CAI / Caris Life Sciences, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

CAI / CAI International Inc / Park West Asset Management LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* CAI International, INC. (Name of Issuer) Common Stock, PAR VALUE $0.0001 per share (Title of Class of Securities) 12477X106 (CUSIP Number) DECEMBER 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th

CAI / CAI International Inc / Versor Investments LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

CAI / CAI International Inc / Aristotle Capital Boston, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 2)* CAI INTERNATIONAL, INC. (Name of Issuer) Common Stock, Par Value of $0.0001 Per Share (Title of Class of Securities) 12477X106 (CUSIP Number) Michelle Gos

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-33388 CAI INTERNATIONAL, INC. (Exact name of registrant as specified in

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on December 06, 2021, pursuant to the provisions of Rule 12d2-2 (a).

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on December 06, 2021, pursuant to the provisions of Rule 12d2-2 (a).

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on December 06, 2021, pursuant to the provisions of Rule 12d2-2 (a).

As filed with the Securities and Exchange Commission on November 22, 2021

As filed with the Securities and Exchange Commission on November 22, 2021 Registration No.

As filed with the Securities and Exchange Commission on November 22, 2021

As filed with the Securities and Exchange Commission on November 22, 2021 Registration No.

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 22, 2021 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissio

As filed with the Securities and Exchange Commission on November 22, 2021

As filed with the Securities and Exchange Commission on November 22, 2021 Registration No.

As filed with the Securities and Exchange Commission on November 22, 2021

As filed with the Securities and Exchange Commission on November 22, 2021 Registration No.

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION CAI INTERNATIONAL, INC.

eXHIBIT 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CAI INTERNATIONAL, INC. FIRST: The name of the corporation is CAI International, Inc. (the ?Corporation?). SECOND: The address of its registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, City of Wilmington, County of New Castle, Delaware 19801. The name of its registered agent at such address is

As filed with the Securities and Exchange Commission on November 22, 2021

As filed with the Securities and Exchange Commission on November 22, 2021 Registration No.

AMENDED AND RESTATED CAI INTERNATIONAL, INC. * * * * * ARTICLE 1

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF CAI INTERNATIONAL, INC. * * * * * ARTICLE 1 OFFICES Section 1.01. Registered Office. The registered office of the Corporation shall be in the City of Wilmington, County of New Castle, State of Delaware. Section 1.02. Other Offices. The Corporation may also have offices at such other places both within and without the State of Delaware as the Board of Dire

As filed with the Securities and Exchange Commission on November 22, 2021

As filed with the Securities and Exchange Commission on November 22, 2021 Registration No.

As filed with the Securities and Exchange Commission on November 22, 2021

As filed with the Securities and Exchange Commission on November 22, 2021 Registration No.

As filed with the Securities and Exchange Commission on November 22, 2021

As filed with the Securities and Exchange Commission on November 22, 2021 Registration No.

CAI / CAI International Inc / Versor Investments LP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-33388 CAI Internationa

CAI / CAI International Inc / GLAZER CAPITAL, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CAI International, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 12477X106 (CUSIP Number) September 27, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 29, 2021 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissi

Credit Agreement, dated as of September 29, 2021, by and among CAI MUFG LLC, the lenders and group agents from time to time party thereto and MUFG Bank, Ltd., as administrative agent (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on October 5, 2021).

Exhibit 10.1 EXECUTION VERSION CREDIT AGREEMENT Dated as of September 29, 2021 by and among CAI MUFG LLC, as Borrower THE LENDERS AND GROUP AGENTS FROM TIME TO TIME PARTY HERETO, and MUFG Bank, Ltd., as Administrative Agent TABLE OF CONTENTS 1. DEFINITIONS AND RULES OF INTERPRETATION. 1 1.1 Definitions 1 1.2 Rules of Interpretation. 36 1.3 LIBOR Notification 37 1.4 Divisions 37 2. THE CREDIT FACIL

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 21, 2021 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissi

Term Loan Agreement, dated as of September 21, 2021, by and among CAI WF LLC, the lenders from time to time party thereto and Wells Fargo Bank N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on September 27, 2021).

Exhibit 10.1 EXECUTION VERSION TERM LOAN AGREEMENT Dated as of September 21, 2021 by and among CAI WF LLC, as Borrower THE LENDERS FROM TIME TO TIME PARTY HERETO, as Lenders and WELLS FARGO BANK N.A., as Administrative Agent TABLE OF CONTENTS 1. DEFINITIONS AND RULES OF INTERPRETATION. 1 1.1 Definitions 1 1.2 Rules of Interpretation 28 2. THE CREDIT FACILITY. 30 2.1 Commitment to Lend 30 2.2 Commi

CAI / CAI International Inc / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CAI INTERNATIONAL, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 12477X106 (CUSIP Number) AUGUST 26, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to wh

Amendment No. 8 to Third Amended and Restated Revolving Credit Agreement, dated August 31, 2021, by and among CAI International, Inc., Container Applications Limited, the guarantors named therein, Bank of America, N.A., as a lender and administrative agent, the other lending institutions party thereto, BofA Securities, Inc., Wells Fargo Bank, National Association and MUFG Union Bank, N.A., as syndication agents, BofA Securities, Inc., as lead arranger and book runner, and ABN AMRO Capital USA LLC, BBVA USA, Bank of Montreal, Royal Bank of Canada and PNC Bank, National Association, as documentation agents (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on September 3, 2021).

Exhibit 10.1 CONSENT AND AMENDMENT NO. 8 to that certain THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT This CONSENT AND AMENDMENT NO. 8 (this ?Agreement?), dated as of August 31, 2021, is by and among CAI INTERNATIONAL, INC., a Delaware corporation (?CAI?), CONTAINER APPLICATIONS LIMITED, a corporation organized under the laws of Barbados (?CAL? and, together with CAI, the ?Borrowers?, and

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 31, 2021 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission

CAI International, Inc. Stockholders Approve Merger Agreement for Acquisition by Mitsubishi HC Capital Inc.

Exhibit 99.1 CAI International, Inc. Stockholders Approve Merger Agreement for Acquisition by Mitsubishi HC Capital Inc. SAN FRANCISCO-(BUSINESS WIRE)-Sep. 2, 2021- CAI International, Inc. (NYSE: CAI) (?CAI? or the ?Company?), one of the world?s leading transportation finance companies, announced today that the Company?s common stockholders, at a special meeting of the Company?s common stockholder

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive

CAI / CAI International Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 12 )* CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) July 30, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 9, 2021 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ?? Preliminary Proxy Statement ?? Confidential, for Use of the Commission Only (as permitted by Rule 14a-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-33388 CAI International, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ? Preliminary Proxy Statement ?? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6

Joint Filing Agreement, dated as of June 29, 2021, among the Reporting Persons.

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k), as promulgated under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them a Statement on Schedule 13D (including amendments thereto) with regard to the common stock of CAI INTERNATIONAL INC, and further agree that this Joint Filing Agreement be included as a

CAI / CAI International Inc / Magnetar Financial LLC - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* CAI INTERNATIONAL INC (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 12477X106 (CUSIP Number of Class of Securities) Alec N. Litowitz Magnetar Capital LLC 1603 Orrington Ave. Evanston, Illinois 60201 (847) 905-4400 (Name,

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Exhibit 99.3 CAI International, Inc. Steuart Tower 1 Market Plaza, Suite 2400 San Francisco, CA 94105 Tel: 415-788-0100 Fax: 415-788-3430 www.capps.com June 17, 2021 Dear valued customer, container manufacturer, depot service provider and other vendors of CAI, As you are probably aware, CAI International, Inc. (?CAI?) has entered into an agreement to be acquired by Mitsubishi HC Capital Inc. (?MHC

Agreement and Plan of Merger, dated as of June 17, 2021, by and among Mitsubishi HC Capital Inc., Cattleya Acquisition Corp. and CAI International, Inc. (incorporated by reference to Exhibit 2.1 to our Current Report on Form 8-K filed on June 21, 2021).

