NASDAQ: EQPT EquipmentShare.com Inc 8-K

EquipmentShare reports 39% rental revenue growth, raises 2026 guidance on fleet expansion

Filed August 12, 2026 · Period ending August 12, 2026 · ~2 min read

Key Changes

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Q2 rental revenue grew 39% year-over-year to $908M, driven by network expansion to 430 locations (23 new in quarter) and strong customer demand; mature locations achieved 55% adjusted EBITDA margins on trailing twelve-month basis.

Item 2.02 — Results of Operations and Financial Condition verify on EDGAR →
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Adjusted Core EBITDA reached $531M for Q2 and $1,911M on trailing twelve-month basis; net leverage improved to 3.0x from 3.4x year-earlier, reflecting EBITDA growth and disciplined capital management.

Item 2.02 — Results of Operations and Financial Condition verify on EDGAR →
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Raised 2026 guidance with total revenue now expected at $5,254M-$5,682M, rental segment revenue at $3,472M-$3,748M, and Adjusted Core EBITDA at $1,946M-$2,058M; expects to operate 427-435 full-service rental locations by year-end.

Item 2.02 — Results of Operations and Financial Condition verify on EDGAR →
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Original equipment cost under management grew $786M in Q2 to $9,851M total, with $5,533M in OWN Program (third-party owned fleet) and $4,235M company-owned; net rental capex was $321M after $689M gross purchases.

Item 2.02 — Results of Operations and Financial Condition verify on EDGAR →
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Total available liquidity was $1,424M as of June 30, 2026 ($980M undrawn revolver, $443M cash), or $2,763M pro forma for a bond issuance that funded July 1, 2026.

Item 2.02 — Results of Operations and Financial Condition verify on EDGAR →

Summary

EquipmentShare reported strong second quarter 2026 results with rental segment revenue growing 39% year-over-year to $908 million, driven by aggressive network expansion and the maturation of existing locations.

The company now operates 430 locations after opening 23 new sites in the quarter, and mature locations (those open more than 24 months) are generating 55% adjusted EBITDA margins on a trailing twelve-month basis. This demonstrates the embedded earnings power of the expanding footprint as locations season.

Adjusted Core EBITDA reached $531 million for the quarter and $1,911 million on a trailing twelve-month basis, while net leverage improved to 3.0x from 3.4x a year earlier. Management raised 2026 full-year guidance, now expecting total revenue of $5,254 million to $5,682 million and Adjusted Core EBITDA of $1,946 million to $2,058 million. The company continues to invest heavily in fleet expansion, with original equipment cost under management growing $786 million in the quarter to $9,851 million total. Net rental capital expenditures were $321 million for the quarter after $689 million in gross purchases. Liquidity remains robust at $1,424 million as of June 30, 2026, or $2,763 million pro forma for a bond issuance that funded July 1. The combination of strong rental revenue growth, margin expansion at mature locations, improving leverage, and raised guidance reflects successful execution of the company's network expansion strategy.

Section-by-Section Diff

Event · Item 2.02 — Results of Operations and Financial Condition

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EquipmentShare reported Q2 2026 financial results via press release and scheduled an earnings call for August 13, 2026.

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Added Q2 2026 earnings release high

Added in current filing · verify on EDGAR →

On August 12, 2026, EquipmentShare.com Inc (the “Company”) issued a press release reporting its results of operations for the three months ended June 30, 2026.

The company disclosed its second quarter 2026 financial results through a press release. The specific financial metrics (revenue, earnings, margins, guidance) are contained in the attached Exhibit 99.1 press release, which is not included in the body of this 8-K filing.

Added Earnings conference call medium

Added in current filing · verify on EDGAR →

The Company previously announced that it would be holding a conference call on August 13, 2026, at 7:30 a.m. Central Time to discuss its results of operations for the three months ended June 30, 2026.

Management scheduled an earnings conference call for August 13, 2026 at 7:30 a.m. Central Time to discuss the Q2 2026 results with investors and analysts.

Event · Exhibit 99.1

~6,000 words View exhibit on EDGAR ↗

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Total revenue of $1,449 million for the second quarter and $4,952 million on a TTM(1) basis. •Rental Segment(2) revenue of $908 million for the second quarter, an increase of 39% year over year, and on a TTM(1) basis $3,189 million, an increase of 37% year over year. •Net income of $19 million for the second quarter and net income of $62 million on a TTM(1) basis. •Adjusted Net Income(4) for the second quarter of $43 million and Adjusted Net Income(4) of $103 million on a TTM(1) basis. •Adjusted Core EBITDA(3) of $531 million for the second quarter and $1,911 million on a TTM(1) basis.

EquipmentShare reported Q2 2026 total revenue of $1,449 million, up 26% year over year. Rental segment revenue grew 39% to $908 million, driven by strong customer demand and expansion of the operational location footprint. Net income was $19 million for the quarter and $62 million on a trailing twelve-month basis. Adjusted Core EBITDA reached $531 million for the quarter and $1,911 million on a TTM basis, reflecting the maturation of rental locations and margin expansion.

Added Network expansion and location maturation high

Added in current filing · view on EDGAR →

•Mature rental locations(2) (6) adjusted EBITDA margins were 55% on a TTM(1) basis. •430 locations(6) with 23 new locations opened during the second quarter.

The company now operates 430 locations, having opened 23 new locations during Q2 2026 (20 full-service rental locations and 3 building material locations). Mature rental locations (those open more than 24 months) achieved 55% adjusted EBITDA margins on a trailing twelve-month basis, demonstrating the embedded earnings power of the expanding network as locations mature.

Added Liquidity and leverage medium

Added in current filing · view on EDGAR →

•As of June 30, 2026, total available liquidity was $1,424 million, which included undrawn availability on the asset-based revolving credit facility of $980 million and cash and cash equivalents of $443 million. Liquidity was $2,763 million as adjusted for the impact of the bond issuance funded on July 1, 2026. •Net leverage(8) decreased to 3.0x as of June 30, 2026, from 3.4x as of June 30, 2025.

Total available liquidity was $1,424 million as of June 30, 2026, including $980 million of undrawn revolving credit facility capacity and $443 million in cash. Pro forma for a bond issuance that funded July 1, 2026, liquidity would have been $2,763 million. Net leverage improved to 3.0x from 3.4x a year earlier, reflecting EBITDA growth and disciplined capital management.

Added 2026 full-year guidance high

Added in current filing · view on EDGAR →

Year Ending December 31, 2026 ($ in millions, except for full-service rental locations) (Current Guidance) Low High OEC $10,577 $11,627 Full-Service Rental Locations(9) 427 435 Total Revenue $5,254 $5,682 | Rental Segment(2) Revenue $3,472 $3,748 | OWN Program Payouts $929 $985 | Adjusted Core EBITDA(10) $1,946 $2,058 | Gross Rental Capex $2,664 $2,886 | Net Rental Capex $980 $1,060 | OWN Program % of OEC 55% 60%

EquipmentShare provided 2026 full-year guidance with total revenue expected between $5,254 million and $5,682 million, rental segment revenue between $3,472 million and $3,748 million, and Adjusted Core EBITDA between $1,946 million and $2,058 million. The company expects to operate 427 to 435 full-service rental locations by year-end, with original equipment cost under management reaching $10,577 million to $11,627 million. Net rental capital expenditures are projected at $980 million to $1,060 million.