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RB Global Inc. (RBA) director updates dividend equivalent rights holdings

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

RB Global Inc. director Deborah Stein reported routine equity-related transactions involving dividend equivalent rights tied to her existing restricted share units. On December 17, 2025, she acquired dividend equivalent rights relating to the company’s 2024 and 2025 RSU grants. Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RBA common share and becomes exercisable proportionately with the underlying RSUs.

Following these transactions, she held 57 derivative securities labeled as dividend equivalent rights related to 2024 RSUs and 16 related to 2025 RSUs, all at an exercise price of $0 and reported as directly owned. These updates reflect standard adjustments to maintain the value of prior equity awards when dividends are paid.

Positive

  • None.

Negative

  • None.
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*
Stein Deborah

(Last) (First) (Middle)
C/O RB GLOBAL, INC.
2 WESTBROOK CORPORATE CENTER

(Street)
WESTCHESTER IL 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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/17/2025
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)
Code V Amount (A) or (D) Price
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Dividend Equivalent Rights (2024 RSUs) (2) 12/17/2025 A 8 (2) (2) Common Shares 8 $0 57 D
Dividend Equivalent Rights (2025 RSUs) (1) 12/17/2025 A 6 (1) (1) Common Shares 6 $0 16 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 2025 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.
/s/ Maria Teresa Punsalan, attorney-in-fact for Deborah Stein 12/19/2025
** 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.

FAQ

What insider transaction did RB Global Inc. (RBA) report for Deborah Stein?

RB Global Inc. reported that director Deborah Stein acquired dividend equivalent rights on December 17, 2025 tied to her existing restricted share units from 2024 and 2025. These rights mirror the value of RBA common shares associated with those RSU grants.

What are the dividend equivalent rights reported by RB Global Inc. (RBA)?

Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RBA common share. The rights accrue on RSU grants when dividends are paid and become exercisable in step with the related RSUs.

How many dividend equivalent rights does the RB Global (RBA) director hold after the transaction?

After the reported transactions, the director held 57 dividend equivalent rights associated with 2024 RSUs and 16 associated with 2025 RSUs, all classified as directly owned derivative securities.

Were the RB Global Inc. (RBA) dividend equivalent rights granted at a cost?

The reported dividend equivalent rights tied to the 2024 and 2025 RSU grants were shown with an exercise price of $0, indicating they are part of the overall equity compensation structure rather than open-market purchases.

How do the dividend equivalent rights for RB Global (RBA) RSUs become exercisable?

The dividend equivalent rights accrued in respect of the 2024 and 2025 RSU grants become exercisable proportionately with the restricted share units to which they relate, matching the RSU vesting or exercisability schedule.

What is the relationship of the reporting person to RB Global Inc. (RBA)?

The reporting person in this Form 4 is identified as a Director of RB Global Inc., and the filing is marked as being submitted by one reporting person.

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