Exhibit 19.1

H&E EQUIPMENT SERVICES, INC.

INSIDER TRADING

POLICY

ADOPTED: February 22, 2006

REVISED: August 16, 2011

REVISED: February 12, 2015

REVISED: February 7, 2025

This Statement covers a fundamental principle which each employee and director must follow: It is the Company’s policy that it will without exception comply with the securities laws of the United States. Each employee and each director is expected to abide by this policy. When carrying out Company business, employees and directors must avoid any activity that violates applicable state and federal securities laws or regulations.

The foregoing principle is described in more detail below. A description of certain applicable securities laws and related policies is set forth in Sections III and IV of the Statement. The Statement does not describe every securities law or regulation which will affect the Company and its business, but attempts to familiarize employees and directors with the securities laws to which they must pay particular attention to ensure the Company’s compliance with those laws. Of course, employees and directors are expected to comply with all applicable laws.

In meeting the standards set forth in this Statement, it is essential that each employee and director conduct the Company’s business with honesty and integrity. Each employee and each director contributes to the Company’s overall reputation. Therefore, each employee and each director must accept individual responsibility for ensuring that these standards are implemented.

The following guidelines should be followed in order to ensure compliance with applicable antifraud laws and with the Company’s policies:

No one may give trading advice of any kind about the Company to anyone while possessing material inside information about the Company, except to advise others not to trade if doing so might violate the law or this policy. The Company strongly discourages all directors, officers and related parties from giving trading advice concerning the Company to third parties even when the director or officer does not possess material inside information about the Company.

As a condition of the affirmative defense before trading can commence under a 10b5-1 Plan, a cooling-off period is required for directors and officers until the later of: (1) 90 days following the 10b5-1 Plan adoption (or modification); or (2) two business days following the filing of the Form 10-Q or Form 10-K, as applicable, for the fiscal quarter in which the 10b5-1 Plan was adopted or modified (but not to exceed 120 days after adopting or modifying the 10b5-1 Plan). Persons other than directors or officers (such as employees) must comply with a 30-day cooling-off period. The cooling-off period applies to the adoption of a 10b5-1 Plan and also to

the modification of a 10b5-1 Plan that changes the amount, price or timing of the purchase or sale of the securities under the 10b5-1 Plan.

An insider must act in good faith and not enter into a 10b5-1 Plan as part of a plan or scheme to evade the insider trading laws. When adopting a new or modified 10b5-1 Plan, as a condition to the availability of the affirmative defense, a director or officer must include in the 10b5-1 Plan a written representation certifying that at the time of the adoption of a new or modified 10b5-1 Plan:

Insiders may not utilize the affirmative defense for (1) trades under a 10b5-1 Plan when the insider maintains another 10b5-1 Plan, or subsequently enters into an additional overlapping 10b5-1 Plan, for open market purchases or sales of any class of securities of the Company, or (2) a single-trade plan if the insider had, within a 12-month period, purchased or sold securities of the Company pursuant to another single-trade plan. Overlapping 10b5-1 Plans may be permitted where an individual (1) enters into more than one 10b5-1 Plan with different broker-dealers or other agents and treats the 10b5-1 Plans as a single 10b5-1 Plan so long as the 10b5-1 Plan complies with Rule 10b-5, (2) adopts a 10b5-1 Plan where the later-commencing plan has a cooling-off period that starts when the first plan terminates, or (3) enters into an additional 10b5-1 Plan solely to sell securities as necessary to satisfy tax withholding obligations arising solely from the vesting of a compensatory award.

An insider must enter into a 10b5-1 Plan in good faith and continue to act in good faith with respect to a 10b5-1 Plan. As such, an insider may not cancel or modify a 10b5-1 Plan in an effort to evade any limitations or influence timing of a corporate disclosure to occur before or after a planned trade to make such trade more profitable or to avoid or reduce a loss.

The Company requires 10b5-1 Plans and any amendments thereto to be approved in advance by the Compliance Officer, and for members of the Window Group, a 10b5-1 Plan and any amendments thereto may be adopted and approved only during a Window. Prior to such approval, the person establishing or amending such 10b5-1 Plan must certify to the Compliance Officer that (i) he or she is not in possession of material inside information concerning the Company, and (ii) he or she has received and read this Statement of Policy Regarding Trading Policies and had the opportunity to ask the Compliance Officer questions regarding the Statement. The Compliance Officer may exercise his or her absolute discretion in approving or disapproving a 10b5-1 Plan or any amendments thereto. Even with a validly created and approved 10b5-1 Plan, however, an insider is subject to the liability that may arise under Section 16 and must comply with Rule 144.