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among MITSUBISHI HC CAPITAL INC., CATTLEYA ACQUISITION CORP., and CAI INTERNATIONAL, INC. Dated as of June 17, 2021 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS; INTERPRETATION 1 Section 1.1 Certain Definitions 1 Section 1.2 Interpretation; Article and Section References 12 ARTICLE II THE MERGER 13 Section 2.1 The Merger 13 Section 2.2 Closing 13 Se

CAI International, Inc. Enters into Definitive Agreement to be Acquired by Mitsubishi HC Capital Inc. Purchase Price of $56.00 per Common Share in Cash

Exhibit 99.1 CAI International, Inc. Enters into Definitive Agreement to be Acquired by Mitsubishi HC Capital Inc. Purchase Price of $56.00 per Common Share in Cash SAN FRANCISCO ?June 17, 2021?CAI International, Inc. (NYSE: CAI) (?CAI? or the ?Company?), one of the world?s leading transportation finance companies, announced today that it has entered into a definitive agreement to be acquired by M

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 17, 2021 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fi

Amendment to Amended and Restated Bylaws of CAI International, Inc. (incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K filed on June 21, 2021).

Exhibit 3.1 AMENDMENT TO AMENDED AND RESTATED BYLAWS OF CAI INTERNATIONAL, INC. The Board of Directors of CAI International, Inc., a Delaware corporation (the ?Company?), adopted this Amendment to the Amended and Restated Bylaws of the Company (the ?Bylaws?) on June 17, 2021 by adding a new Section 11.3 to ?ARTICLE XI - MISCELLANEOUS PROVISIONS? of the Bylaws, which shall read in its entirety as f

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 17, 2021 Date of Report (Date of earliest event reported) CAI International, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 17, 2021 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fi

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Exhibit 99.2 CAI International, Inc. Steuart Tower 1 Market Plaza, Suite 2400 San Francisco, CA 94105 Tel: 415-788-0100 Fax: 415-788-3430 www.capps.com June 17, 2021 To: All employees of CAI International PLEASE READ: Important Announcement Dear CAI team, I am pleased to announce that, effective today, CAI International, Inc. (?CAI?) has entered into an agreement to be acquired by Mitsubishi HC Ca

TO AMENDED AND RESTATED CAI INTERNATIONAL, INC.

Exhibit 3.1 AMENDMENT TO AMENDED AND RESTATED BYLAWS OF CAI INTERNATIONAL, INC. The Board of Directors of CAI International, Inc., a Delaware corporation (the ?Company?), adopted this Amendment to the Amended and Restated Bylaws of the Company (the ?Bylaws?) on June 17, 2021 by adding a new Section 11.3 to ?ARTICLE XI - MISCELLANEOUS PROVISIONS? of the Bylaws, which shall read in its entirety as f

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Exhibit 99.2 CAI International, Inc. Steuart Tower 1 Market Plaza, Suite 2400 San Francisco, CA 94105 Tel: 415-788-0100 Fax: 415-788-3430 www.capps.com June 17, 2021 To: All employees of CAI International PLEASE READ: Important Announcement Dear CAI team, I am pleased to announce that, effective today, CAI International, Inc. (?CAI?) has entered into an agreement to be acquired by Mitsubishi HC Ca

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Exhibit 99.3 CAI International, Inc. Steuart Tower 1 Market Plaza, Suite 2400 San Francisco, CA 94105 Tel: 415-788-0100 Fax: 415-788-3430 www.capps.com June 17, 2021 Dear valued customer, container manufacturer, depot service provider and other vendors of CAI, As you are probably aware, CAI International, Inc. (?CAI?) has entered into an agreement to be acquired by Mitsubishi HC Capital Inc. (?MHC

CAI International, Inc. Enters into Definitive Agreement to be Acquired by Mitsubishi HC Capital Inc. Purchase Price of $56.00 per Common Share in Cash

Exhibit 99.1 CAI International, Inc. Enters into Definitive Agreement to be Acquired by Mitsubishi HC Capital Inc. Purchase Price of $56.00 per Common Share in Cash SAN FRANCISCO ?June 17, 2021?CAI International, Inc. (NYSE: CAI) (?CAI? or the ?Company?), one of the world?s leading transportation finance companies, announced today that it has entered into a definitive agreement to be acquired by M

AGREEMENT AND PLAN OF MERGER MITSUBISHI HC CAPITAL INC., CATTLEYA ACQUISITION CORP., CAI INTERNATIONAL, INC. Dated as of June 17, 2021 TABLE OF CONTENTS

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among MITSUBISHI HC CAPITAL INC., CATTLEYA ACQUISITION CORP., and CAI INTERNATIONAL, INC. Dated as of June 17, 2021 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS; INTERPRETATION 1 Section 1.1 Certain Definitions 1 Section 1.2 Interpretation; Article and Section References 12 ARTICLE II THE MERGER 13 Section 2.1 The Merger 13 Section 2.2 Closing 13 Se

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 4, 2021 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fil

CAI / CAI International Inc / Weiss Asset Management LP - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (AMENDMENT NO. 5)1 CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) Weiss Asset Management LP c/o Georgiy Nikitin 222 Berkel

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (AMENDMENT NO. 4)1 CAI Internationa

SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (AMENDMENT NO. 4)1 CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) Weiss Asset Management LP c/o Georgiy Nikitin 2

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-33388 CAI International, I

CAI International, Inc. Reports Results for the First Quarter of 2021

Exhibit 99.1 CAI International, Inc. Reports Results for the First Quarter of 2021 SAN FRANCISCO-(BUSINESS WIRE)-April 29, 2021-CAI International, Inc. (?CAI? or the ?Company?) (NYSE: CAI), one of the world?s leading transportation finance companies, today reported results for the first quarter of 2021. Highlights Net income from continuing operations attributable to CAI common stockholders for th

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 29, 2021 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission F

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ??) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Def

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

Subsidiaries of CAI International, Inc.

Exhibit 21.1 CAI INTERNATIONAL, INC. LIST OF SUBSIDIARIES ? Subsidiary Jurisdiction CAI Chile S.p.A Chile CAI Consent Sweden AB Sweden CAI Intermodal LLC Washington (U.S.A.) CAI International GmbH Germany CAI Korea Yuhan Hoesa South Korea CAI Logistics Inc. Delaware (U.S.A.) CAI Luxembourg S.a r.l. Luxembourg CAI Management SPC I Delaware (U.S.A.) CAI Rail Inc. Delaware (U.S.A.) CAI South Africa (

Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2020 or oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 001-33388 CAI Inter

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 11, 2021 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* CAI International, INC. (Name of Issuer) Common Stock, PAR VALUE $0.0001 per share (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th

CAI International, Inc. Reports Record Fourth Quarter Results and Full Year 2020 Results, Announces Increase in its Quarterly Dividend and Expands its Share Repurchase Program

Exhibit 99.1 CAI International, Inc. Reports Record Fourth Quarter Results and Full Year 2020 Results, Announces Increase in its Quarterly Dividend and Expands its Share Repurchase Program SAN FRANCISCO-(BUSINESS WIRE)-February 16, 2021-CAI International, Inc. (?CAI? or the ?Company?) (NYSE: CAI), one of the world?s leading transportation finance companies, today reported results for the fourth qu

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5 )* CAI International Inc (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: CAI International Inc. Title of Class of Securities: Common Stock CUSIP Number: 12477X106 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(b) ☐ 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* CAI International, Inc. (Name of Issuer) Common Stock, $0.0001 par value per Share (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5 )* CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 11 )* CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 1)* CAI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 1)* CAI INTERNATIONAL, INC. (Name of Issuer) Common Stock, Par Value of $0.0001 Per Share (Title of Class of Securities) 12477X106 (CUSIP Number) Michelle Gos

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 29, 2020 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissio

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (AMENDMENT NO. 3)1 CAI Internationa

SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (AMENDMENT NO. 3)1 CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) Weiss Asset Management LP c/o Georgiy Nikitin 2

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 25, 2020 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissio

Purchase and Sale Agreement, dated November 25, 2020, among CAI Rail Inc., CAI International, Inc., Infinity Transportation 2020-1, LLC and Atlanta Asset Holdings, LLC (incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed on November 30, 2020).

