RB Global (RBA) Chief Legal Officer reports new dividend equivalent rights

Rhea-AI Filing Summary

RB Global Inc. reported an insider equity-related transaction by its Chief Legal Officer, who filed individually. On 12/17/2025, the officer acquired dividend equivalent rights tied to prior restricted share unit (RSU) grants. These derivative securities give a contingent right to receive the economic equivalent of one RB Global common share for each right.

The officer received 3 dividend equivalent rights related to 2023 RSUs, 4 related to 2024 RSUs, and 5 related to 2025 RSUs, all at an exercise price of $0 and coded as acquisitions. Following these transactions, the officer beneficially owned 31, 30, and 15 derivative securities for the 2023, 2024, and 2025 RSU-linked rights, respectively. These rights become exercisable proportionately with the underlying RSUs.

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

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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^*

Watt Darren Jeffrey

(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)

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

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 (2023 RSUs)	(1)	12/17/2025		A		3		(1)	(1)	Common Shares	3	$0	31	D
Dividend Equivalent Rights (2024 RSUs)	(2)	12/17/2025		A		4		(2)	(2)	Common Shares	4	$0	30	D
Dividend Equivalent Rights (2025 RSUs)	(3)	12/17/2025		A		5		(3)	(3)	Common Shares	5	$0	15	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 Darren Jeffrey Watt	12/18/2025
	** 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).
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FAQ

What insider transaction did RB Global Inc. (RBA) disclose in this Form 4?

The filing discloses that RB Global Inc.'s Chief Legal Officer acquired dividend equivalent rights on 12/17/2025 tied to existing restricted share unit (RSU) grants.

How many dividend equivalent rights did the RB Global (RBA) officer receive?

The officer received 3 dividend equivalent rights related to 2023 RSUs, 4 related to 2024 RSUs, and 5 related to 2025 RSUs, each representing the economic equivalent of one common share.

What do the dividend equivalent rights for RB Global (RBA) represent?

Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RB Global common share, accruing in respect of prior RSU grants and becoming exercisable proportionately with those RSUs.

What was the exercise price of the RB Global (RBA) dividend equivalent rights?

The dividend equivalent rights reported in the filing have an exercise price of $0 per right.

How many derivative securities does the RB Global (RBA) officer hold after the transaction?

After the reported transactions, the officer beneficially owned 31 derivative securities linked to 2023 RSUs, 30 linked to 2024 RSUs, and 15 linked to 2025 RSUs, all held directly.

Is the RB Global (RBA) reporting person a director or officer of the company?

The reporting person is an officer of RB Global Inc., serving as Chief Legal Officer, and filed the Form 4 as one reporting person.