RCII Rent A Center Inc

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES                                                                                   
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940                       

1. Name and Address of Reporting Person * Skula Catherine M	2. Issuer Name and Ticker or Trading Symbol RENT A CENTER INC DE [ RCII ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) EVP - Franchising
(Last)          (First)          (Middle) 5501 HEADQUARTERS DRIVE	3. Date of Earliest Transaction (MM/DD/YYYY) 2/16/2020
(Street) PLANO, TX 75024 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common	2/16/2020		A		42658.0000	A(1)	$0.0000	69748.0000	D
Common	2/16/2020		F		1594.0000 (2)	D	$27.9700	68154.0000	D
Common	2/16/2020		F		13451.0000 (3)	D	$27.9700	54703.0000	D
Common								102.0000	I	By Deferred Compensation Plan

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:
(1)	The Company's relative TSR over the three-year measurement period ending December 31, 2019, established in connection with performance-based restricted stock units granted to the reporting person on February 16, 2017, ranked in the 98th percentile, resulting in the vesting of 200% of such performance-based restricted stock units.
(2)	Number of shares withheld to cover taxes with respect to time-based restricted stock units which vested on February 16, 2020 (upon completion of three years of continuous employment from grant date of February 16, 2017).
(3)	Number of shares withheld to cover taxes with respect to performance-based restricted stock units which vested on February 16, 2020.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Skula Catherine M 5501 HEADQUARTERS DRIVE PLANO, TX 75024			EVP - Franchising

Signatures
/s/ Catherine M. Skula		2/18/2020
**Signature of Reporting Person		Date