The cooling-off period, certification requirement and single plan limitation described above do not apply to Rule 10b5-1 Plans entered into prior to February 27, 2023, unless modified after such date.

In contrast, discretionary transactions by a participant in the Plan who is a Section 16 Individual are subject to the Section 16(a) reporting requirements. Discretionary transactions include (1) a participant’s election to transfer part or all of the participant’s Plan balance into (or out of) the Company stock fund (after such monies are originally contributed to the Plan and invested, when contributed, in the Company stock fund) and (2) any voluntary request by a participant for a cash withdrawal from the Company’s stock fund on an occasion other than the participant’s retirement or other termination of employment (e.g., a hardship withdrawal request).

Discretionary transactions by a Plan participant who is a Section 16 Individual will be exempt from the Section 16(b) short-swing profits rule only if the participant’s election to effect the transaction (e.g., the election to move out of the Company stock fund or the request for a hardship withdrawal) occurs at least six months after the participant’s most recent discretionary “opposite-way” purchase or sale election under the Plan. The election by a Plan participant who is a Section 16 Individual to effect a discretionary transaction under the Plan less than six months before or after an opposite-way discretionary transaction under the Plan will be subject to Section 16(b). For instance, if a participant elected to move some of his Plan account balance into the Company stock fund in October after he had elected to move some of his Plan account out of the Company stock fund in August, the transaction would be subject to the Section 16(b) short-swing profits rule as well as to the Section 16(a) reporting requirements. Plan participants who are Section 16 Individuals are urged to consult with the Company’s Compliance Officer prior to engaging in any Plan transaction that would be treated as a discretionary transaction.

The general prohibition against trading based on inside information (described at II.B. above) is equally applicable to Plan transactions. Therefore, discretionary transactions, including changes by a participant in the amount invested in the Company stock fund, while the participant is in possession of material inside information are prohibited. Additionally, Window Group members are prohibited from making changes in Plan designations outside of a Window or during any other blackout period, even if the participant is not in possession of material inside information. Plan participants who are Window Group members are urged to consult with the Company’s Compliance Officer prior to making any changes in Plan designations outside of a Window.

The U.S. securities laws regulate the sale and purchase of securities in the interest of protecting the investing public. U.S. securities laws give the Company, its officers and directors, and other employees the responsibility to ensure that information about the Company is not used unlawfully in the purchase and sale of securities.

All employees and directors should pay particularly close attention to the laws against trading on “inside” information. These laws are based upon the belief that all persons trading in a company’s securities should have equal access to all “material” information about that company. For example, if an employee or a director of a company knows material inside financial information, that employee or director is prohibited from buying or selling stock in the company until the information has been disclosed to the public. This is because the employee or director knows information that will probably cause the stock price to change, and it would be unfair for the employee or director to have an advantage (knowledge that the stock price will change) that the rest of the investing public does not have. In fact, it is more than unfair. It is considered to be fraudulent and illegal. Civil and criminal penalties for this kind of activity are severe.

The general rule can be stated as follows: It is a violation of the federal securities laws for a corporate insider to buy or sell securities if he or she is in possession of material inside information. Information is material if it could affect a person’s decision whether to buy, sell or hold the securities. It is inside information if it has not been publicly disclosed. Furthermore, it is illegal for any person in possession of material inside information to provide other people with such information or to recommend that they buy or sell the securities. (This is called “tipping”.) In that case, they may both be held liable. While it is not possible to identify all information that would be deemed “material,” the following types of information ordinarily would be considered material:

The rule applies to any and all transactions in the Company’s securities, including its common stock and options and warrants to purchase common stock (other than the exercise of employee stock options or warrants, but including the sale of shares acquired upon the exercise of employee stock options or warrants), and any other type of securities that the Company may issue, such as notes, preferred stock, convertible debentures, warrants and exchange-traded options or other derivative securities.