Exhibit 2.1 PURCHASE AND SALE AGREEMENT This Purchase and Sale Agreement (the “Agreement”) is dated as of November 25, 2020 and is by and among CAI Rail Inc., a Delaware corporation (“Seller”), Infinity Transportation 2020-1, LLC, a Delaware limited liability company (“Buyer”), CAI International, Inc., a Delaware corporation (“Seller Parent”), and Atlanta Asset Holdings, LLC, a Delaware limited li

CAI International, Inc. Announces Agreement to Sell its Remaining Railcar Fleet and Provides a Container Market Update - Expects 40%+ Growth in Q4 Net Income from Continuing Operations

Exhibit 99.1 CAI International, Inc. Announces Agreement to Sell its Remaining Railcar Fleet and Provides a Container Market Update - Expects 40%+ Growth in Q4 Net Income from Continuing Operations SAN FRANCISCO-(BUSINESS WIRE)—November 30, 2020- CAI International, Inc. (“CAI” or the “Company”) (NYSE: CAI) is pleased to announce that it has reached an agreement to sell all of its remaining railcar

Amended and Restated Employment Agreement, effective June 12, 2020, between CAI International, Inc. and Timothy B. Page (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K, filed on November 6, 2020).

Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is executed as of this 12th day of June 2020, by and between Timothy B. Page (“Employee”) and CAI International, Inc., a Delaware corporation (the “Company”). RECITALS The Company and Employee are parties to an Employment Agreement dated as of August 2013, (the “Prior Agreement”). On the date hereof

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 2, 2020 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-33388 CAI Internationa

CAI International, Inc. Reports Results for the Third Quarter of 2020

Exhibit 99.1 CAI International, Inc. Reports Results for the Third Quarter of 2020 SAN FRANCISCO-(BUSINESS WIRE)-October 29, 2020-CAI International, Inc. (“CAI” or the “Company”) (NYSE: CAI), one of the world’s leading transportation finance companies, today reported results for the third quarter of 2020. Highlights Net income from continuing operations attributable to CAI common stockholders for

Financial Statements and Exhibits, Results of Operations and Financial Condition - CAI INTERNATIONAL, INC. 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 29, 2020 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission

Series 2020-1 Supplement, dated September 9, 2020, to Indenture dated September 9, 2020, between CAL Funding IV Limited and Wilmington Trust, National Association (incorporated by reference to Exhibit 4.1 of our Current Report on Form 8-K, filed on September 14, 2020).

Exhibit 4.2 CAL FUNDING IV LIMITED Issuer and WILMINGTON TRUST, NATIONAL ASSOCIATION Indenture Trustee SERIES 2020-1 SUPPLEMENT DATED AS OF SEPTEMBER 9, 2020 TO INDENTURE DATED AS OF SEPTEMBER 9, 2020 FIXED RATE ASSET-BACKED NOTES, SERIES 2020-1, CLASS A NOTES AND CLASS B NOTES TABLE OF CONTENTS Page ARTICLE I Definitions; Calculation Guidelines 1 Section 101. Definitions 1 ARTICLE II Creation of

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 9, 2020 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissio

Indenture, dated September 9, 2020, between CAL Funding IV Limited and Wilmington Trust, National Association (incorporated by reference to Exhibit 4.1 of our Current Report on Form 8-K, filed on September 14, 2020).

Exhibit 4.1 CAL FUNDING IV LIMITED Issuer and WILMINGTON TRUST, NATIONAL ASSOCIATION Indenture Trustee INDENTURE Dated as of September 9, 2020 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 4 Section 101. Defined Terms 4 Section 102. Other Definitional Provisions 35 Section 103. Computation of Time Periods 36 Section 104. Statutory References 36 Section 105. Duties of Manager Transfer Facilitator 36

NOTE PURCHASE AGREEMENT Dated as of September 1, 2020 CAL FUNDING IV LIMITED as Issuer WELLS FARGO SECURITIES LLC DEUTSCHE BANK SECURITIES INC. BofA SECURITIES, INC. RBC CAPITAL MARKETS, LLC MUFG SECURITIES AMERICAS INC. PNC CAPITAL MARKETS LLC FIFTH

Exhibit 99.1 NOTE PURCHASE AGREEMENT Dated as of September 1, 2020 Among CAL FUNDING IV LIMITED as Issuer and WELLS FARGO SECURITIES LLC DEUTSCHE BANK SECURITIES INC. BofA SECURITIES, INC. RBC CAPITAL MARKETS, LLC MUFG SECURITIES AMERICAS INC. PNC CAPITAL MARKETS LLC FIFTH THIRD SECURITIES, INC. and ING BANK N.V. as the Initial Purchasers CONTAINER APPLICATIONS LIMITED as Seller and Manager and CA

Financial Statements and Exhibits, Other Events - CAI INTERNATIONAL, INC. 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 14, 2020 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission

CAI International, Inc. Announces Agreement to Sell its Logistics Business to NFI

Exhibit 99.1 CAI International, Inc. Announces Agreement to Sell its Logistics Business to NFI SAN FRANCISCO-(BUSINESS WIRE)-August 17, 2020-CAI International, Inc. (“CAI” or the “Company”) (NYSE: CAI), announces the completion of an agreement to sell substantially all of the assets of its logistics business to NFI, on a debt free, cash free basis. In connection with the sale, substantially all of

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-33388 CAI International, In

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 6, 2020 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission F

CAI International, Inc. Reports Results for the Second Quarter of 2020 and Declares Quarterly Dividend

Exhibit 99.1 CAI International, Inc. Reports Results for the Second Quarter of 2020 and Declares Quarterly Dividend SAN FRANCISCO-(BUSINESS WIRE)-August 6, 2020-CAI International, Inc. (“CAI” or the “Company”) (NYSE: CAI), one of the world’s leading transportation finance and logistics companies, today reported results for the second quarter of 2020. Summary Net loss attributable to CAI common sto

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 24, 2020 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fi

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 2, 2020 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fil

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 12, 2020 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fi

CAI International, Inc. Announces Termination of Strategic Process, Initiation of Regular Dividends and Management Change

Exhibit 99.1 CAI International, Inc. Announces Termination of Strategic Process, Initiation of Regular Dividends and Management Change SAN FRANCISCO – June 15, 2020 – CAI International, Inc. ("CAI" or the "Company") (NYSE: CAI) announces the termination of its formal strategic alternatives review process. As a result of the strategic process, the Company and its Board of Directors (“Board”) believ

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))  ☐ D

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.    ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ De

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 5, 2020 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission File

CAI International, Inc. Reports Results for the First Quarter of 2020

Exhibit 99.1 CAI International, Inc. Reports Results for the First Quarter of 2020 SAN FRANCISCO-(BUSINESS WIRE)-May 5, 2020-CAI International, Inc. (“CAI” or “the Company”) (NYSE: CAI), one of the world’s leading transportation finance and logistics companies, today reported results for the first quarter of 2020. Summary Container lease revenue for the first quarter of 2020 was $69.1 million, com

Quarterly Report - 10-Q

  UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549  FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the quarterly period ended March 31, 2020  or  ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to  Commission file number: 001-33388  CA

Annual Report - 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission file number: 001-33388 CAI I

CAI International, Inc. Reports Results for the Fourth Quarter and Full Year of 2019

Exhibit 99.1 CAI International, Inc. Reports Results for the Fourth Quarter and Full Year of 2019 SAN FRANCISCO-(BUSINESS WIRE)-March 5, 2020-CAI International, Inc. (“CAI” or “the Company”) (NYSE: CAI), one of the world’s leading transportation finance and logistics companies, today reported results for the fourth quarter and full year of 2019. Summary Net income attributable to CAI common stockh

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 5, 2020 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorpora

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 5, 2020 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fi

CAI / CAI International, Inc. 10-K - Annual Report - 10-K

Table of Contents   UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

Description of Registrant’s Securities.

DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 CAI International, Inc.

Press Release issued by CAI International, Inc. dated March 5, 2020.

Exhibit 99.1

Subsidiaries of CAI International, Inc.

Exhibit 21.1 CAI INTERNATIONAL, INC. LIST OF SUBSIDIARIES  Subsidiary Jurisdiction CAI Chile S.p.A Chile CAI Consent Sweden AB Sweden CAI Intermodal LLC Washington (U.S.A.) CAI International GmbH Germany CAI Korea Yuhan Hoesa South Korea CAI Logistics Inc. Delaware (U.S.A.) CAI Luxembourg S.a r.l. Luxembourg CAI Management SPC I Delaware (U.S.A.) CAI Rail Inc. Delaware (U.S.A.) CAL Funding II Lim

CAI / CAI International, Inc. / Park West Asset Management LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* CAI International, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th

CAI / CAI International, Inc. / Aristotle Capital Boston, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 0)* CAI INTERNATIONAL, INC. (Name of Issuer) Common Stock, Par Value of $0.0001 Per Share (Title of Class of Securities) 12477X106 (CUSIP Number) Michelle Gos

CAI / CAI International, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* CAI INTERNATIONAL INC (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S

CAI / CAI International, Inc. / Mangrove Partners Master Fund, Ltd. - AMENDMENT NO. 1 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* CAI International, Inc. (Name of Issuer) Common Stock, $0.0001 par value per Share (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate

CAI / CAI International, Inc. / Weiss Asset Management LP - SC 13D/A Activist Investment

SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (AMENDMENT NO. 2)1 CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) Weiss Asset Management LP c/o Georgiy Nikitin 2

CAI / CAI International, Inc. / Wellington Trust Co NA - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4 )* CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

CAI / CAI International, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 10 )* CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th

CAI / CAI International, Inc. / Weiss Asset Management LP - SC 13D/A Activist Investment

SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (AMENDMENT NO. 1)1 CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) Weiss Asset Management LP c/o Georgiy Nikitin 2

CAI / CAI International, Inc. 10-Q - Quarterly Report - 10-Q

  UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549  FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the quarterly period ended September 30, 2019  or  ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to  Commission file number: 001-33388

CAI International, Inc. Reports Results for the Third Quarter of 2019

Exhibit 99.1 CAI International, Inc. Reports Results for the Third Quarter of 2019 SAN FRANCISCO-(BUSINESS WIRE)-October 29, 2019-CAI International, Inc. (CAI) (NYSE: CAI), one of the world’s leading transportation finance and logistics companies, today reported results for the third quarter of 2019. Summary Net income from continuing operations attributable to CAI common stockholders for the thir

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 29, 2019 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission

Employment Agreement, dated October 2, 2019, between CAI International, Inc. and Camille G. Cutino (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K filed on October 7, 2019).

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is executed as of this 2nd day of October, 2019 (the “Effective Date”), by and between Camille G. Cutino (“Employee”) and CAI International, Inc., a Delaware corporation (the “Company”). AGREEMENT In consideration of the mutual covenants contained herein, and for other good and valuable consideration, the receipt and su

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 2, 2019 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission

Material Impairments, Costs Associated with Exit or Disposal Activities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 17, 2019 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissi

CAI / CAI International, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 9 )* CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) August 30, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

CAI / CAI International, Inc. / Weiss Asset Management LP - SC 13D Activist Investment

SC 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (AMENDMENT NO. )1 CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) Weiss Asset Management LP c/o Georgiy Nikitin 222 Be

CAI International, Inc. Reports Results for the Second Quarter of 2019 and Announces Its Intention to Sell Its Remaining Railcar Fleet

Exhibit 99.1 CAI International, Inc. Reports Results for the Second Quarter of 2019 and Announces Its Intention to Sell Its Remaining Railcar Fleet SAN FRANCISCO-(BUSINESS WIRE)-August 7, 2019-CAI International, Inc. (CAI) (NYSE: CAI), one of the world’s leading transportation finance and logistics companies, today reported results for the second quarter of 2019. Highlights Net income from continu

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 7, 2019 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission F

CAI / CAI International, Inc. 10-Q - Quarterly Report - 10-Q

  UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549  FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019  or  ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to  Commission file number: 001-33388  CAI Int

CAI / CAI International, Inc. S-8 - - S-8

As filed with the Securities and Exchange Commission on June 21, 2019 Registration No.

CAI International, Inc. 2019 Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.2 of our Current Report on Form 8-K, filed on June 13, 2019).

Exhibit 10.2 CAI INTERNATIONAL, INC. 2019 EMPLOYEE STOCK PURCHASE PLAN SECTION 1. PURPOSE The purposes of the Plan (a) are to provide employees of the Company and its Designated Companies with an opportunity to acquire an equity ownership interest in the Company and (b) to encourage employees to remain in the employ of the Company and its Designated Companies. The Plan includes two components: (i)

CAI International, Inc. 2019 Incentive Plan (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K, filed on June 13, 2019).

Exhibit 10.1 CAI INTERNATIONAL, INC. 2019 INCENTIVE PLAN SECTION 1. PURPOSE The purpose of the CAI International, Inc. 2019 Incentive Plan is to attract, retain and motivate employees, officers, directors, consultants, agents, advisors and independent contractors of the Company and its Related Companies by providing them the opportunity to acquire a proprietary interest in the Company and to align

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 7, 2019 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fil

Quarterly Report on Form 10-Q for the quarter ended March 31, 2019

  UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549  FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019  or  ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to  Commission file number: 001-33388  CAI In

CAI International, Inc. Reports Results for the First Quarter of 2019

Exhibit 99.1 CAI International, Inc. Reports Results for the First Quarter of 2019 SAN FRANCISCO-(BUSINESS WIRE)-April 30, 2019-CAI International, Inc. (CAI) (NYSE: CAI), one of the world’s leading transportation finance and logistics companies, today reported results for the first quarter of 2019. Highlights Net income attributable to CAI common stockholders for the first quarter of 2019 was $16.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 April 30, 2019 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission F

CAI / CAI International, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6

CAI / CAI International, Inc. DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

Subsidiaries of CAI International, Inc.

EX-21.1 2 cai-20181231xex211.htm EX-21.1 Exhibit 21.1 CAI INTERNATIONAL, INC. LIST OF SUBSIDIARIES  Subsidiary Jurisdiction CAI Chile S.p.A Chile CAI Consent Sweden AB Sweden CAI Intermodal LLC Washington (U.S.A.) CAI International GmbH Germany CAI Korea Yuhan Hoesa South Korea CAI Logistics Inc. Delaware (U.S.A.) CAI Luxembourg S.a r.l. Luxembourg CAI Rail Inc. Delaware (U.S.A.) CAL Funding II L

Annual Report on Form 10-K for the fiscal year ended December 31, 2018

Table of Contents    UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

CAI / CAI International, Inc. / Mangrove Partners Master Fund, Ltd. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. [])* CAI International, Inc. (Name of Issuer) Common Stock, $0.0001 par value per Share (Title of Class of Securities) 12477X106 (CUSIP Number) February 22, 2019 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate t

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 20, 2019 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissio

CAI International, Inc. Reports Results for the Fourth Quarter and Full Year of 2018

Exhibit 99.1 CAI International, Inc. Reports Results for the Fourth Quarter and Full Year of 2018 SAN FRANCISCO-(BUSINESS WIRE)-February 20, 2019-CAI International, Inc. (CAI) (NYSE: CAI), one of the world’s leading transportation finance and logistics companies, today reported results for the fourth quarter and full year of 2018. Record net income for the year of $73.5 million driven by strong co

CAI / CAI International, Inc. / Park West Asset Management LLC - AMENDMENT NO. 1 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* CAI International, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th

CAI / CAI International, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8 )* CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

CAI / CAI International, Inc. / Wellington Trust Co NA - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

CAI / CAI International, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* CAI INTERNATIONAL INC (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S

CAI / CAI International, Inc. 10-Q (Quarterly Report)

  UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549  FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018  or  ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to  Commission file number: 001-33388  CA

CAI International, Inc. Reports Results for the Third Quarter of 2018

Exhibit 99.1 CAI International, Inc. Reports Results for the Third Quarter of 2018 SAN FRANCISCO-(BUSINESS WIRE)-October 30, 2018-CAI International, Inc. (CAI) (NYSE: CAI), one of the world’s leading transportation finance and logistics companies, today reported results for the third quarter of 2018. Record lease revenue up 22% on strong container demand and improved rail fundamentals Record logis

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 30, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 18, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission

Term Loan Agreement, dated October 18, 2018, among Container Applications Limited, CAI International, Inc., the lending institutions from time to time listed on Schedule 1 thereto, and Wells Fargo Bank, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K filed on October 23, 2018).

