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RB Global (NYSE: RBA) unveils US$500M common share repurchase plan

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(High)
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8-K

Rhea-AI Filing Summary

RB Global, Inc. announced that its Board of Directors has authorized a new share repurchase program under which the company may buy back up to US$500 million of its common shares, subject to approval by the Toronto Stock Exchange of a Normal Course Issuer Bid.

The company plans to execute any repurchases on an opportunistic basis, considering market conditions, its share price and other strategic investment opportunities. Any buybacks are expected to be funded from cash reserves or its senior credit facility, and the company may modify, suspend or discontinue the program at any time.

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Insights

RB Global adds flexibility with a sizable, but discretionary, buyback.

RB Global has authorized a new share repurchase program of up to US$500 million in common shares, contingent on Toronto Stock Exchange approval of a Normal Course Issuer Bid. This framework gives the company an additional capital allocation lever alongside its existing uses of cash.

The release stresses that purchases will be made on an opportunistic basis, considering market conditions, share price, and other strategic investment options. Funding is expected from cash reserves or the senior credit facility, so actual activity will depend on liquidity, leverage tolerance, and competing needs such as investment or acquisitions.

There is no assurance that any repurchases will occur, and the company can modify, suspend or discontinue the program. Subsequent disclosures in periodic reports or further announcements would show whether and how quickly the authorization translates into actual share repurchases.

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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): March 9, 2026

 

 

RB Global, Inc.

(Exact name of registrant as specified in its charter)

 

Canada   001-13425   98-0626225
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification Number)

 

Two Westbrook Corporate Center, Suite 500,Westchester, Illinois 60154

(Address of principal executive offices) (Zip Code)

 

(708) 492-7000

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)
   

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))
   

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common shares RBA New York Stock Exchange
Common Share Purchase Rights N/A New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

Item 8.01 Other Events.

 

On March 9, 2026, RB Global, Inc. (the “Company”) announced that its board of directors has authorized a new share repurchase program under which the Company may repurchase up to $500 million worth of its common shares and that the Company intends to make an application for approval of a Normal Course Issuer Bid in March 2026.

 

Item 9.01Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit NumberDescription
  
99.1News release, dated March 9, 2026 issued by RB Global, Inc.
  
104Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

2 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  RB GLOBAL, INC.
     
  By: /s/ Ryan Welsh
    Ryan Welsh
    VP Legal & Corporate Secretary

 

Date: March 9, 2026

 

 

 

 

 

Exhibit 99.1

 

 RB Global, Inc.
2 Westbrook Corporate Center
Westchester, IL
  rbglobal.com

 

RB Global Announces Intended US$500 Million Share Repurchase Program

 

 

WESTCHESTER, IL, March 9, 2026 – RB Global, Inc. (NYSE: RBA) (TSX: RBA) (the “Company” or “RB Global”) today announced that its Board of Directors has authorized a new share repurchase program under which the Company may repurchase up to US$500 million worth of its common shares, subject to the approval of the Toronto Stock Exchange. The Company intends to make an application for approval of a Normal Course Issuer Bid in March 2026. The Company believes that the repurchase of its common shares at certain market prices may be an attractive and appropriate use of the Company’s funds.

 

The Company intends to make any repurchases on an opportunistic basis with decisions regarding the amount and the timing of repurchases based on market conditions at the time, the Company’s share price, and other strategic investment opportunities available to the Company as well as other factors. It is expected that any repurchases made under the share repurchase program will be funded using the Company’s cash reserves or its senior credit facility. There can be no assurances that any repurchases of the Company’s common shares will be completed and the Company may elect to modify, suspend or discontinue the share repurchase program at any time.

 

About RB Global
RB Global, Inc. (NYSE: RBA) (TSX: RBA) is a leading, omnichannel marketplace and trusted provider of value-added insights, services and transaction solutions for buyers and sellers of commercial assets and vehicles worldwide. Through its global network of auction sites and digital platform, RB Global serves customers worldwide across a variety of asset classes, including automotive, construction, commercial transportation, government surplus, lifting and material handling, energy, mining and agriculture. The Company’s end-to-end marketplace solutions include Ritchie Bros., IAA, Rouse Services, SmartEquip and VeriTread. For more information about RB Global, visit www.rbglobal.com.

