c) under the Exchange Act (17 CFR 240.13e‑4(c))

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 o

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. o

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

Effective January 17, 2025, the Board of Directors (the "Board") of United Rentals, Inc. (the "Company") approved increasing the size of the Board from ten (10) directors to eleven (11) directors and Julie M. Heuer Brandt as an independent director of the Company to fill the vacancy.

As compensation for her service on the Board, Ms. Brandt will receive (i) annual retainer fees of $120,000 for serving as director; and (ii) an annual equity grant of $175,000 (which will be pro-rated for 2025, her initial year of appointment) in fully vested restricted stock units, generally to be paid after three years (subject to acceleration in certain circumstances). Ms. Brandt also will be eligible to participate in a medial benefits program (comparable to that offered to our employees), at her own cost, and in the Company's Deferred Compensation Plan for Directors, under which our non-employee directors may elect to defer receipt of the fees that would otherwise be payable to them. In accordance with the Company's customary practice, the Company entered into an indemnification agreement with Ms. Brandt substantially in the form filed as Exhibit 10(a) to the Company's Form 10-Q filed on October 15, 2014.

Board committee appointments will be decided at a future date.

There are no arrangements or understandings between Ms. Brandt and any other persons pursuant to which she was selected as a director, and there are no transactions involving Ms. Brandt that are required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Item 7.01 Regulation FD Disclosure.

A copy of the press release issued by the Company on January 17, 2025, which announces the appointment of Ms. Brandt, is attached hereto as Exhibit 99.1. The copy of the Company's press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K. Exhibit 99.1 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 under that Section and shall not be deemed to be incorporated by referenced into any filing of the Company under the Securities Act of 1933 or the Exchange Act.

Item 9.01 Financial Statements and Exhibits.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: January 17, 2025

EX-99.1

Exhibit 99.1

United Rentals Names Julie Brandt to Board of Directors

STAMFORD, Conn. — January 17, 2025 — United Rentals, Inc. (NYSE: URI) today announced Julie Brandt has joined the company’s board of directors, effective immediately. Her appointment expands the composition of the board to 11 members, nine of which are independent directors.

Michael Kneeland, chairman of United Rentals, said, “We are excited to welcome Julie to our board. Her leadership and operational expertise, as well as her understanding of the dynamics of scale and customer service in a large, networked, growth business, will provide significant value to the board. She has extensive knowledge of the construction industry and brings a wealth of global experience, having built high-performing organizations across multiple continents. Her deep experience in driving large-scale distributed businesses further enhances her ability to contribute to the board and the company’s strategic goals.”

Ms. Brandt serves as Corporate Vice President and President, Global Commercial & Field Operations at Johnson Controls. In this pivotal role, she drives the strategic vision for field delivery and operations, focusing on sustained growth and an enhanced operating model. Her leadership is instrumental in enhancing the company’s commercial capabilities, ensuring exceptional customer excellence and positioning Johnson Controls for continued innovation and success. Previously, Ms. Brandt served as President of Johnson Controls Building Solutions North America division, where she was responsible for strategy and execution of the sales, design, install and service for the Johnson Controls North American direct-channel business. Prior to Johnson Controls, Ms. Brandt was at Otis Elevator Company for nearly three decades, most recently as Vice President and General Manager with full P&L responsibility within the United States. During her career, Ms. Brandt has held roles in North America, Latin America, Europe and Asia Pacific.

Ms. Brandt earned an MBA and a bachelor’s degree in International Business and Marketing from Indiana University’s Kelley School of Business.

About United Rentals

United Rentals, Inc. is the largest equipment rental company in the world. The company has an integrated network of 1,571 rental locations in North America, 39 in Europe, 37 in Australia and 19 in New Zealand. In North America, the company operates in 49 states and every Canadian province. The company’s approximately 27,550 employees serve construction and industrial customers, utilities, municipalities, homeowners and others. The company offers approximately 5,000 classes of equipment for rent with a total original cost of $21.85 billion. United Rentals is a member of the Standard & Poor’s 500 Index, the Barron’s 400 Index and the Russell 3000 Index® and is headquartered in Stamford, Conn. Additional information about United Rentals is available at unitedrentals.com.

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Contact:

Elizabeth Grenfell

Vice President, Investor Relations

O: (203) 618-7125

investors@ur.com