McGrath RentCorp (MGRC) Proxy filing summary

Executive summary

• Annual meeting scheduled for June 3, 2026, to be held virtually for shareholders of record as of April 16, 2026.

• Shareholders are encouraged to review proxy materials online and may request paper or email copies by May 22, 2026.

Voting matters and shareholder proposals

• Election of seven directors to serve until the 2027 annual meeting or until successors are qualified.

• Approval sought for amendment and restatement of the 2016 Stock Incentive Plan, including an increase of 576,108 authorized shares, re-approval of performance criteria, minimum vesting periods, annual limits for non-employee directors, and a ten-year extension.

• Ratification of Grant Thornton LLP as independent auditors for the year ending December 31, 2026.

• Non-binding advisory vote on executive compensation (say-on-pay).

Board of directors and corporate governance

• Board recommends voting FOR all four proposals, including director elections and plan amendments.

• Director nominees listed: Nicolas C. Anderson, Kimberly A. Box, Smita Conjeevaram, William J. Dawson, Joseph F. Hanna, Philip B. Hawkins, Bradley M. Shuster.