 

 Ritchie Bros.1 

 

 

Forward-Looking Statements

 

Certain statements contained in this release include “forward-looking statements” within the meaning of U.S. federal securities laws and “forward-looking information” within the meaning of Canadian securities laws (collectively, “forward-looking statements”). Forward-looking statements herein include, in particular, statements relating to the normal course issuer bid (including, but not limited to, statements regarding the timing and size of the share repurchase program), and other subjects of this release that are not historical facts. Forward-looking statements are typically identified by such words as “aim”, “anticipate”, “believe”, “could”, “continue”, “estimate”, “expect”, “intend”, “may”, “ongoing”, “plan”, “potential”, “predict”, “will”, “should”, “would”, “could”, “likely”, “generally”, “future”, “long-term”, or the negative of these terms, and similar expressions intended to identify forward-looking statements. It is uncertain whether any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what impact they will have on the results of operations and financial condition of RB Global’s common shares. Therefore, you should not place undue reliance on any such forward-looking statements and caution must be exercised in relying on forward-looking statements. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties that may cause actual results to differ materially, including but not limited to risks and uncertainties relating to: our ability to drive shareholder value; potential growth and market opportunities; the level of participation in our auctions and the success of our online marketplaces; our ability to grow our businesses, acquire new customers, enhance our sector reach, drive geographic depth, and scale our operations; the impact of our initiatives, services, investments, and acquisitions on us and our customers; the acquisition or disposition of properties; potential future mergers and acquisitions; our ability to integrate acquisitions; our future capital expenditures and returns on those expenditures; our ability to add new business and information solutions, including, among others, our ability to maximize and integrate technology to enhance our existing services and support additional value-added service offerings; the supply trend of equipment and vehicles in the market and the anticipated price environment, as well as the resulting effect on our business and Gross Transaction Value (“GTV”); our compliance with laws, rules, regulations, and requirements that affect our business; effects of various economic, financial, industry, and market conditions or policies, including inflation, the supply and demand for property, equipment, or natural resources; the behavior of commercial assets and vehicle pricing; the relative percentage of GTV represented by straight commission or underwritten (guarantee and inventory) contracts, and its impact on revenues and profitability; our future capital expenditures and returns on those expenditures; the effect of any currency exchange and interest rate fluctuations on our results of operations; the effect of any tariffs on our results of operations; the grant and satisfaction of equity awards pursuant to our compensation plans; any future declaration and payment of dividends, including the tax treatment of any such dividends; financing available to us from our credit facilities or other sources, our ability to refinance borrowings, and the sufficiency of our working capital to meet our financial needs; our ability to satisfy our present operating requirements and fund future growth through existing working capital, credit facilities and debt; misappropriation of data or cybersecurity incidents; and, failure to comply with privacy and data protection laws. Other risks that could cause actual results to differ materially from those described in the forward-looking statements are included in “Part I, Item 1A: Risk Factors”, and the section titled “Summary of Risk Factors”, in our Annual Report on Form 10-K for the year ended December 31, 2025, as such risk factors may be amended, supplemented or superseded from time to time by other reports we file with the Securities and Exchange Commission, including subsequent Quarterly Reports on Form 10-Q The forward-looking statements included in this release are made only as of the date hereof. While the list of factors presented here is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Many of these risk factors are outside of our control, and as such, they involve risks which are not currently known that could cause actual results to differ materially from those discussed or implied herein. RB Global does not undertake any obligation to update any forward-looking statements to reflect actual results, new information, future events, changes in its expectations or other circumstances that exist after the date as of which the forward-looking statements were made, except as required by law.

 

For more information, please contact:

 

Sameer Rathod

Vice President, Investor Relations & Market Intelligence

Phone: 1.925.225.8875

Email: srathod@rbglobal.com

 

 Ritchie Bros.2 

 

FAQ

What share repurchase program did RB Global (RBA) announce?

RB Global authorized a new share repurchase program allowing it to buy back up to US$500 million of its common shares. The program is subject to Toronto Stock Exchange approval of a Normal Course Issuer Bid planned for March 2026.

How will RB Global fund its US$500 million share buyback?

RB Global expects any repurchases under the program to be funded using the company’s cash reserves or its senior credit facility. Actual funding mix will depend on market conditions, liquidity priorities and other strategic investment opportunities at the time of repurchase.

Is RB Global required to complete the full US$500 million repurchase?

No. RB Global states there can be no assurances that any repurchases will be completed. The company may modify, suspend, or discontinue the share repurchase program at any time, so actual buybacks could be less than the US$500 million authorization.

When does RB Global plan to seek approval for the buyback?

RB Global intends to apply to the Toronto Stock Exchange for approval of a Normal Course Issuer Bid in March 2026. The share repurchase program, up to US$500 million, is subject to this exchange approval before any purchases can proceed.

Why does RB Global believe a share repurchase is appropriate?

RB Global states that repurchasing its common shares at certain market prices may be an attractive and appropriate use of company funds. The decision will factor in market conditions, the share price, and other strategic investment opportunities available to the company.

On what basis will RB Global decide timing and amount of buybacks?

RB Global intends to make repurchases on an opportunistic basis, considering market conditions, the company’s share price, and other strategic investment opportunities, as well as additional factors. This approach means buyback activity may vary over time depending on those conditions.

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RB Global Ord Shs

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