Exhibit 10.1 TERM LOAN AGREEMENT Dated as of October 18, 2018 by and among CONTAINER APPLICATIONS LIMITED (as “CAL” or “Borrower”) CAI INTERNATIONAL, INC. (as “CAI” or “Guarantor”) THE LENDERS LISTED ON SCHEDULE 1 HERETO and WELLS FARGO BANK, N.A. as Administrative Agent (the “Administrative Agent”) Table of Contents Page 1. DEFINITIONS AND RULES OF INTERPRETATION 1 1.1. Definitions 1 1.2. Rules o

Third Amended and Restated Revolving Credit Agreement, dated October 22, 2018, among CAI Rail Inc., CAI International, Inc., the lending institutions from time to time listed on Schedule 1 thereto, MUFG Union Bank, N.A., as administrative agent and lead arranger and bookrunner, Bank of America, N.A., as syndication agent, and ING Bank, a branch of ING-Diba AG and The Huntington National Bank, as co-documentation agents.

Exhibit 10.2 THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of October 22, 2018 by and among CAI RAIL INC. (as “Borrower”) CAI INTERNATIONAL, INC. (as “Guarantor”) THE LENDERS LISTED ON SCHEDULE 1 HERETO MUFG UNION BANK, N.A. as Administrative Agent (the “Administrative Agent”), MUFG UNION BANK, N.A. as Lead Arranger and Bookrunner BANK OF AMERICA, N.A. (as "Syndication Agent") and

Series 2018-2 Supplement, dated September 19, 2018, to Indenture dated July 6, 2017, between CAL Funding III Limited and Wells Fargo Bank, National Association (incorporated by reference to Exhibit 4.1 of our Current Report on Form 8-K filed on September 25, 2018).

Exhibit 4.1 CAL FUNDING III LIMITED Issuer and WELLS FARGO BANK, NATIONAL ASSOCIATION Indenture Trustee SERIES 2018-2 SUPPLEMENT DATED AS OF SEPTEMBER 19, 2018 TO INDENTURE DATED AS OF JULY 6, 2017 FIXED RATE ASSET-BACKED NOTES, SERIES 2018-2, CLASS A NOTES AND CLASS B NOTES TABLE OF CONTENTS Page ARTICLE I Definitions; Calculation Guidelines 1 Section 101. Definitions 1 ARTICLE II Creation of the

NOTE PURCHASE AGREEMENT Dated as of September 13, 2018 CAL FUNDING III LIMITED as Issuer MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED WELLS FARGO SECURITIES, LLC MUFG SECURITIES AMERICAS INC. BBVA SECURITIES INC. FIFTH THIRD SECURITIES, INC. as

Exhibit 99.1 NOTE PURCHASE AGREEMENT Dated as of September 13, 2018 Among CAL FUNDING III LIMITED as Issuer and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED WELLS FARGO SECURITIES, LLC MUFG SECURITIES AMERICAS INC. BBVA SECURITIES INC. and FIFTH THIRD SECURITIES, INC. as the Initial Purchasers CONTAINER APPLICATIONS LIMITED as Seller and Manager and CAI INTERNATIONAL, INC. as Sub-Manager and

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 19, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissi

CAI / CAI International, Inc. 8-A12B

8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 94-3109229 (State or other jurisdiction of incorporation or organization) (I.R.S. employer identific

Certificate of Designations of Rights and Preferences of 8.50% Series B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock, dated August 10, 2018 (incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K filed on August 10, 2018).

EX-3.1 Exhibit 3.1 CAI INTERNATIONAL, INC. CERTIFICATE OF DESIGNATIONS OF RIGHTS AND PREFERENCES 8.50% SERIES B FIXED-TO-FLOATING RATE CUMULATIVE REDEEMABLE PERPETUAL PREFERRED STOCK (Pursuant to Section 151 of the General Corporation Law of the State of Delaware) Pursuant to Section 151 of the General Corporation Law of the State of Delaware as set forth in Title 8 of the Delaware Code (the “DGCL

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 6, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissi

Underwriting Agreement, dated August 6, 2018, between CAI International, Inc. and RBC Capital Markets, LLC, as representative of the underwriters named therein.

EX-1.1 Exhibit 1.1 Execution Version CAI International, Inc. 1,700,000 Shares of 8.50% Series B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock (Liquidation Preference $25.00 per Share) UNDERWRITING AGREEMENT August 6, 2018 RBC CAPITAL MARKETS, LLC As Representative of the Several Underwriters, c/o RBC Capital Markets, LLC 200 Vesey Street New York, New York 10281 Dear Sirs:

1,700,000 Shares CAI International, Inc. 8.50% Series B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock (Liquidation Preference $25.00 per share)

424B5 Table of Contents Filed Pursuant to Form 424(b)(5) Registration Number 333-217915 PROSPECTUS SUPPLEMENT (To Prospectus Dated June 2, 2017) 1,700,000 Shares CAI International, Inc.

Final Pricing Term Sheet CAI INTERNATIONAL, INC. 8.50% Series B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock (Liquidation Preference $25.00 per Share)

FWP FREE WRITING PROSPECTUS Filed Pursuant to Rule 433 Registration No. 333-217915 August 6, 2018 Final Pricing Term Sheet CAI INTERNATIONAL, INC. 8.50% Series B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock (Liquidation Preference $25.00 per Share) Final pricing term sheet, dated August 6, 2018 (the “Final Pricing Term Sheet”) to the preliminary prospectus supplement, dat

SUBJECT TO COMPLETION, DATED AUGUST 6, 2018

424B3 Table of Contents Filed Pursuant to Form 424(b)(3) Registration Number 333-217915 This preliminary prospectus supplement and the accompanying prospectus relate to an effective registration statement under the Securities Act of 1933, as amended, but are not complete and may be changed.

CAI / CAI International, Inc. 10-Q (Quarterly Report)

  UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549  FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018  or  ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to  Commission file number: 001-33388  CAI Int

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 31, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fi

CAI International, Inc. Reports Results for the Second Quarter of 2018

Exhibit 99.1 CAI International, Inc. Reports Results for the Second Quarter of 2018 SAN FRANCISCO-(BUSINESS WIRE)-July 31, 2018-CAI International, Inc. (CAI) (NYSE: CAI), one of the world’s leading transportation finance and logistics companies, today reported results for the second quarter of 2018. Record lease revenue up 23% on strong container demand and improved rail fundamentals Record logist

CAI / CAI International, Inc. CORRESP

CAI International, Inc. Steuart Tower 1 Market Plaza, Suite 900 San Francisco, CA 94105 Tel: 415-788-0100 Fax: 415-788-3430 www.capps.com NYSE: CAI July 13, 2018 VIA EDGAR AND OVERNIGHT DELIVERY Ms. Cecilia Blye Chief Office of Global Security Risk U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re: CAI International, Inc. Form 10-K for the Fiscal Year Ended Decembe

Amendment No. 6 to Third Amended and Restated Revolving Credit Agreement, dated June 26, 2018, by and among CAI International, Inc., Container Applications Limited, the guarantors named therein, Bank of America, N.A., as a lender and administrative agent, the other lending institutions party thereto, Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), MUFG Union Bank, N.A. and Wells Fargo Bank, N.A., as syndication agents, Merrill Lynch, as lead arranger and book runner, and ABN AMRO Capital USA, LLC, Compass Bank, Bank of Montreal, Royal Bank of Canada and PNC Bank, National Association, as documentation agents (incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K filed on June 28, 2018).

