EquipmentShare Reports Fourth Quarter andFull-Year 2025 Financial Results (Form 8-K)

EquipmentShare Reports Fourth Quarter and
Full-Year 2025 Financial Results

•Total revenue of $1,572 million for the fourth quarter and $4,379 million for the full-year.

•Rental Segment(1) revenue of $772 million for the fourth quarter, an increase of 35% year over year, and full-year revenue of $2,724 million, an increase of 34% year over year.

•Net income of $65 million for the fourth quarter and $40 million for the full-year.

•Adjusted Core EBITDA(2) of $559 million for the fourth quarter and $1,667 million for the full-year.

•Mature rental location(1) adjusted EBITDA margins were 54% for the full-year.

•Mature rental location(1) return on invested capital was 16.5% for the full year.

•385 locations(4) with 95 new locations opened during the full-year.

Columbia, MO. - - (Business Wire) - - EquipmentShare.com Inc (Nasdaq: EQPT) ("EquipmentShare" or the "Company") today reported financial results for the fourth quarter and year ended December 31, 2025 which can be found on EquipmentShare's website at https://ir.equipmentshare.com/.

"We delivered strong results in 2025, with Rental Segment revenue growing 34% to $2.7 billion," said Jabbok Schlacks, Co-Founder and Chief Executive Officer of EquipmentShare. "I am proud of how our team executed through the IPO process while continuing to scale the business, opening 95 new sites and ending the year with 385 operational locations. Looking to 2026, we see a supportive industry backdrop as infrastructure, data center, manufacturing, and energy projects continue to drive larger and more complex jobsites. We believe our position as a fully integrated jobsite solutions provider, enabled by T3 and supported by the capital-efficient scaling of the OWN Program, positions us to continue gaining share through disciplined growth."

"2025 was a milestone year for EquipmentShare, as we continued to deliver strong growth and scale T3," said Willy Schlacks, Co-Founder and President of EquipmentShare. "For more than a decade, we have been building T3 to connect the jobsite from sensor to server and create a more unified operating environment for construction. That connected platform, combined with the physical distribution business we have built, has given us a differentiated dataset across equipment, utilization, diagnostics, and service workflows. Capabilities enabled by AI are now accelerating that advantage across product development, how we run the business, and the tools we provide customers to improve uptime, visibility, and efficiency."

Financial Summary

			Three Months Ended																		Year Ended
($ in millions, except for operational locations)			December 31,																		December 31,
			2025						2024						% change						2025						2024						% change
Total revenue			$1,572						$1,553						1%						$4,379						$3,764						16%
Equipment Rental and Services Operations			$772						$570						35%						$2,724						$2,035						34%
Equipment Sales			$751						$968						(22)%						$1,541						$1,676						(8)%
All Other			$49						$15						227%						$114						$53						115%
OWN Program payouts			$202						$132						53%						$714						$420						70%
Net income			$65						$50						30%						$40						$3						1,233%
Adjusted Core EBITDA(2)			$559						$418						34%						$1,667						$1,260						32%
New market startup costs(3)			$66						$67						(1)%						$252						$197						28%
Operational locations(4)			385						290						33%						385						290						33%
Original Equipment Cost			$8,780						$6,601						33%						$8,780						$6,601						33%

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(1)Refers to the Equipment Rental and Services Operations segment.

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(2)Adjusted Core EBITDA is a non-GAAP measure. See "Non-GAAP Financial Measures" for additional information on non-GAAP financial measures and a reconciliation to the most comparable GAAP measures.

(3)New market start up costs attributable to new locations open less than twelve months.

(4)Includes 352 full-service rental locations (166 growth and 186 mature), 24 building materials locations, and 9 dealerships as of December 31, 2025, and 267 full-service rental locations (144 growth and 123 mature), 15 building materials locations, and 8 dealerships as of December 31, 2024. Growth sites refers to full-service rental locations opened 24 months or less. Mature sites refers to full-service rental locations opened greater than 24 months.

Fourth Quarter 2025 Results

•Rental Segment(1) revenue increased 35% to $772 million due to significant customer demand which drove continued expansion of the Company's operational location footprint and an increase in the size of the Company's managed fleet.

•Equipment sales ("Sales Segment") revenue decreased 22% to $751 million primarily due to our disciplined and selective equipment sales into the OWN Program. The Company continues to experience high market demand and remained oversubscribed for the OWN Program.

•The Company opened 14 operational locations during the fourth quarter, including 12 full-service rental locations and 2 building material locations.

•The Company's original equipment cost ("OEC") under management increased $727 million in the fourth quarter to $8,780 million.

