RB Global Strengthens Executive Retention with Multi-Year Stock Incentives

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Form Type

Rhea-AI Filing Summary

RB Global's Chief People Officer Andrew John Fesler reported the acquisition of dividend equivalent rights related to restricted share units (RSUs) on June 20, 2025. The transactions include:

2023 RSUs: Acquired 3 dividend equivalent rights, bringing total holdings to 32 units
2024 RSUs: Acquired 4 dividend equivalent rights, bringing total holdings to 23 units
2025 RSUs: Acquired 5 dividend equivalent rights, bringing total holdings to 5 units

Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RB Global common share. These rights become exercisable proportionately with their corresponding RSU grants. The transaction was executed at $0 cost and filed through an attorney-in-fact on June 24, 2025.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Fesler Andrew John

Role Chief People Officer

Type	Security	Shares	Price	Value
Grant/Award	Dividend Equivalent Rights (2023 RSUs)	3	$0.00	--
Grant/Award	Dividend Equivalent Rights (2024 RSUs)	4	$0.00	--
Grant/Award	Dividend Equivalent Rights (2025 RSUs)	5	$0.00	--

Holdings After Transaction: Dividend Equivalent Rights (2023 RSUs) — 32 shares (Direct); Dividend Equivalent Rights (2024 RSUs) — 23 shares (Direct); Dividend Equivalent Rights (2025 RSUs) — 5 shares (Direct)

Footnotes (1)

Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RBA common share. The dividend equivalent rights accrued in respect of the 2023 grant of restricted share units (RSU), and become exercisable proportionately with the restricted share units to which they relate. Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RBA common share. The dividend equivalent rights accrued in respect of the 2024 grant of restricted share units (RSU), and become exercisable proportionately with the restricted share units to which they relate. Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RBA common share. The dividend equivalent rights accrued in respect of the 2025 grant of restricted share units (RSU), and become exercisable proportionately with the restricted share units to which they relate.

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Form 4 Insider Transactions: What Each Field Means →

06/24/2025 - 05:35 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Fesler Andrew John

(Last)

(First)

(Middle)

C/O RB GLOBAL, INC.

2 WESTBROOK CORPORATE CENTER

(Street)

WESTCHESTER

60154

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
RB GLOBAL INC. [ RBA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief People Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Dividend Equivalent Rights (2023 RSUs)	⁽¹⁾	06/20/2025		A		3		⁽¹⁾	⁽¹⁾	Common Shares	3	$0	32	D
Dividend Equivalent Rights (2024 RSUs)	⁽²⁾	06/20/2025		A		4		⁽²⁾	⁽²⁾	Common Shares	4	$0	23	D
Dividend Equivalent Rights (2025 RSUs)	⁽³⁾	06/20/2025		A		5		⁽³⁾	⁽³⁾	Common Shares	5	$0	5	D

Explanation of Responses:

1. Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RBA common share. The dividend equivalent rights accrued in respect of the 2023 grant of restricted share units (RSU), and become exercisable proportionately with the restricted share units to which they relate.

2. Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RBA common share. The dividend equivalent rights accrued in respect of the 2024 grant of restricted share units (RSU), and become exercisable proportionately with the restricted share units to which they relate.

3. Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RBA common share. The dividend equivalent rights accrued in respect of the 2025 grant of restricted share units (RSU), and become exercisable proportionately with the restricted share units to which they relate.

	/s/ Maria Teresa Punsalan, attorney-in-fact for Andrew J. Fesler	06/24/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider trading activity occurred at RBA (RB Global) on June 20, 2025?

On June 20, 2025, RBA's Chief People Officer Andrew John Fesler received dividend equivalent rights related to his RSU grants. Specifically, he acquired 3 dividend equivalent rights for 2023 RSUs, 4 for 2024 RSUs, and 5 for 2025 RSUs, all at $0 cost.

How many dividend equivalent rights does RBA's Chief People Officer now own?

Following the transactions, Andrew Fesler owns 32 dividend equivalent rights from 2023 RSUs, 23 from 2024 RSUs, and 5 from 2025 RSUs, all held directly (D). These rights represent contingent rights to receive the economic equivalent of RBA common shares.

What are the terms of RBA's dividend equivalent rights granted in the Form 4?

The dividend equivalent rights granted by RBA represent contingent rights to receive the economic equivalent of one RBA common share each. They accrue in respect to restricted share unit (RSU) grants from 2023, 2024, and 2025, and become exercisable proportionately with the restricted share units to which they relate.

Who filed this Form 4 for RBA and when was it signed?

The Form 4 was filed for Andrew John Fesler, RBA's Chief People Officer, and was signed by Maria Teresa Punsalan as attorney-in-fact for Fesler on June 24, 2025.