The Securities and Exchange Commission (the “SEC”), the stock exchanges and plaintiffs’ lawyers focus on uncovering insider trading. A breach of the insider trading laws could expose the insider to criminal fines up to $5,000,000 and imprisonment of up to twenty years, in addition to civil penalties (up to three times the profits earned), and injunctive actions. In addition, punitive damages may be imposed under applicable state laws. Securities laws also subject controlling persons to civil penalties for illegal insider trading by employees, including employees located outside the United States. Controlling persons include directors, officers, and supervisors. These persons may be subject to penalties of up to the greater of $1,000,000 or three times the profit realized or loss avoided by the insider trader. Inside information does not belong to the individual directors, officers or other employees who may handle it or otherwise become knowledgeable about it. It is an asset of the Company. For any person to use such information for personal benefit or to disclose it to others outside the Company violates the Company’s interests. More particularly, in connection with trading in the Company securities, it is a fraud against members of the investing public and against the Company. However, trading may be permitted while in possession of, but not on the basis of, material inside information, pursuant to a validly created and approved 10b5-1 Plan (described at II.F above) adopted in compliance with Rule 10b5-1 and this Statement.

The prohibition against trading on inside information applies to directors, officers and all other employees, and to other people who gain access to that information. Because of their access to confidential information on a regular basis, Company policy subjects its directors, certain employees and related parties (the “Window Group” as defined below) to additional restrictions on trading in the Company securities. The restrictions for the Window Group are discussed in II.E above. In addition, directors and certain employees with inside knowledge of material information may be subject to ad hoc restrictions on trading from time to time.

Additionally, the Company has designated those persons listed on Exhibit A attached hereto (“Section 16 Individuals”) as the directors and officers who are subject to the reporting provisions and trading restrictions of Section 16 of the Exchange Act. Except for those trades made pursuant to a validly created and approved 10b5-1 Plan, Section 16 Individuals must obtain prior approval of all trades in Company securities from the Compliance Officer in

accordance with the procedures set forth in Section F below. The Company will amend Exhibit A from time to time as necessary to reflect the addition, resignation or departure of Section 16 Individuals.

The Company has designated those persons listed on Exhibit B attached hereto as “Key Employees” because of their position with the Company as officers and/or their access to material inside information. Except for those trades made pursuant to a validly created and approved 10b5-1 Plan, Key Employees must obtain the prior approval of all trades in Company securities from the Compliance Officer in accordance with the procedures set forth in Section F below. The Company will amend Exhibit B from time to time as necessary to reflect the addition, resignation or departure of Key Employees.

The Window Group consists of (i) the persons listed on Exhibit A attached hereto, (ii) the persons listed on Exhibit B attached hereto, and (iii) such other persons as may be designated from time to time and informed of such status by the Company’s Compliance Officer. All references to members of the Window Group or “related parties” of a person in this Statement apply also to such persons’ spouses, members of their immediate families sharing the same household and any trust, partnership or other entity the investments of which any of the foregoing exercise discretion or investment influence or have direct or indirect power to control or, with respect to trusts only, have a beneficial interest.

The same rules against insider trading apply to other companies’ stocks. Employees, directors and related parties who learn material information about suppliers, customers, or competitors through their work at the Company should keep it confidential and not buy or sell stock in such companies until the information becomes public. Employees, directors and related parties should not give tips about such stocks.

Securities held in a margin account may be sold by the broker without the customer’s consent if the customer fails to meet a margin call. Likewise, securities pledged to a bank or financial institution may be sold without the customer’s consent if the customer fails to repay the obligation secured by the pledge. Because such sales may occur at a time when an employee or a director had material inside information or is otherwise not permitted to trade in Company securities, the Company prohibits employees, directors and related parties from purchasing Company securities on margin, holding Company securities in a margin account or pledging Company securities.

The Company has designated Leslie S. Magee as its insider trading Compliance Officer (the “Compliance Officer”) (the Company, through the Board of Directors, may subsequently designate other persons to serve as the Compliance Officer). The Compliance Officer will review and either approve or prohibit all proposed trades by Section 16 Individuals and Key Employees in accordance with the procedures set forth in Section F below.

In addition to the trading approval duties described in Section F below, the duties of the Compliance Officer will include the following:

The Compliance Officer may designate one or more individuals, which may include outside counsel, who may perform the Compliance Officer’s duties.

The Securities Act requires every person who offers or sells a security to register such transaction with the SEC unless an exemption from registration is available. Rule 144 under the Securities Act is the exemption typically relied upon (i) for public resales by any person of

“restricted securities” (i.e., securities acquired in a private offering) and (ii) for public resales by officers, directors and other control persons of a company (known as “affiliates”) of any of the Company’s securities, whether restricted or unrestricted.