Full-Year 2025 Results

•Rental Segment(1) revenue increased 34% to $2,724 million due to significant customer demand which drove continued expansion of the Company's operational location footprint and increase in the size of the Company's managed fleet.

•Equipment Sales Segment revenue decreased 8% to $1,541 million primarily due to disciplined and selective equipment sales into the OWN Program compared to the prior year. The Company continues to experience high market demand for the OWN Program and remained oversubscribed across investor channels.

•Net income increased $37 million to $40 million primarily due to improved business performance, partially offset by $31 million of higher total other expense, net.

•Adjusted Core EBITDA increased $407 million to $1,667 million due to the continued expansion of our full-service rental location footprint and maturation of existing rental sites within the Rental Segment(1). The Company believes the earnings power embedded in our branch network continues to increase as recently opened locations mature, which should support earnings growth and margin expansion over time.

•The Company opened a total of 95 operational locations for the year, including 85 full-service rental locations, 9 building material locations, and 1 dealership location. In conjunction with the opening of these new sites, the Company incurred $252 million of new market startup costs for the year. The Company estimates more than 75% of first-year revenue in newly opened rental locations came from existing customers already renting from EquipmentShare in other markets, reflecting the durability of customer relationships and the repeatability of the Company's expansion model.

•The Company's OEC under management grew to $8,780 million throughout the year comprising of $3,740 million of EquipmentShare owned fleet, $4,942 million of OWN Program fleet, and $98 million of equipment on operating leases. In addition, the appraised value of the OWN Program fleet was $4,069 million as of December 31, 2025.

•Net rental equipment CAPEX(5) for the year was $620 million after gross purchases of rental equipment of $1,780 million, up from $263 million after gross purchases of rental equipment of $1,586 million in 2024.

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•As of December 31, 2025, total available liquidity was $1,345 million, which included availability on the asset-based revolving credit facility of $1,039 million and cash and cash equivalents of $306 million.

•Net leverage increased to 3.2x as of December 31, 2025, from 2.8x as of December 31, 2024. The leverage ratio(6) as of December 31, 2025 on a pro forma basis reflecting the impact of proceeds from the Company's initial public offering was 2.4x.

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(5)Reflects capital expenditures related to our rental equipment fleet, net of proceeds from the sale of rental equipment.

(6)See "Net Debt and Leverage Calculation" for additional information on our calculation of the net leverage ratio.

2026 Outlook

			Year Ending
			December 31, 2026
($ in millions, except for full-service rental locations)			(Guidance)
			Low						High
OEC			$9,975						$11,025
Full-Service Rental Locations(7)			421						429
Total Revenue			$5,051						$5,471
Rental Segment(1) Revenue			$3,311						$3,587
OWN Program Payouts			$891						$947
Adjusted Core EBITDA			$1,813						$1,925
Gross Rental Capex			$2,106						$2,328
Net Rental CapEx			$759						$839
OWN Program % of OEC			55%						60%

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(7)The Company anticipates the total number of mature rental site locations within our Rental Segment to be 264 sites by the end of 2026, up from 186 for the year ended December 31, 2025.

We cannot provide a reconciliation between the expected non-GAAP measures and the most directly comparable GAAP measures for the period reflected above because certain significant information required for such reconciliation is not available without unreasonable efforts. This is due to the inherent difficulty of forecasting the timing or amounts of these items that have not yet occurred and are out of the Company's control or cannot be reasonably predicted. These items are uncertain, depend on various factors, and could have a material impact on GAAP reported results.

Conference Call

EquipmentShare will hold a conference call discussing fourth quarter and full year 2025 financial results tomorrow, Thursday, March 19, 2026 at 7:30 a.m. Central Time. The conference call will be available live via a webcast at ir.equipmentshare.com. Alternatively, the call will be accessible by dialing 404-975-4839 (local) or 833-470-1428 (toll-free). The passcode for both numbers is 814997. A replay of the webcast will also be hosted on the EquipmentShare investor relations website.

About EquipmentShare

Founded in 2015 and headquartered in Columbia, Missouri, EquipmentShare is a nationwide construction technology and equipment solutions provider dedicated to transforming the construction industry through innovative tools, platforms and data-driven insights. By empowering contractors, builders and equipment owners with its proprietary technology, T3Ⓡ, EquipmentShare aims to drive productivity, efficiency and collaboration across the construction sector. With a comprehensive suite of solutions that includes a fleet management platform, telematics devices and a best-in-class equipment rental marketplace, EquipmentShare continues to lead the industry in building the future of construction. EquipmentShare is listed on the Nasdaq stock exchange under the stock symbol EQPT. For more information, visit https://www.equipmentshare.com.

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