Exhibit 10.1 AMENDMENT NO. 6 to that certain THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT This AMENDMENT NO. 6 (this “Agreement”) dated as of June 26, 2018, is by and among CAI INTERNATIONAL, INC., a Delaware corporation (“CAI”), CONTAINER APPLICATIONS LIMITED, a corporation organized under the laws of Barbados (“CAL” and, together with CAI, the “Borrowers”, and each, individually, a “Bor

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 26, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fi

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 1, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fil

Certificate of Amendment to the Amended and Restated Certificate of Incorporation of CAI International, Inc., dated June 4, 2018 (incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K filed on June 5, 2018)

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CAI INTERNATIONAL, INC. CAI INTERNATIONAL, INC., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify: 1. That by written consent in lieu of a meeting of the Board of Directors of CAI International, Inc., resolutions were

At the Market Issuance Sales Agreement, dated May 2, 2018, between CAI International, Inc. and B. Riley FBR, Inc. (incorporated by reference to Exhibit 1.1 of our Current Report on Form 8-K filed on May 2, 2018).

EX-1.1 Exhibit 1.1 CAI INTERNATIONAL, INC. 8.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock (par value $0.0001 per share and Liquidation Preference $25.00 per share) At the Market Issuance Sales Agreement May 2, 2018 B. Riley FBR, Inc. 299 Park Avenue, 7th Floor New York, NY 10171 Ladies and Gentlemen: CAI International, Inc., a Delaware corporation (the “Compa

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 2, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission

Up to 2,229,100 Shares CAI International, Inc. 8.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock (Liquidation Preference $25.00 per share)

424B5 Table of Contents Filed Pursuant to Form 424(b)(5) Registration Number 333-217915 PROSPECTUS SUPPLEMENT (To Prospectus Dated June 2, 2017) Up to 2,229,100 Shares CAI International, Inc.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 1, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission File

Stock Repurchase Agreement, dated May 1, 2018, between CAI International, Inc. and the Ogawa Family Trust dated 7/6/98.

EX-10.1 2 a51799367ex101.htm EXHIBIT 10.1 Exhibit 10.1 STOCK REPURCHASE AGREEMENT May 1, 2018 1. Purchase and Sale. By signing below, the Ogawa Family Trust dated 7/6/98 (the “Selling Stockholder”) agrees to sell to CAI International, Inc. (the “Company”) an aggregate of 1,225,214 shares (the “Shares”) of common stock, par value $0.0001 per share, of the Company, and the Company, on the basis of t

CAI International, Inc. Announces the Purchase of 6.0% of its Outstanding Common Shares from an Affiliate of a Board Member

EX-99.1 3 a51799367ex991.htm EXHIBIT 99.1 Exhibit 99.1 CAI International, Inc. Announces the Purchase of 6.0% of its Outstanding Common Shares from an Affiliate of a Board Member SAN FRANCISCO-(BUSINESS WIRE)-May 1, 2018-CAI International, Inc. (CAI or the Company) (NYSE: CAI), one of the world’s leading transportation finance and logistics companies, today announced that it had completed the purc

CAI / CAI International, Inc. 10-Q (Quarterly Report)

    UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018  or  ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to  Commission file number: 001-33388    CA

CAI International, Inc. Reports Results for the First Quarter of 2018

Exhibit 99.1 CAI International, Inc. Reports Results for the First Quarter of 2018 SAN FRANCISCO-(BUSINESS WIRE)-April 26, 2018-CAI International, Inc. (CAI) (NYSE: CAI), one of the world’s leading transportation finance and logistics companies, today reported results for the first quarter of 2018. Highlights Net income attributable to CAI common stockholders for the first quarter of 2018 was $17.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 26, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission F

CAI / CAI International, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6

CAI / CAI International, Inc. DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6

CAI / CAI International, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7 )* CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) March 30, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S

CAI / CAI International, Inc. PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant o Check the appropriate box: ☒ Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 April 2, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fi

CAI International, Inc. Announces New Appointments to the Board of Directors and the Retirement of a Director

Exhibit 99.1 CAI International, Inc. Announces New Appointments to the Board of Directors and the Retirement of a Director SAN FRANCISCO-(BUSINESS WIRE)-April 5, 2018-CAI International, Inc. (CAI or the Company) (NYSE:CAI), one of the world’s leading transportation finance and logistics companies, today announced that the Board of Directors has appointed Mr. Andrew S. Ogawa and Mr. John H. Willifo

CAI / CAI International, Inc. 8-A12B

8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 94-3109229 (State or other jurisdiction of incorporation or organization) (I.R.S. employer identific

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 22, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Com

Underwriting Agreement, dated March 22, 2018, between CAI International, Inc. and B. Riley FBR, Inc., as representative of the underwriters named therein.

EX-1.1 Exhibit 1.1 CAI International, Inc. 1,600,000 Shares of 8.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock (Liquidation Preference $25.00 per Share) UNDERWRITING AGREEMENT March 22, 2018 B. RILEY FBR, INC. As Representative of the Several Underwriters, c/o B. Riley FBR, Inc., 299 Park Avenue, 7th Floor New York, New York 10171 Dear Sirs: 1. Introductory. C

Certificate of Designations of Rights and Preferences of 8.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock, dated March 28, 2018 (incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K filed on March 28, 2018).

EX-3.1 Exhibit 3.1 CAI INTERNATIONAL, INC. CERTIFICATE OF DESIGNATIONS OF RIGHTS AND PREFERENCES 8.50% SERIES A FIXED-TO-FLOATING RATE CUMULATIVE REDEEMABLE PERPETUAL PREFERRED STOCK (Pursuant to Section 151 of the General Corporation Law of the State of Delaware) Pursuant to Section 151 of the General Corporation Law of the State of Delaware as set forth in Title 8 of the Delaware Code (the “DGCL

1,600,000 Shares CAI International, Inc. 8.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock (Liquidation Preference $25.00 per share)

424B5 Table of Contents Filed Pursuant to Form 424(b)(5) Registration Number 333-217915 PROSPECTUS SUPPLEMENT (To Prospectus Dated June 2, 2017) 1,600,000 Shares CAI International, Inc.

CAI / CAI International, Inc. / Park West Asset Management LLC - INITIAL FILING Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CAI International, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 12477X106 (CUSIP Number) March 13, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru

Final Pricing Term Sheet CAI INTERNATIONAL, INC. 8.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock (Liquidation Preference $25.00 per Share)

FWP FREE WRITING PROSPECTUS Filed Pursuant to Rule 433 Registration No. 333-217915 March 22, 2018 Final Pricing Term Sheet CAI INTERNATIONAL, INC. 8.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock (Liquidation Preference $25.00 per Share) Final pricing term sheet, dated March 22, 2018 (the “Final Pricing Term Sheet”) to the preliminary prospectus supplement, dat

SUBJECT TO COMPLETION, DATED MARCH 21, 2018

424B5 Table of Contents Filed Pursuant to Form 424(b)(5) Registration Number 333-217915 This preliminary prospectus supplement and the accompanying prospectus relate to an effective registration statement under the Securities Act of 1933, as amended, but are not complete and may be changed.

