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Ownership Document |
Schema Version: X0508 |
Document Type: 4 |
Period of Report: 11/16/23 |
Issuer: |
| Issuer CIK: 4457 |
| Issuer Name: U-Haul Holding Co /NV/ |
| Issuer Trading Symbol: UHAL UHALB |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1134431 |
| | Owner Name: SHOEN MARK V |
| Reporting Owner Address: |
| | Owner Street 1: 207 E CLARENDON AVE |
| | Owner Street 2: |
| | Owner City: PHOENIX |
| | Owner State: AZ |
| | Owner ZIP Code: 85012 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
Aff 10b5 One: 0 |
Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Series N Common Stock |
| | Transaction Date: |
| | | Value: 11/16/23 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: J |
| | | Equity Swap Involved? No |
| | | Footnote ID: F1 |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 132,500 |
| | | Transaction Price Per Share: |
| Footnote ID: F1 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 67,933,456 |
| Footnote ID: F2 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| Footnote ID: F3 |
| | | Nature of Ownership: |
| Value: Willow Grove Holdings LP |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Series N Common Stock |
| | Transaction Date: |
| | | Value: 11/16/23 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: J |
| | | Equity Swap Involved? No |
| | | Footnote ID: F1 |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 132,500 |
| | | Transaction Price Per Share: |
| Footnote ID: F1 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 132,500 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| Footnote ID: F4 |
| | | Nature of Ownership: |
| Value: MVS-029 Trust |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Series N Common Stock |
| | Transaction Date: |
| | | Value: 11/16/23 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | | Footnote ID: F5 |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 132,500 |
| | | Transaction Price Per Share: |
| Value: 52.43 |
| Footnote ID: F5 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 0 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| Footnote ID: F4 |
| | | Nature of Ownership: |
| Value: MVS-029 Trust |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Series N Common Stock |
| | Transaction Date: |
| | | Value: 11/16/23 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: P |
| | | Equity Swap Involved? No |
| | | Footnote ID: F5 |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 132,500 |
| | | Transaction Price Per Share: |
| Value: 52.43 |
| Footnote ID: F5 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 192,863 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| Footnote ID: F6 |
| | | Nature of Ownership: |
| Value: Shoen Family Revocable Trust |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Series N Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 225,954 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| Footnote ID: F7 |
| | | Nature of Ownership: |
| Value: EJS-028 Trust |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Series N Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 7,921,143 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| Footnote ID: F3 |
| | | Nature of Ownership: |
| Value: Blackwater Investments, Inc. |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Series N Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 42,962 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 24,900 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| Footnote ID: F3 |
| | | Nature of Ownership: |
| Value: SAC Holding Corporation |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,324,000 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| Footnote ID: F3 |
| | | Nature of Ownership: |
| Value: Clarendon Strategies, LLC |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 7,562,884 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| Footnote ID: F3 |
| | | Nature of Ownership: |
| Value: Willow Grove Holdings LP |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 25,106 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| Footnote ID: F7 |
| | | Nature of Ownership: |
| Value: EJS-028 Trust |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 880,127 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| Footnote ID: F3 |
| | | Nature of Ownership: |
| Value: Blackwater Investments, Inc. |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 6,707 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| Footnote ID: F6 |
| | | Nature of Ownership: |
| Value: Shoen Family Revocable Trust |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 4,770 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
Footnotes: |
| Footnote - F1: Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Willow Grove Holdings LP ("Willow Grove") to the MVS-029 Trust, one of its limited partners, without additional consideration. |
| Footnote - F2: This number has been updated to reflect a clerical error in the Form 4 filed on March 27, 2023, which incorrectly reported the number of shares of Series N Common Stock beneficially owned by Willow Grove as 68,056,956. The correct number of shares was 68,065,956. |
| Footnote - F3: Willow Grove is owned and controlled by Foster Road LLC and various trusts associated with the Reporting Person and Edward J. Shoen. Foster Road LLC is the general partner of Willow Grove and is managed by the Reporting Person and Stuart Shoen. Blackwater Investments, Inc. ("Blackwater") is a wholly-owned subsidiary of Willow Grove. Clarendon Strategies, LLC ("Clarendon") and SAC Holding Corporation ("SAC") are wholly-owned subsidiaries of Blackwater. The Reporting Person disclaims beneficial ownership of shares held directly and indirectly by Willow Grove, Clarendon, Blackwater and SAC except to the extent of his pecuniary interest therein. |
| Footnote - F4: Includes shares held by the MVS-029 Trust for which the Reporting Person is the trustee and one of the beneficiaries. The Reporting Person disclaims beneficial ownership of shares held by the MVS-029 Trust except to the extent of his pecuniary interest therein. |
| Footnote - F5: Represents the transfer of shares from the MVS-029 Trust to the Shoen Family Revocable Trust in exchange for the partial satisfaction of a promissory note issued by the MVS-029 Trust and held by the Shoen Family Revocable Trust. The price reported represents the average of the high and low price of the Issuer's Series N Common Stock on the New York Stock Exchange on November 16, 2023. |
| Footnote - F6: Includes shares held by the Shoen Family Revocable Trust for which the Reporting Person is the trustee and the Reporting Person and his spouse are the beneficiaries. |
| Footnote - F7: Includes shares held by the EJS-028 Trust for which the Reporting Person is the trustee. The Reporting Person disclaims beneficial ownership of shares held by the EJS-028 Trust and the filing of this Form 4 shall not be deemed an admission that he is the beneficial owner of the securities for purposes of Section 16 of the Exchange Act or for any other purpose. |
Owner Signature: |
| Signature Name: /s/ Stuart M. Shoen, Attorney-in-Fact |
| Signature Date: 11/17/23 |