Rule 144 contains five conditions, although the applicability of some of these conditions will depend on the circumstances of the sale. The conditions described in (3), (4) and (5) below do not have to be complied with by holders of restricted securities who (i) are not, and were not at any time during the three months preceding the resale of restricted securities, affiliates of the Company, and (ii) have held (and fully paid for in cash) their restricted shares for at least six months, provided, however, that the Company continues to satisfy the “current public information” requirement for an additional six months after the six-month holding period requirement is met:

Bona fide gifts are not deemed to involve sales of stock for purposes of Rule 144, so they can be made at any time without limitation on the amount of the gift. However, a donor must include for purposes of determining any applicable volume limitations the amount of securities sold by the donee during any three-month period within six months after the donation.

Directors and officers also may sell securities in a private transaction without registration. Although there is no statutory provision or SEC rule expressly dealing with private sales, the general view is that such sales can safely be made by affiliates if the party acquiring the securities understands he is acquiring restricted securities that must be held for at least one year before the securities will be eligible for resale to the public under Rule 144. Private resales raise certain documentation and other issues and must be reviewed in advance by the Company’s Compliance Officer.

Some holders of the Company’s Common Stock outstanding immediately prior to any future underwritten public offering of the Company may be asked to agree not to offer, sell, contract to sell or otherwise dispose of any shares of Common Stock or any securities convertible into or exercisable or exchangeable for Common Stock for an agreed upon period of time from the date of the public offering without the prior written consent of the underwriters of the offering. The terms of any such lock-up agreements vary, and anyone who signs a lock-up agreement will be responsible for complying with its terms.

In order to prevent market manipulation, the SEC has adopted Regulation M and Rule 10b-18 under the Exchange Act. Regulation M generally prohibits the Company or any of its affiliates from buying Company stock in the open market during certain periods while a public offering is taking place. Rule 10b-18 sets forth guidelines for purchases of Company stock by the Company or its affiliates while a stock buyback program is occurring. While the guidelines are optional, compliance with them provides immunity from a stock manipulation charge. You should consult with the Company’s Compliance Officer if you desire to make purchases of Company stock during any period that the Company is making a public offering or buying stock from the public.

Section 16 of the Exchange Act applies to directors and officers of the Company and to any person owning more than ten percent of any registered class of the Company’s equity securities. The section is intended to deter such persons (collectively referred to below as “insiders”) from misusing confidential information about their companies for personal trading gain. Section 16(a) requires insiders to publicly disclose any changes in their beneficial ownership of the Company’s equity securities (see “Filing Requirements,” below). Section 16(b) requires insiders to disgorge to the Company any “profit” resulting from “short-swing” trades, as discussed more fully below. Section 16(c) effectively prohibits insiders from engaging in short sales (see “Prohibition of Short Sales,” below).

Under Section 16(b), any profit realized by an insider on a “short-swing” transaction (i.e., a purchase and sale, or sale and purchase, of the Company’s equity securities within a period of less than six months) must be disgorged to the Company upon demand by the Company or a stockholder acting on its behalf. By law, the Company cannot waive or release any claim it may have under Section 16(b), or enter into an enforceable agreement to provide indemnification for amounts recovered under the section.

Liability under Section 16(b) is imposed in a mechanical fashion without regard to whether the insider intended to violate the section. Good faith, therefore, is not a defense. All that is necessary for a successful claim is to show that the insider realized “profits” on a short-swing transaction; however, profit, for this purpose, is calculated as the difference between the sale price and the purchase price in the matching transactions, and may be unrelated to the actual gain on the shares sold. When computing recoverable profits on multiple purchases and sales within a six month period, the courts maximize the recovery by matching the lowest purchase price with the highest sale price, the next lowest purchase price with the next highest sale price, and so on. The use of this method makes it possible for an insider to sustain a net loss on a series of transactions while having recoverable profits. The terms “purchase” and “sale” are construed under Section 16(b) to cover a broad range of transactions, including acquisitions and dispositions in tender offers and certain corporate reorganizations. Moreover, purchases and sales by an insider may be matched with transactions by any person (such as certain family members) whose securities are deemed to be beneficially owned by the insider.

The Section 16 rules are complicated and present ample opportunity for inadvertent error. To avoid unnecessary costs and potential embarrassment for insiders and the Company, officers and directors are strongly urged to consult with the Company’s Compliance Officer prior to engaging in any transaction or other transfer of Company equity securities regarding the potential applicability of Section 16(b).