Series 2018-1 Supplement, dated February 28, 2018, to Indenture dated July 6, 2017, between CAL Funding III Limited and Wells Fargo Bank, National Association (incorporated by reference to Exhibit 4.1 of our Current Report on Form 8-K filed on March 5, 2018).

Exhibit 4.1 CAL FUNDING III LIMITED Issuer and WELLS FARGO BANK, NATIONAL ASSOCIATION Indenture Trustee SERIES 2018-1 SUPPLEMENT DATED AS OF FEBRUARY 28, 2018 TO INDENTURE DATED AS OF JULY 6, 2017 FIXED RATE ASSET-BACKED NOTES, SERIES 2018-1, CLASS A NOTES AND CLASS B NOTES TABLE OF CONTENTS Page ARTICLE I Definitions; Calculation Guidelines 1 Section 101. Definitions 1 ARTICLE II Creation of the

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 28, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissio

NOTE PURCHASE AGREEMENT Dated as of February 21, 2018 CAL FUNDING III LIMITED as Issuer WELLS FARGO SECURITIES LLC MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED ABN AMRO SECURITIES (USA) LLC MUFG SECURITIES AMERICAS INC. as the Initial Purchaser

EX-99.1 3 ex991.htm EXHIBIT 99.1 Exhibit 99.1 NOTE PURCHASE AGREEMENT Dated as of February 21, 2018 Among CAL FUNDING III LIMITED as Issuer and WELLS FARGO SECURITIES LLC MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED ABN AMRO SECURITIES (USA) LLC and MUFG SECURITIES AMERICAS INC. as the Initial Purchasers CONTAINER APPLICATIONS LIMITED as Seller and Manager and CAI INTERNATIONAL, INC. as Sub-

CAI / CAI International, Inc. 10-K (Annual Report)

Table of Contents    UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

Subsidiaries of CAI International, Inc.

Exhibit 21.1 CAI INTERNATIONAL, INC. LIST OF SUBSIDIARIES  Subsidiary Jurisdiction CAI Chile S.p.A Chile CAI Consent Sweden AB Sweden CAI Intermodal LLC Washington (U.S.A.) CAI International GmbH Germany CAI Korea Yuhan Hoesa South Korea CAI Logistics Inc. Delaware (U.S.A.) CAI Luxembourg S.a r.l. Luxembourg CAI Rail Inc. Delaware (U.S.A.) CAI South Africa (Pty) Ltd South Africa CAL Funding II Li

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 15, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissio

RISK FACTORS

Exhibit 99.1 RISK FACTORS We have identified the following risks and uncertainties that may have a material adverse effect on our business, financial condition, results of operations and cash flows. Investors should carefully consider the risks described below before making an investment decision. The risks described below are not the only ones we face. Additional risks not presently known to us o

CAI / CAI International, Inc. / Park West Asset Management LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* CAI International, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th

CAI / CAI International, Inc. CAI INTERNATIONAL, INC. 8-K (Current Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 14, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissio

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 12, 2018 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissio

CAI International, Inc. Reports Results for the Fourth Quarter and Full Year of 2017

Exhibit 99.1 CAI International, Inc. Reports Results for the Fourth Quarter and Full Year of 2017 SAN FRANCISCO-(BUSINESS WIRE)-February 14, 2018-CAI International, Inc. (CAI) (NYSE: CAI), one of the world?s leading transportation finance and logistics companies, today reported results for the fourth quarter and full year of 2017. Highlights Net income for the fourth quarter of 2017 was $36.6 mill

CAI International, Inc. Announces the Appointment of a New Board Member

Exhibit 99.1 CAI International, Inc. Announces the Appointment of a New Board Member SAN FRANCISCO-(BUSINESS WIRE)-February 14, 2018-CAI International, Inc. (CAI) (NYSE: CAI), one of the world’s leading transportation finance and logistics companies, today announced that Kathryn G. Jackson has been appointed by the Board of Directors of the Company as a member of the Board of Directors. She will a

CAI / CAI International, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* CAI INTERNATIONAL INC (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S

CAI / CAI International, Inc. / Wellington Trust Co NA - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) December 29, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

CAI / CAI International, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6 )* CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) December 29, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 20, 2017 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commissio

CAI International, Inc. Announces the Passing of Its Founder and Chairman, Hiromitsu Ogawa

Exhibit 99.1 CAI International, Inc. Announces the Passing of Its Founder and Chairman, Hiromitsu Ogawa SAN FRANCISCO-(BUSINESS WIRE)-December 21, 2017-CAI International, Inc. (CAI) (NYSE: CAI) today regretfully announced the passing of its founder and Chairman, Hiromitsu (?Hiro?) Ogawa on December 20, 2017. Mr. Ogawa founded CAI in 1989 and has acted as its Chairman since the initial public offer

CAI / CAI International, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5 )* CAI International, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12477X106 (CUSIP Number) October 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

Equity Distribution Sales Agreement, dated October 23, 2017, among CAI International, Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, and Wells Fargo Securities, Inc. (incorporated by reference to Exhibit 1.1 of our Current Report on Form 8-K, filed on October 23, 2017).

EX-1.1 Exhibit 1.1 CAI International, Inc. Up to 2,000,000 shares of Common Stock ($0.0001 par value) EQUITY DISTRIBUTION SALES AGREEMENT October 23, 2017 Merrill Lynch, Pierce, Fenner & Smith Incorporated Wells Fargo Securities, LLC c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, New York 10036 and Wells Fargo Securities, LLC 375 Park Avenue 4th Floor New York, Ne

CAI International 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 23, 2017 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commis

Up to 2,000,000 Shares CAI International, Inc. Common Stock

424B5 Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-217915 PROSPECTUS SUPPLEMENT (To Prospectus Dated June 2, 2017) Up to 2,000,000 Shares CAI International, Inc. Common Stock We have entered into an Equity Distribution Sales Agreement (the ?Sales Agreement?) with Merrill Lynch, Pierce, Fenner & Smith Incorporated (?Merrill Lynch?) and Wells Fargo Securities, LLC (?Wells

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

    UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017  or  ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to  Commission file number: 001-33388  

CAI International, Inc. Reports Results for the Third Quarter of 2017

Exhibit 99.1 CAI International, Inc. Reports Results for the Third Quarter of 2017 SAN FRANCISCO-(BUSINESS WIRE)-October 19, 2017-CAI International, Inc. (CAI) (NYSE: CAI), one of the world’s leading transportation finance and logistics companies, today reported results for the third quarter of 2017. Highlights Strong fundamentals in the container leasing market in the third quarter of 2017 result

CAI International CAI INTERNATIONAL, INC. 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 19, 2017 CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission

CAI International S-8

As filed with the Securities and Exchange Commission on August 1, 2017 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

    UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017  or  ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to  Commission file number: 001-33388    CAI

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 25, 2017 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fi

CAI International, Inc. Reports Results for the Second Quarter of 2017

Exhibit 99.1 CAI International, Inc. Reports Results for the Second Quarter of 2017 SAN FRANCISCO-(BUSINESS WIRE)-July 26, 2017-CAI International, Inc. (CAI) (NYSE:CAI), one of the world?s leading transportation finance and logistics companies, today reported results for the second quarter of 2017. Highlights Strong fundamentals in the container leasing market resulted in revenue growth, reduced o

CAI International CAI INTERNATIONAL, INC. 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 26, 2017 CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fi

Series 2017-01 Supplement, dated July 6, 2017, among CAL Funding III Limited and Wells Fargo Bank, National Association (incorporated by reference to Exhibit 4.2 of our Current Report on Form 8-K, filed on July 11, 2017).

