Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(b) On November 2, 2012, upon the recommendation of John M. Engquist, the Board of Directors of H&E Equipment Services, Inc. (the "Company") approved the promotion of Bradley W. Barber from the Company's Executive Vice President and Chief Operating Officer to President and Chief Operating Officer of the Company (as discussed in Item 5.02(c) below) effective immediately. Accordingly, the Board of Directors of the Company, also on the recommendation of Mr. Engquist, determined that Mr. Engquist would no longer hold the title of President. The Board of Directors of the Company and Mr. Engquist confirmed that Mr. Engquist would continue in his role as the Company's Chief Executive Officer.

(c) On November 2, 2012, the Board of Directors of the Company appointed Bradley W. Barber as President and Chief Operating Officer of the Company, effective immediately. Mr. Barber was previously the Company's Executive Vice President and Chief Operating Officer, positions he had held since June 2008. Prior to that, Mr. Barber served as the Company's Executive Vice President and General Manager from November 2005 to June 2008 and as Vice President of Rental Operations of H&E Equipment Services, LLC, the predecessor to the Company, from February 2003 to November 2005. Mr. Barber is a named executive officer in the Company's 2012 Proxy Statement filed with the Securities and Exchange Commission on April 5, 2012.

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