ALTA EQUIPMENT GROUP INC

(a) On November 8, 2024, the Board of Directors of the Company approved andadopted amended and restated bylaws of the Company (as so amended and restated, the “Amended and Restated Bylaws”), effective as of such date. Among other things, the amendments effected by the Amended and Restated Bylaws reflect changes related to director nominations and other proposals of business by stockholders in light of Rule 14a-19 under the Exchange Act (the “Universal Proxy Rule”), including (i) requiring any stockholder submitting a nomination notice to make a representation as to whether such stockholder intends to solicit proxies in support of its director nominees in accordance with Rule 14a-19 under the Exchange Act and to provide evidence that the stockholder has complied with such Universal Proxy Rule requirements, and (ii) clarifying that any stockholder submitting a nomination or proposal must comply with applicable requirements under the Exchange Act and the Company’s ability to disregard a nomination in the event such stockholder does not so comply. The amendments effected by the Amended and Restated Bylaws also update provisions to reflect amendments and other matters related to the Delaware General Corporation Law (the “DGCL”), including aligning requirements related to stockholders’ lists with Section 219 of the DGCL. In addition, the Amended and Restated Bylaws was amended to incorporate certain other ministerial, clarifying and conforming changes. The foregoing description of the Amended and Restated Bylaws is qualified in its entirety by reference to the Amended and Restated Bylaws which are filed as Exhibit 3.2 to this Quarterly Report on Form 10-Q and incorporated herein by reference.

(c) On August 23, 2024, Craig Brubaker, Chief Operating Officer of the Company, entered into a Rule 10b5-1 trading arrangement (the “Rule 10b5-1 Plan”) intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act to sell up to 33,525 shares of the Company’s Common Stock in order to pay taxes on previously issued share grants and to diversify his investment holdings. Sales under the 10b5-1 Plan will continue until all such shares are sold or December 31, 2025, whichever comes first.