Exhibit 4.2 CAL FUNDING III LIMITED Issuer and WELLS FARGO BANK, NATIONAL ASSOCIATION Indenture Trustee SERIES 2017-1 SUPPLEMENT DATED AS OF JULY 6, 2017 TO INDENTURE DATED AS OF JULY 6, 2017 FIXED RATE ASSET-BACKED NOTES, SERIES 2017-1, CLASS A NOTES AND CLASS B NOTES TABLE OF CONTENTS Page ARTICLE I Definitions; Calculation Guidelines 1 Section 101. Definitions 1 ARTICLE II Creation of the Serie

NOTE PURCHASE AGREEMENT Dated as of June 29, 2017 CAL FUNDING III LIMITED as Issuer MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED WELLS FARGO SECURITIES LLC BBVA SECURITIES INC. MUFG SECURITIES AMERICAS INC. as the Initial Purchasers CONTAINER A

Exhibit 99.1 NOTE PURCHASE AGREEMENT Dated as of June 29, 2017 Among CAL FUNDING III LIMITED as Issuer and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED WELLS FARGO SECURITIES LLC BBVA SECURITIES INC. and MUFG SECURITIES AMERICAS INC. as the Initial Purchasers CONTAINER APPLICATIONS LIMITED as Seller and Manager and CAI INTERNATIONAL, INC. as Sub-Manager and Performance Guarantor (CAL FUNDING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 6, 2017 Date of Report (Date of earliest event reported) CAI International, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 6, 2017 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fil

Indenture, dated July 6, 2017, among CAL Funding III Limited and Wells Fargo Bank, National Association (incorporated by reference to Exhibit 4.1 of our Current Report on Form 8-K, filed on July 11, 2017).

Exhibit 4.1 CAL FUNDING III LIMITED Issuer and WELLS FARGO BANK, NATIONAL ASSOCIATION Indenture Trustee INDENTURE Dated as of July 6, 2017 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 4 Section 101. Defined Terms 4 Section 102. Other Definitional Provisions 36 Section 103. Computation of Time Periods 36 Section 104. Statutory References 37 Section 105. Duties of Manager Transfer Facilitator 37 ART

Commitment Increase, Amendment No. 5 and Joinder, dated June 16, 2017, by and among CAI International, Inc., Container Applications Limited, the guarantors named therein, Bank of America, N.A., as a lender and administrative agent of the lenders, the other lending institutions party thereto, Merrill Lynch, Pierce, Fenner & Smith Incorporated, MUFG Union Bank, N.A. and Wells Fargo Bank, N.A., as syndication agents, Merrill Lynch, Pierce, Fenner & Smith Incorporated, MUFG Union Bank, N.A. and Wells Fargo Securities, LLC, as joint lad arrangers and book managers, and Bank of Montreal (Chicago branch), JPMorgan Chase Bank, N.A. and Santander Bank N.A. as co-agents (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K, filed on June 22, 2017).

Exhibit 10.1 COMMITMENT INCREASE, AMENDMENT NO. 5 AND JOINDER to that certain THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT This COMMITMENT INCREASE, AMENDMENT NO. 5 AND JOINDER (this “Agreement”) dated as of June 16, 2017, is by and among CAI INTERNATIONAL, INC., a Delaware corporation (“ CAI”), CONTAINER APPLICATIONS LIMITED, a corporation organized under the laws of Barbados (“ CAL” and

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 16, 2017 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fi

CAI International CAI INTERNATIONAL, INC. 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 19, 2017 CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fi

CAI International, Inc. Announces Proposed Offering of $250 Million Aggregate Principal Amount of Asset-Backed Notes

Exhibit 99.2 CAI International, Inc. Announces Proposed Offering of $250 Million Aggregate Principal Amount of Asset-Backed Notes SAN FRANCISCO-(BUSINESS WIRE)-June 19, 2017-CAI International, Inc. (CAI) (NYSE:CAI), one of the world?s leading transportation finance and logistics companies, today announced that CAL Funding III Limited (?CAL?), a wholly-owned subsidiary of CAI, proposes to offer, su

CAI International, Inc. Announces Expansion of Revolving Credit Facility and a Financial Update

Exhibit 99.1 CAI International, Inc. Announces Expansion of Revolving Credit Facility and a Financial Update SAN FRANCISCO-(BUSINESS WIRE)-June 19, 2017-CAI International, Inc. (CAI) (NYSE: CAI), one of the world?s leading transportation finance and logistics companies, today announced an expansion of its revolving credit facility and provided a financial update. Highlights CAI has reached agreeme

CAI INTERNATIONAL, INC. 2007 EQUITY INCENTIVE PLAN

Exhibit 10.1 CAI INTERNATIONAL, INC. 2007 EQUITY INCENTIVE PLAN SECTION 1. PURPOSE The purpose of the CAI International, Inc. 2007 Equity Incentive Plan is to attract, retain and motivate employees, officers, directors, consultants, agents, advisors and independent contractors of the Company and its Related Companies by providing them the opportunity to acquire a proprietary interest in the Compan

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 2, 2017 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission Fil

CAI International ESP

May 31, 2017 VIA EDGAR Division of Corporation Finance Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: CAI International, Inc.

SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT

Exhibit 10.1 SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this " Agreement") is executed as of this 1st day of May, 2017, by and between Victor Garcia (" Employee") and CAI International, Inc., a Delaware corporation (the " Company"). RECITALS The Company and Employee are parties to an Amended and Restated Employment Agreement dated as of

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 22, 2017 Date of Report (Date of earliest event reported) CAI International, Inc. (Exact name of registrant as specified in charter) Delaware 001-33388 94-3109229 (State or other jurisdiction of incorporation) (Commission File Nu

CAI International S-3/A

As filed with the Securities and Exchange Commission on May 26, 2017 Registration No.

FORM OF SUBORDINATED INDENTURE CAI INTERNATIONAL, INC. [ ] DATED AS OF [ ], [ ] SUBORDINATED DEBT SECURITIES CAI International, Inc. Reconciliation and tie between Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939 and this Inden

Exhibit 4.5 FORM OF SUBORDINATED INDENTURE CAI INTERNATIONAL, INC. and [ ] TRUSTEE INDENTURE DATED AS OF [ ], [ ] SUBORDINATED DEBT SECURITIES CAI International, Inc. Reconciliation and tie between Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939 and this Indenture Trust Indenture Act Sections Indenture Section 310 (a)(1) 6.8 (a)(2) 6.8 (a)(3) TIA (a)(4) N/A (a)(5) 6.8 (b) 6

FORM OF SENIOR INDENTURE CAI INTERNATIONAL, INC. [ ] DATED AS OF [ ], [ ] SENIOR DEBT SECURITIES CAI International, Inc. Reconciliation and tie between Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939 and this Indenture

Exhibit 4.4 FORM OF SENIOR INDENTURE CAI INTERNATIONAL, INC. and [ ] TRUSTEE INDENTURE DATED AS OF [ ], [ ] SENIOR DEBT SECURITIES CAI International, Inc. Reconciliation and tie between Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939 and this Indenture Trust Indenture Act Sections Indenture Section 310 (a)(1) 6.8 (a)(2) 6.8 (a)(3) TIA (a)(4) N/A (a)(5) 6.8 (b) 6.9 (c) TIA 3

As filed with the Securities and Exchange Commission on May 12, 2017

As filed with the Securities and Exchange Commission on May 12, 2017 Registration No.

CAI International, Inc. Calculation of Ratio of Earnings to Fixed Charges (Dollars in Thousands)

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CAI International DEFA 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6

CAI International DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6

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Exhibit 21.1 CAI INTERNATIONAL, INC. LIST OF SUBSIDIARIES ? Subsidiary Jurisdiction CAI Chile S.p.A Chile CAI Consent Sweden AB Sweden CAI Deutschland GmbH Germany CAI International GmbH Germany CAI Korea Yuhan Hoesa South Korea CAI Logistics Inc. Delaware (U.S.A.) CAI Luxembourg S.a r.l. Luxembourg CAI Rail Inc. Delaware (U.S.A.) CAI South Africa (Pty) Ltd South Africa CAL Funding II Limited Berm

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Table of Contents    UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

CAI / CAI International, Inc. / Park West Asset Management LLC - SC 13G/A Passive Investment

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