RSG (NYSE: RSG) CLO RSUs vest; shares withheld at $216.84 for taxes

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

REPUBLIC SERVICES, INC. executive Catharine D. Ellingsen reported equity compensation activity. On February 18, 2026, 419.4 Restricted Stock Units, including dividend equivalents from a 02/18/2025 grant, automatically vested and were paid out in an equal number of common shares. On the same date, 177.62 common shares were disposed of to satisfy tax withholding at a fair market value of $216.84 per share, leaving her with 48,140.78 directly owned common shares.

Insider Trade Summary

419.4 shares exercised/converted

Mixed 3 txns

Insider Ellingsen Catharine D

Role EVP/Chief Legal Officer/Sec

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	419.4	$0.00	--
Exercise	Common Stock	419.4	$0.00	--
Tax Withholding	Common Stock	177.62	$216.84	$39K

Holdings After Transaction: Restricted Stock Units — 1,261.23 shares (Direct); Common Stock — 48,318.4 shares (Direct)

Footnotes (1)

The Restricted Stock Units ("RSUs") granted on 02/18/2025 vest 25% on each of the first four anniversaries of the date of grant. 419.4 RSUs, that included accrued dividend equivalents, automatically vested on 02/18/2026 and were paid out in the form of Republic Services, Inc.'s common stock. Represents shares of common stock to satisfy the tax liability of the Reporting Person upon the vesting of shares under a Restricted Stock Unit award on 02/18/2026. The fair market value of the exchanged shares was $216.84 (the closing price of Republic Services, Inc.'s common stock on 02/18/2026). Each Restricted Stock Unit represents the contingent right to one share of common stock of Republic Services, Inc.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 02/20/2026 - 07:51 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^*

Ellingsen Catharine D

(Last)

(First)

(Middle)

C/O REPUBLIC SERVICES, INC.

5353 E. CITY NORTH DRIVE

(Street)

PHOENIX

85054

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
REPUBLIC SERVICES, INC. [ RSG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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)
Common Stock	02/18/2026		M		419.4⁽¹⁾	A	$0	48,318.4	D
Common Stock	02/18/2026		F		177.62⁽²⁾	D	$216.84	48,140.78	D

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)
Restricted Stock Units	⁽³⁾	02/18/2026		M			419.4	⁽¹⁾	⁽¹⁾	Common Stock	419.4	$0	1,261.23	D

Explanation of Responses:

1. The Restricted Stock Units ("RSUs") granted on 02/18/2025 vest 25% on each of the first four anniversaries of the date of grant. 419.4 RSUs, that included accrued dividend equivalents, automatically vested on 02/18/2026 and were paid out in the form of Republic Services, Inc.'s common stock.

2. Represents shares of common stock to satisfy the tax liability of the Reporting Person upon the vesting of shares under a Restricted Stock Unit award on 02/18/2026. The fair market value of the exchanged shares was $216.84 (the closing price of Republic Services, Inc.'s common stock on 02/18/2026).

3. Each Restricted Stock Unit represents the contingent right to one share of common stock of Republic Services, Inc.

Remarks:

	/s/ Lauren McKeon, Attorney-in-Fact	02/20/2026
	** 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 transaction did RSG executive Catharine Ellingsen report on this Form 4?

Catharine D. Ellingsen reported the vesting of 419.4 Restricted Stock Units into common stock and a related share disposition to cover taxes. These equity movements reflect scheduled compensation events rather than an open-market stock purchase or sale.

How many Republic Services (RSG) RSUs vested for Catharine Ellingsen?

A total of 419.4 Restricted Stock Units vested for Catharine D. Ellingsen on February 18, 2026. The vested RSUs, including accrued dividend equivalents, were settled in an equal number of Republic Services, Inc. common shares under a prior RSU award.

What is the vesting schedule of Catharine Ellingsen’s 2025 RSU grant at RSG?

The RSUs granted to Catharine D. Ellingsen on February 18, 2025 vest in four equal annual installments. Twenty-five percent vests on each of the first four anniversaries of the grant date, with vested units paid in Republic Services, Inc. common stock.

Why were some Republic Services (RSG) shares disposed of in this Form 4?

177.62 common shares were disposed of to satisfy Catharine D. Ellingsen’s tax liability arising from the RSU vesting. The disposition used shares valued at $216.84, the closing price of Republic Services, Inc. common stock on February 18, 2026.

At what price were RSG shares valued for Catharine Ellingsen’s tax withholding?

The shares used for Catharine D. Ellingsen’s tax withholding were valued at $216.84 per share. This price represents the closing market price of Republic Services, Inc. common stock on February 18, 2026, when the RSUs vested and shares were delivered.

How many Republic Services (RSG) shares does Catharine Ellingsen own after these transactions?

After the reported RSU vesting and tax withholding disposition, Catharine D. Ellingsen directly owns 48,140.78 shares of Republic Services, Inc. common stock. This updated ownership figure is reported as the amount held following the final transaction on February 18, 2026.

What does each Restricted Stock Unit represent in RSG’s award to Catharine Ellingsen?

Each Restricted Stock Unit in Catharine D. Ellingsen’s award represents a contingent right to receive one share of Republic Services, Inc. common stock. Upon vesting, RSUs convert into an equivalent number of common shares, subject to any tax withholding obligations.