RB Global (RBA) CFO reports new dividend equivalent rights on Form 4

Rhea-AI Filing Summary

RB Global Inc. chief financial officer reports dividend equivalent rights tied to RSUs. On December 17, 2025, the company’s CFO, identified as the reporting person on this Form 4, acquired additional derivative securities in the form of dividend equivalent rights linked to prior restricted share unit grants. These include 37 dividend equivalent rights related to the 2024 RSU grant and 28 dividend equivalent rights related to the 2025 RSU grant, each representing the economic equivalent of one RB Global common share with an exercise price of $0. Following these transactions, the reporting person beneficially owned 262 dividend equivalent rights associated with the 2024 RSUs and 111 dividend equivalent rights associated with the 2025 RSUs, all held directly.

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^*

Guerin Eric

(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 Financial 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 (2024 RSUs)	(1)	12/17/2025		A		37		(1)	(1)	Common Shares	37	$0	262	D
Dividend Equivalent Rights (2025 RSUs)	(2)	12/17/2025		A		28		(2)	(2)	Common Shares	28	$0	111	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 2024 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 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 Eric Guerin	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).
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 (RBA) disclose in this Form 4?

The filing shows the RB Global chief financial officer acquired additional dividend equivalent rights tied to restricted share units on December 17, 2025, with no sales reported.

How many dividend equivalent rights did the RB Global (RBA) CFO acquire?

The CFO acquired 37 dividend equivalent rights related to the 2024 RSU grant and 28 dividend equivalent rights related to the 2025 RSU grant.

What does each dividend equivalent right represent for RB Global (RBA)?

Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RB Global common share, accruing on the underlying RSU grants.

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

The dividend equivalent rights listed in the filing have an exercise price of $0, meaning no cash payment is required upon settlement under their terms.

How many dividend equivalent rights does the RB Global (RBA) CFO hold after these transactions?

After the reported transactions, the CFO beneficially owns 262 dividend equivalent rights tied to the 2024 RSUs and 111 dividend equivalent rights tied to the 2025 RSUs, all held directly.

How do the RB Global (RBA) dividend equivalent rights vest or become exercisable?

The dividend equivalent rights become exercisable proportionately with the restricted share units to which they relate, following the vesting schedule of the 2024 and 2025 RSU grants.