X0305 4 2012-05-22 0 0001339605 H&E Equipment Services, Inc. HEES 0001083166 BRUCKMANN BRUCE C/O H&E EQUIPMENT SERVICES, INC. 11100 MEAD ROAD, SUITE 200 BATON ROUGE LA 70816 1 0 0 0 Common Stock, par value $0.01 2012-05-22 4 A 0 928 0.00 A 919137 D Common Stock, par value $0.01 190882 I By Bruce C. Bruckmann Family Trust Common Stock, par value $0.01 73344 I By Bruce C. Bruckmann 1999 Gift Trust Common Stock, par value $0.01 5961 I By BCB Family Partners, L.P. Common Stock, par value $0.01 34148 I By Nancy A. Zweng Restricted stock grant under the Company's 2006 Stock-Based Incentive Compensation Plan, as amended. The shares of restricted stock will vest over three years as follows: 309 shares on May 22, 2013; 309 shares on May 22, 2014; and 310 shares on May 22, 2015. These shares are held in a trust for the benefit of the Reporting Person's children. The Reporting Person's former spouse is the trustee of the trust. The Reporting Person disclaims beneficial ownership of these shares. These shares are held in a trust for the benefit of the Reporting Person's children. The Reporting Person is the trustee of the trust. The Reporting Person disclaims beneficial ownership of these shares. The Reporting Person may be deemed to share beneficial ownership of shares held by BCB Family Partners, L.P. by virtue of his holding power of attorney for BCB Family Partners, L.P. The Reporting Person expressly disclaims beneficial ownership of any shares held by BCB Family Partners, L.P. Mr. Bruckmann may be deemed to share beneficial ownership of shares held by Nancy A. Zweng by virtue of his holding power of attorney for Nancy A. Zweng. Mr. Bruckmann expressly disclaims beneficial ownership of any shares held by Nancy A. Zweng. /s/ W. Scott Bozzell Attorney-in-Fact 2012-05-23