Item 5.02 Departure of Directors or Principal Officers; Election of Directors;

Appointment of Principal Officers




Effective August 11, 2021, the Board of Directors (the "Board") of United
Rentals, Inc. (the "Company") approved increasing the size of the Board from
eleven (11) directors to twelve (12) directors and appointing Larry Dean DeShon
as an independent director of the Company to fill the vacancy.
As compensation for his service on the Board, Mr. De Shon will receive
(i) annual retainer fees of $120,000 for serving as director; and (ii) an annual
equity grant of $150,000 (which will
be pro-rated for
2021, his initial year of appointment) in fully vested restricted stock units,
generally to be paid after three years (subject to acceleration in certain
circumstances). Mr. De Shon also will be eligible to participate in a medical
benefits program (comparable to that offered to our employees), at his own cost,
and in the Company's Deferred Compensation Plan for Directors, under which our
non-employee
directors may elect to defer receipt of the fees that would otherwise be payable
to them. In accordance with the Company's customary practice, the Company
entered into an indemnification agreement with Mr. De Shon substantially in the
form filed as Exhibit 10(a) to the Company's Form
10-Q
filed on October 15, 2014.
Board committee appointments will be decided at a future date.
There are no arrangements or understandings between Mr. De Shon and any other
persons pursuant to which he was selected as a director, and there are no
transactions involving Mr. De Shon that are required to be disclosed pursuant to
Item 404(a) of
Regulation S-K.

Item 7.01 Regulation FD Disclosure.




A copy of the press release issued by the Company on August 11, 2021, which
announces the appointment of Mr. De Shon, is attached hereto as Exhibit 99.1.
The copy of the Company's press release is being furnished as Exhibit 99.1 to
this Current Report on Form
8-K.
Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the
liabilities under that Section and shall not be deemed to be incorporated by
reference into any filing of the Company under the Securities Act of 1933 or the
Exchange Act.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits



99.1      Press Release of United Rentals, Inc.

104     Cover Page Interactive Data File (embedded within the Inline XBRL document)

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