TDR Capital II Investments LP sold TH

October 1, 2026 · Form 4 insider transaction

TDR Capital II Investments LP sold 11,000,000 shares of Target Hospitality Corp. at $18.40 per share, a transaction worth $202.40M. The trade was recorded as open-market sale and disclosed on an SEC Form 4, filed 4 days after the transaction.

Direction
Disposed (sell-side)
Shares
11,000,000
Price
$18.40
Total value
$202.40M
Role—
SecurityCommon Stock, par value $0.0001 per share
Transaction codeS: Open-market sale
Transaction dateOctober 1, 2026
Filing dateOctober 5, 2026
Shares owned after16,226,363
OwnershipIndirect
10b5-1 planNo
AmendedNo

Footnotes

On October 1, 2026, MFA Global S.a r.l. (in liquidation) ("MFA Global") and Arrow Holdings S.a r.l. ("Arrow") sold an aggregate of 11,000,000 shares of common stock, par value $0.0001 per share of the Issuer (the "Common Stock"), in an open market sale at a price per share of $18.40.; Includes (i) 12,334,735 shares of Common Stock held by Arrow and (ii) 3,891,628 shares of Common Stock held by MFA Global.; As the controlling shareholder of Arrow, TDR Capital II Investments LP may be deemed the beneficial owner of the securities of the Issuer held by Arrow. Sapphire Holding S.a r.l. is the direct shareholder of Arrow and wholly owned by TDR Capital II Investments LP.; MFA Holding S.a r.l. ("MFA Holding") is the controlling shareholder of MFA Limited Partnership SLP ("MFA SLP" and together with MFA Holdings and MFA Global, the "MFA Entities"), which is the controlling shareholder of MFA Global. TDR Capital II Investments LP, as the controlling shareholder of MFA Holding, may be deemed the beneficial owner of the securities of the Issuer held by MFA Global. As manager of TDR Capital II Investments LP, TDR Capital LLP may be deemed the beneficial owner of such securities of the Issuer held by Arrow and MFA Global. As a founding partner of TDR Capital LLP, Manjit Dale may be deemed the beneficial owner of such securities of the Issuer held by Arrow and MFA Holding. As managing partners of TDR Capital LLP, Gary Lindsay and Thomas Mitchell may be deemed the beneficial owners of such securities of the Issuer held by Arrow and MFA Holding.; Each of TDR Capital II Investments LP, TDR Capital LLP, Manjit Dale, Gary Lindsay and Thomas Mitchell (the "TDR Persons") may be deemed the beneficial owner of all or a portion of the securities reported herein. Each of the TDR Persons disclaims beneficial ownership of the securities of the Issuer, except to the extent of its or his pecuniary interest therein. The filing of this report shall not be deemed an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended or otherwise, the TDR Persons are the beneficial owners of any of the securities reported herein.

View the original Form 4 on SEC EDGAR