Megan Anne Cash - Aug 1, 2023 Form 3 Insider Report for RB GLOBAL INC. (RBA)

Role
Principal Fin. & Acctg Officer
Signature
/s/ Maria Teresa Punsalan, attorney-in-fact for Megan Anne Cash
Stock symbol
RBA
Transactions as of
Aug 1, 2023
Transactions value $
$0
Form type
3
Date filed
8/11/2023, 03:01 PM
Next filing
Aug 31, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding RBA Common Shares 3.71K Aug 1, 2023 Direct
holding RBA Common Shares 637 Aug 1, 2023 Employee Stock Purchase Plan

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding RBA Dividend Equivalent Rights (2021 RSUs) Aug 1, 2023 Common Shares 4 Direct F1, F2
holding RBA Employee Stock Option (Right to Buy) Aug 1, 2023 Common Shares 2.19K $34.17 Direct F3
holding RBA Employee Stock Option (Right to Buy) Aug 1, 2023 Common Shares 4.72K $33.79 Direct F3
holding RBA Employee Stock Option (Right to Buy) Aug 1, 2023 Common Shares 6.69K $40.64 Direct F3
holding RBA Employee Stock Option (Right to Buy) Aug 1, 2023 Common Shares 8.24K $54.83 Direct F4
holding RBA Employee Stock Option (Right to Buy) Aug 1, 2023 Common Shares 7.33K $57.70 Direct F4
holding RBA Employee Stock Option (Right to Buy) Aug 1, 2023 Common Shares 5.57K $80.00 Direct F5, F6
holding RBA Employee Stock Option (Right to Buy) Aug 1, 2023 Common Shares 5.46K $90.00 Direct F5, F6
holding RBA Employee Stock Option (Right to Buy) Aug 1, 2023 Common Shares 7.28K $100.00 Direct F5, F6
holding RBA Restricted Share Unit (2023 RSUs) Aug 1, 2023 Common Shares 3.96K Direct F1, F7
holding RBA Restricted Share Units (2021 RSUs) Aug 1, 2023 Common Shares 38 Direct F1, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted share unit represents a contingent right to receive the economic equivalent of one RBA common share.
F2 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 one grant of restricted share units, and become exercisable proportionately with the restricted share units to which they relate.
F3 The date reflected is the initial grant date. The options were subject to a vesting schedule at the time of grant but are fully vested as of the date of this Form 3 report.
F4 The options vest as follows: 1/3 on the 1st anniversary of the date of grant; 1/3 on the 2nd anniversary of the date of grant; and 1/3 on the 3rd anniversary of the date of grant.
F5 The option vests on November 10, 2024.
F6 The option expires on November 10, 2027; provided, however, that if such date occurs during a black out period (as defined in the RBA Amended and Restated Stock Option Plan) applicable to the reporting person or within five business days (as defined in such Plan) after the last day of a black out period applicable to the reporting person, the expiry date for the option will be the last day of such five business day period
F7 The restricted share units vest as follows: 1/3 on March 15, 2024; 1/3 on March 15, 2025; and 1/3 on March 14, 2026. The cash value of the common shares underlying vested RSUs (determined in accordance with the RBA Restricted Share Unit Plan) will be paid to the reporting person, net of tax, as soon as practicable following the end of the month in which the RSUs vest; provided, that if such payment would occur at any time at which the reporting person may be in possession of undisclosed material information regarding RBA, or at any time at which, pursuant to any securities trading policy of RBA, the reporting person is restricted from trading in RBA securities, unless the Committee otherwise determines, payment will be postponed to the date which is 5 days after the later of (i) the date on which the reporting person is no longer in possession of such information or (ii) the date on which the reporting person is no longer restricted from trading in RBA securities.
F8 The restricted share units vest on February 24, 2024. The cash value of the common shares underlying vested RSUs (determined in accordance with the RBA Restricted Share Unit Plan) will be paid to the reporting person, net of tax, as soon as practicable following the end of the month in which the RSUs vest; provided, that if such payment would occur at any time at which the reporting person may be in possession of undisclosed material information regarding RBA, or at any time at which, pursuant to any securities trading policy of RBA, the reporting person is restricted from trading in RBA securities, unless the Committee otherwise determines, payment will be postponed to the date which is 5 days after the later of (i) the date on which the reporting person is no longer in possession of such information or (ii) the date on which the reporting person is no longer restricted from trading in RBA securities.

Remarks:

Exhibit 24.1 Power of Attorney