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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549  
Form 8-K   
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): AUGUST 15, 2024
CUSTOM TRUCK ONE SOURCE, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 001-38186 84-2531628
(State or other jurisdiction
of incorporation)		 (Commission
File Number)		 (IRS Employer
Identification No.)
 
7701 Independence Avenue
Kansas City, Missouri
64125
(Address of principal executive offices)(Zip Code)
(816) 241-4888
(Registrant’s telephone number, including area code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report) 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) 
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) 
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common Stock, $0.0001 par valueCTOSNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 
Emerging growth company ☐
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 revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 15, 2024, Rahman D’Argenio informed Custom Truck One Source, Inc. (the “Company”) of his decision to resign as a member of the Board of Directors (the “Board”) of the Company and the Compensation Committee of the Board, effective August 16, 2024. Mr. D’Argenio’s resignation is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

Mr. D’Argenio had been nominated to the Board as a designee of Energy Capital Partners (“ECP”), pursuant to the Amended and Restated Stockholders’ Agreement, dated as of April 1, 2021 (as amended and restated from time to time, the “Stockholders’ Agreement”). ECP does not intend to designate a replacement candidate for Mr. D’Argenio but retains the right to do so under the Stockholders’ Agreement.

On August 19, 2024, the Board reduced the size of the Board from eleven to ten members upon Mr. D’Argenio’s departure.




SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date:August 20, 2024Custom Truck One Source, Inc.
   
/s/ Christopher J. Eperjesy
  Christopher J. Eperjesy
Chief Financial Officer




v3.24.2.u1
Cover Page
Aug. 15, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Aug. 15, 2024
Entity Registrant Name CUSTOM TRUCK ONE SOURCE, INC.
Entity Incorporation, State or Country Code DE
Entity File Number 001-38186
Entity Tax Identification Number 84-2531628
Entity Address, Address Line One 7701 Independence Avenue
Entity Address, City or Town Kansas City
Entity Address, State or Province MO
Entity Address, Postal Zip Code 64125
City Area Code 816
Local Phone Number 241-4888
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.0001 par value
Trading Symbol CTOS
Security Exchange Name NYSE
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0001709682
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