WillScot Holdings Corp 2025年度报告

FORM 10-K WILLSCOT HOLDINGS CORPORATION (Exact name of registrant as specified in its charter)Delaware82-3430194(State or other jurisdiction of incorporation)(I.R.S. Employer Identification No.) 6400 East McDowell Road, Suite 300Scottsdale, Arizona 85257(Address of principal executive offices) (Zip code)(480) 894-6311(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Trading Symbol(s)WSC Common Stock, par value $0.0001 per share Securities registered pursuant to Section 12(g) of the Act: None. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☒No☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for thepast 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of RegulationsS-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerginggrowth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of theExchange Act. Accelerated filer☐Smaller reporting company☐Emerging growth company☐ Large accelerated filer☒Non-accelerated filer☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revisedfinancial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control overfinancial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its auditreport.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filingreflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by anyof the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐No☒ The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant, computed by reference to the price at which thecommon equity was last sold as of June 30, 2025 (the last business day of the registrant’s most recently completed second fiscal quarter), was approximately $4.9billion. Shares of Common Stock, par value $0.0001 per share, outstanding: 180,854,438 shares at February13, 2026. Documents Incorporated by Reference The information required by Part III of this Annual Report on Form,10-K, to the extent not set forth herein, is incorporated herein by reference from the registrant'sdefinitive proxy statement for its 2026 annual meeting of stockholders, which definitive proxy statement will be filed with the US Securities and ExchangeCommission within 120 days after the end of the fiscal year to which this Annual Report on Form 10-K relates. Cautionary Note Regarding Forward Looking Statements This Annual Report on Form10-K contains forward-looking statements within the meaning of the US Private Securities LitigationReform Act of 1995 and Section 21E of the Securities Exchange Act of 1934 as amended (the "Exchange Act"). The words “estimates,”“expects,” “anticipates,” “believes,” “forecasts,” “plans,” “intends,” “may,” “will,” “should,” “shall,” “outlook,” “guidance,” and variations of thesewords and similar expressions identify forward-looking statements, which are generally not historical in nature and relate to expectations forfuture financial performance or business strategies or objectives. Forward-looking statements are subject to a number of risks, uncertainties,assumptions and other important factors, many of which are outside our control, which could cause actual results or outcomes to differ materiallyfrom those discussed in or implied by