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
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
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 *

Magee Leslie S
2. Issuer Name and Ticker or Trading Symbol

H&E Equipment Services, Inc. [ HEES ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
CFO & Secretary
(Last)          (First)          (Middle)

C/O H&E EQUIPMENT SERVICES, INC., 7500 PECUE LANE
3. Date of Earliest Transaction (MM/DD/YYYY)

8/1/2022
(Street)

BATON ROUGE, LA 70809
(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 Stock, par value $0.01 per share 8/1/2022  A(1)  18657 A$0.00 120584 D  
Common Stock, par value $0.01 per share 8/1/2022  F(2)  1580 D$34.98 119004 D  

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 Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) Restricted stock grant under the Company's 2016 Stock-Based Incentive Compensation Plan. The shares of restricted stock will vest over three years as follows: 6,219 shares on August 1, 2023, 6,219 shares on August 1, 2024 and 6,219 shares on August 1, 2025.
(2) Return of securities to the Company in payment of Reporting Person's tax liability in connection with the vesting of previously issued restricted stock under the Company's Stock-Based Incentive Compensation Plan.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Magee Leslie S
C/O H&E EQUIPMENT SERVICES, INC.
7500 PECUE LANE
BATON ROUGE, LA 70809


CFO & Secretary

Signatures
/s/ Leslie S. Magee Attorney-in-Fact8/3/2022
**Signature of Reporting PersonDate


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 4(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).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
H and E Equipment Services (NASDAQ:HEES)
Historical Stock Chart
From Feb 2024 to Mar 2024 Click Here for more H and E Equipment Services Charts.
H and E Equipment Services (NASDAQ:HEES)
Historical Stock Chart
From Mar 2023 to Mar 2024 Click Here for more H and E Equipment Services Charts.