RBA Form 4: Director Sieger records 11 dividend-equivalent awards

Rhea-AI Filing Summary

Michael D. Sieger, a director of RB Global Inc. (ticker: RBA), reported on Form 4 that on 09/18/2025 he acquired dividend equivalent rights tied to deferred share units and to a 2025 restricted share unit (RSU) grant. The filing records an acquisition of 6 dividend equivalent rights related to deferred share units and 5 dividend equivalent rights related to 2025 RSUs; each right represents a contingent entitlement to the economic equivalent of one RBA common share and were acquired at a price of $0. The reported ownership form for both items is direct. The form shows 52 and 10 derivative securities beneficially owned following the respective transactions. The filing was signed by an attorney-in-fact on behalf of Mr. Sieger on 09/19/2025.

Positive

• Acquisition of 11 dividend equivalent rights (6 and 5) indicating continued alignment of director compensation with shareholder value
• No cash outlay for the acquired dividend equivalent rights (price reported as $0), reflecting compensation issuance rather than market purchases

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine executive compensation accruals; no cash consideration and limited share equivalents, so minimal immediate dilution.

The Form 4 documents non-cash acquisitions of dividend equivalent rights tied to deferred share units and RSUs, totaling 11 contingent share equivalents acquired on 09/18/2025. These awards are compensation-related and become payable in line with the underlying deferred units and RSUs, which limits immediate market impact. Reported post-transaction beneficial holdings of 52 and 10 derivative securities suggest modest insider exposure but do not indicate disposition or cash proceeds. For governance assessment, this is a standard disclosure of director compensation rather than material corporate action.

Securities/Compliance Analyst

TL;DR: Compliance filing records acquisition of contingent dividend equivalents; appears routine and consistent with Rule 16 reporting.

The filing clearly states the transaction codes as acquisitions at a price of $0, and includes the required explanatory footnotes about the timing and linkage of dividend equivalent rights to deferred share units and 2025 RSUs. The form is signed by an attorney-in-fact, with filing dates provided. There are no sales, exercised options, or transfers reported here, so the disclosure meets Section 16 reporting requirements without indicating unusual insider trading activity.

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
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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^*

Sieger Michael D

(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)
09/18/2025

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 (DSUs)	(1)	09/18/2025		A		6		(1)	(1)	Common Shares	6	$0	52	D
Dividend Equivalent Rights (2025 RSUs)	(2)	09/18/2025		A		5		(2)	(2)	Common Shares	5	$0	10	D

Explanation of Responses:

1. The dividend equivalent rights accrued in respect of the reporting person's deferred share units, and become exercisable and payable concurrently with the deferred share units. Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RBA common share.

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 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 Michael D. Sieger	09/19/2025
	** 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 did Michael D. Sieger report on Form 4 for RBA?

He reported acquiring 6 dividend equivalent rights related to deferred share units and 5 dividend equivalent rights related to 2025 RSUs on 09/18/2025.

What are the dividend equivalent rights described in the RBA Form 4?

Each dividend equivalent right is a contingent right to receive the economic equivalent of one RBA common share, payable when the underlying deferred units or RSUs become exercisable or payable.

Did Michael D. Sieger pay for these securities?

The filing reports a price of $0 for the dividend equivalent rights, indicating they were granted as compensation rather than purchased.

How many derivative securities does Sieger beneficially own after the transactions?

The form shows 52 and 10 derivative securities beneficially owned following the respective reported transactions.

When was the Form 4 signed and filed?

The signature block shows the form was signed by an attorney-in-fact on behalf of Michael D. Sieger on 09/19/2025.