01/22/2026 | Press release | Distributed by Public on 01/22/2026 16:23
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | |||
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1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Stock Option (Right to Buy) | (3) | 06/15/2031 | Common Stock(1) | 1,687,832(1) | $4.22 | D | |
| Series C-1 Preferred Stock | (4) | (4) | Common Stock(4) | 28,392 | (4) | D | |
| Series A-1 Preferred Stock | (5) | (5) | Common Stock(5) | 3,897,223 | (5) | I | By EQS Heritage Holdings LLC(2) |
| Series A-2 Preferred Stock | (6) | (6) | Common Stock(6) | 51,168 | (6) | I | By EQS Heritage Holdings LLC(2) |
| Series C-2 Preferred Stock | (7) | (7) | Common Stock(7) | 785,715 | (7) | I | By EQS Heritage Holdings LLC(2) |
| Series D Preferred Stock | (8) | (8) | Common Stock(8) | 6,050,275 | (8) | I | By EQS Heritage Holdings LLC(2) |
| Series D Preferred Stock | (8) | (8) | Common Stock(8) | 714,285 | (8) | I | By EQS Legacy Holdings LLC(9) |
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Schlacks Jabbok C/O EQUIPMENTSHARE.COM INC. 5710 BULL RUN DRIVE COLUMBIA, MO 65201 |
X | Co-Founder & CEO | Member of 10% owner group | |
| /s/John Griffin, attorney-in-fact for Jabbok Schlacks | 01/22/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Immediately prior the completion of the Issuer's initial public offering of its Class A Common Stock, each share of Common Stock held by the reporting person will be reclassified into one share of Class A Common Stock pursuant to a reclassification exempt under Rule 16b-7 (the "Reclassification"), and, immediately thereafter, each share of Class A Common Stock held directly by the reporting person will be exchanged for one share of Class B Common Stock. |
| (2) | The reporting person is a managing member of EQS Heritage Holdings LLC and, jointly with William John Schlacks, has controlling voting and dispositive power with regard to the shares held by the entity. The reporting person disclaims beneficial ownership of such securities for purposes of Section 16, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose. |
| (3) | The stock options are fully vested. |
| (4) | Immediately prior the completion of the Issuer's initial public offering of its Class A Common Stock, each share of Series C-1 Preferred Stock held by the reporting person will be reclassified into one share of Class A Common Stock pursuant to the Reclassification, and, immediately thereafter, each share of Class A Common Stock held directly by the reporting person will be exchanged for one share of Class B Common Stock. |
| (5) | Immediately prior the completion of the Issuer's initial public offering of its Class A Common Stock, each share of Series A-1 Preferred Stock held by the reporting person will be reclassified into one share of Class A Common Stock pursuant to the Reclassification. |
| (6) | Immediately prior the completion of the Issuer's initial public offering of its Class A Common Stock, each share of Series A-2 Preferred Stock held by the reporting person will be reclassified into one share of Class A Common Stock pursuant to the Reclassification. |
| (7) | Immediately prior the completion of the Issuer's initial public offering of its Class A Common Stock, each share of Series C-2 Preferred Stock held by the reporting person will be reclassified into one share of Class A Common Stock pursuant to the Reclassification. |
| (8) | Immediately prior the completion of the Issuer's initial public offering of its Class A Common Stock, each share of Series D Preferred Stock held by the reporting person will be reclassified into one share of Class A Common Stock pursuant to the Reclassification. |
| (9) | The reporting person is a managing member of EQS Legacy Holdings LLC and, jointly with William John Schlacks, has controlling voting and dispositive power with regard to the shares held by the entity. The reporting person disclaims beneficial ownership of such securities for purposes of Section 16, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose. |
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Remarks: Exhibit List - Exhibit 24 - Power of Attorney |
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