Heidi D. Lewis - Feb 27, 2025 Form 4 Insider Report for Target Hospitality Corp. (TH)

Role: EVP, General Counsel & Sec
Signature: /s/ Heidi D. Lewis
Stock symbol: TH
Transactions as of: Feb 27, 2025
Transactions value $: -$8,926
Form type: 4
Date filed: 3/3/2025, 05:03 PM
Previous filing: Feb 26, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TH	Common Stock, par value $0.0001 per share	Options Exercise		+6.54K	+4.33%		158K	Mar 1, 2025	Direct	F1
transaction	TH	Common Stock, par value $0.0001 per share	Tax liability	-$8.93K	-1.59K	-1.01%	$5.61	156K	Mar 1, 2025	Direct	F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	TH	Restricted Stock Units	Award	$0	+35.7K	+97.35%	$0.00	72.4K	Feb 27, 2025	Common Stock	35.7K		Direct	F1, F2, F3
transaction	TH	Restricted Stock Units	Options Exercise	$0	-6.54K	-9.03%	$0.00	65.9K	Mar 1, 2025	Common Stock	6.54K		Direct	F1, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each Restricted Stock Unit ("RSU") represents a contingent right to receive upon vesting one share of common stock of the Issuer, par value $0.0001 per share ("Common Stock") or its cash equivalent.
F2	On February 27, 2025, the Reporting Person was granted 35,714 RSUs which vest in four equal annual installments on each of the first four anniversaries of the grant date beginning February 27, 2026, subject to the terms and conditions of the previously disclosed Target Hospitality Corp. 2019 Incentive Award Plan, as amended (the "Plan") and the RSU agreement entered into between the Issuer and the Reporting Person.
F3	Total includes, in addition to 35,714 RSUs on February 27 2025, unvested RSUs from the following grants: 18,460 RSUs granted on February 29, 2024 which vest in four annual installments on each of the first four anniversaries of the grant date beginning on March 1, 2025; 7,692 RSUs granted on March 1, 2023, which vest in four equal installments on each of the first four anniversaries of the grant date beginning on March 1, 2024; and 49,834 RSUs granted on February 24, 2022 which vest in four equal installments on each of the first four anniversaries of the grant date beginning on February 24, 2023. Awards are subject to the terms of the respective RSU award agreements and subject to the Plan.
F4	Restricted stock units withheld for payment of tax liability upon vesting of 6,538 RSUs on March 1, 2025. Stock price reflects closing stock price as of February 28, 2025, the last trading day prior to vesting.