Under Section 16(c), insiders are prohibited from effecting “short sales” of the Company’s equity securities. A “short sale” is one involving securities which the seller does not own at the time of sale, or, if owned, are not delivered within 20 days after the sale or deposited in the mail or other usual channels of transportation within five days after the sale. No Section 16 Individuals should engage in any short sales of the Company’s equity securities. Wholly apart from Section 16(c), the Company prohibits directors, employees and related parties from selling the Company’s stock short. This type of activity is inherently speculative in nature and it will arouse suspicion in the eyes of the SEC that the person was trading on the basis of inside information, particularly when the trading occurs before a major Company announcement or event.

The reports under Section 16(a) are intended to cover all securities beneficially owned either directly by the insider or indirectly through others. An insider is considered the direct owner of all Company equity securities held in his or her own name or held jointly with others. An insider is considered the indirect owner of any securities from which he obtains benefits substantially equivalent to those of ownership. Thus, equity securities of the Company beneficially owned through partnerships, corporations, trusts, estates, and by family members generally are subject to reporting. Absent countervailing facts, an insider is presumed to be the beneficial owner of securities held by his or her spouse and other family members sharing the same home. But an insider is free to disclaim beneficial ownership of these or any other securities being reported if the insider believes there is a reasonable basis for doing so.

It is important that reports under Section 16(a) be prepared properly and filed on a timely basis. The reports must be received at the SEC by the filing deadline. There is no provision for an extension of the filing deadlines, and the SEC can take enforcement action against insiders who do not comply fully with the filing requirements. In addition, the Company is required to disclose in its annual proxy statement the names of insiders who failed to file Section 16(a) reports properly during the fiscal year, along with the particulars of such instances of noncompliance. Accordingly, the Company strongly urges all directors and officers to notify the Company’s Compliance Officer prior to any transactions or changes in their or their family members’ beneficial ownership involving Company stock, and to avail themselves of the assistance available from Dechert LLP, the Company’s outside counsel, or their own counsel in satisfying the reporting requirements.

Reports on Schedule 13D and 13G are required to be filed with the SEC and submitted to the Company within ten days after the reporting threshold is reached. If a material change occurs in the facts set forth in the Schedule 13D or 13G, such as an increase or decrease of one percent or more in the percentage of stock beneficially owned, an amendment disclosing the change must be filed promptly.

A person is deemed the beneficial owner of securities for purposes of Section 13(d) if such person has or shares voting power (i.e., the power to vote or direct the voting of the securities) or dispositive power (i.e., the power to sell or direct the sale of the securities). As is true under Section 16(a) of the Exchange Act, a person filing a Schedule 13D or 13G may disclaim beneficial ownership of any securities attributed to him or her if he or she believes there is a reasonable basis for doing so. The Compliance Officer will retain on file copies of each of Schedule 13D and Schedule 13G, respectively.

ACKNOWLEDGMENT OF RECEIPT

I have received a copy of the Insider Trading Policy of H&E Equipment Services, Inc. As an employee/ officer/ director (circle as applicable), I understand and agree that it is my responsibility to read, familiarize myself with and adhere to the policies and procedures related to this matter.

H&E EQUIPMENT SERVICES, INC.

Securities Trading Notification Form

Please provide the following information:

Residence address:

Position/title:

Number of securities intended to be acquired/disposed of:

Aggregate amount of securities beneficially owned by you (prior to acquisition/disposition)

Name of brokerage firm, if any, through whom the securities will be acquired/disposed of:_____

The undersigned acknowledges that he/she has received a copy of the Company’s Insider Trading Policy, dated February 22, 2006 (as revised), and further acknowledges that he/she had read and understands such policy.

The undersigned represents and warrants to the Company that he/she is not in the possession of any material, non-public information, whether positive or negative, that if publicly disclosed might have an effect on the market for Company securities generally or that an investor might consider important in deciding whether to buy, sell or hold Company securities.

The undersigned represents and warrants that the foregoing information, representations and warranties are true and complete as of the date hereof, and will immediately advise the Company if, prior to the completion of the above-described securities transactions, any of such information, representations and warranties are no longer true and complete.

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The above-proposed securities transaction is approved. 1

Exhibit A

Individuals subject to reporting provisions and trading restrictions of Section 16 of the Exchange Act of 1934.

Directors

[List Retained by Compliance Officer]

Officers

[List Retained by Compliance Officer]

Exhibit B

Key Employees who must obtain prior approval from the Compliance Officer of all trades in Company securities.

Key Employees of the Company

[List Retained by Compliance Officer]