FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      
1. Name and Address of Reporting Person * Colucci Anthony 2. Issuer Name and Ticker or Trading Symbol ALTA EQUIPMENT GROUP INC. [ ALTG ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Chief Financial Officer
(Last)          (First)          (Middle)
C/O ALTA EQUIPMENT GROUP, 13211 MERRIMAN ROAD
3. Date of Earliest Transaction (MM/DD/YYYY)
4/1/2021
(Street)
LIVONIA, MI 48150
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)
 
6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock  2/14/2022    M    16250 (1) A  (1) 36500  D   
Common Stock  2/14/2022    M    4274 (2) A  (2) 40774  D   
Common Stock  3/28/2022    A    13943 (3) A $0.00  54717  D   
Common Stock  3/28/2022    A    17925 (4) A $0.00  72642  D   

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (2)  (2) 4/1/2021    A     12823       (2)  (2) Common Stock  12823   (2) 61573  D   
Restricted Stock Units (2)  (2) 2/14/2022    M        4274    (2)  (2) Common Stock  4274   (2) 57299  D   
Restricted Stock Units (1)  (1) 8/1/2020    A     65000       (1)  (1) Common Stock  65000   (1) 65000  D   
Restricted Stock Units   (1) 2/14/2022    M        16250    (1)  (1) Common Stock  16250   (1) 41049  D   

Explanation of Responses:
(1)  The reporting person was previously granted time-based restricted stock units ("RSUs") under the Alta Equipment Group Inc. 2020 Omnibus Incentive Plan on August 1, 2020. Each RSU represents the right to receive one share of Common Stock for each RSU. The RSUs vest annually over 4 years starting on February 14, 2021, subject to reporting person's continued employment with the Company. The disclosure in Table II is an amendment to the Form 4 filed February 17, 2022.
(2)  The reporting person was previously granted time-based RSUs, under the Alta Equipment Group Inc. 2020 Omnibus Incentive Plan on April 1, 2021. Each RSU represents the right to receive one share of Common Stock for each RSU. The RSUs vest annually over 3 years starting on February 14, 2022, subject to reporting person's continued employment with the Company. The disclosure in Table II is an amendment to the Form 4 filed February 17, 2022.
(3)  Represents shares of Common Stock underlying RSUs granted to the reporting person. The reporting person was granted time-based restricted stock units ("RSUs") under the Alta Equipment Group Inc. 2020 Omnibus Incentive Plan on March 28, 2022. Each RSU represents the right to receive one share of Common Stock for each RSU. The RSUs vest annually over 3 years starting on February 14, 2023, subject to reporting person's continued employment with the Company.
(4)  Represents shares of Commons Stock underlying PSUs granted to the reporting person. The reporting person was granted performance stock units ("PSUs") under the Alta Equipment Group Inc. 2020 Omnibus Incentive Plan on March 28, 2022 following the achievement of 2021 performance targets and will vest annually over 2 years starting on February 14, 2023, subject to reporting person's continued employment with the Company.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Colucci Anthony
C/O ALTA EQUIPMENT GROUP
13211 MERRIMAN ROAD
LIVONIA, MI 48150


Chief Financial Officer

Signatures
/s/ Anthony Colucci 4/27/2022
**Signature of Reporting Person Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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