Sunbelt Rentals Holdings, Inc.

CERTAIN TERMS

Unless otherwise specified or the context otherwise requires, references to years indicate our fiscal year ended April 30 of the respective year. For example, references to “fiscal 2026” or similar references refer to the fiscal year ended April 30, 2026, and references to “the first quarter of fiscal 2027” refer to the quarter ended July 31, 2026. References to the “Scheme” or “Redomiciliation” refer to the restructuring transaction that resulted in (i) Ashtead Group plc becoming a direct, wholly owned subsidiary of Sunbelt Rentals Holdings, Inc., (ii) the shareholders of Ashtead Group plc at the designated record time for the Scheme no longer holding shares of Ashtead Group plc but instead holding shares of common stock of Sunbelt Rentals Holdings, Inc., and (iii) Sunbelt Rentals Holdings, Inc. becoming the successor issuer to Ashtead Group plc, which was renamed “Ashtead Group Limited” and converted into a private company. Unless otherwise indicated or the context otherwise requires, the terms “Company,” “we,” “us,” and “our” and other similar terms used in this Quarterly Report on Form 10-Q (this “Quarterly Report”) refer to Sunbelt Rentals Holdings, Inc. and its consolidated subsidiaries.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This quarterly report on Form 10-Q contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Such statements can be identified by the use of forward-looking terminology such as “believe,” “expect,” “may,” “will,” “should,” “seek,” “on-track,” “plan,” “project,” “forecast,” “intend” or “anticipate,” or the negative thereof or comparable terminology, or by discussions of strategy or outlook. You are cautioned that our business and operations are subject to a variety of risks and uncertainties, many of which are beyond our control, and, consequently, our actual results may differ materially from those projected.

Factors that could cause actual results to differ materially from those projected include, but are not limited to, the following:

•competition from existing and new competitors;

•the impact of global economic conditions (including inflation, interest rates, supply chain constraints, tariffs, trade wars and sanctions) and geopolitical risks (including risks related to international conflicts) on us, our customers and our suppliers, in the United States and the rest of the world;

•currency and interest rate fluctuations;

•seasonality of our business;

•our ability to attract, hire and retain qualified personnel;

•our ability to successfully make acquisitions and integrate acquired companies;

•changes in the rental rates that we can charge for the equipment in our rental fleet or our services;

•changes in the construction and industrial markets;

•changes in political, social and economic conditions and local regulations;

•changes in the attitude of our customers towards renting, as compared with purchasing, equipment;

•changes in applicable accounting standards or subjective assumptions, estimates and judgments by management related to complex accounting matters;

•changes in the mix of products offered in our rental fleet, industry capacity or competition;

•changes in environmental and safety regulations;

•changes in government spending or government policies;

•disruptions of established supply channels;

•the effect of changes in tax law;

•the availability, terms and deployment of capital; and

•costs and availability of energy, and changes in transportation costs.

For a more complete description of these and other possible risks and uncertainties, please refer to our Annual Report on Form 10-K for the year ended April 30, 2026, as well as to our subsequent filings with the SEC. Our forward-looking statements contained herein speak only as of the date hereof, and we make no commitment to update or publicly release any revisions to forward-looking statements in order to reflect new information or subsequent events, circumstances or changes in expectations.