Form 4: RB Global CEO Acquires Dividend Equivalent Rights

RB Global CEO James F. Kessler acquired 929 dividend equivalent rights tied to restricted and performance share units, increasing his beneficial ownership.

Summary

• James Francis Kessler, Chief Executive Officer of RB GLOBAL INC. (RBA), acquired a total of 929 Dividend Equivalent Rights (DERs) on March 2, 2026.
• The acquired DERs include 54 units related to 2023 Restricted Share Units (RSUs), 82 units for 2024 RSUs, 145 units for 2025 RSUs, and 648 units for 2023 Performance Share Units (PSUs).
• Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RBA common share.
• These DERs accrue in respect of the underlying RSUs and PSUs and become exercisable proportionately with them.
• Following these transactions, Mr. Kessler beneficially owns 622 DERs related to 2023 RSUs, 643 DERs related to 2024 RSUs, 536 DERs related to 2025 RSUs, and 7,455 DERs related to 2023 PSUs.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive signal. While a routine compensation event, the increase in the CEO's equity-linked holdings generally indicates continued alignment of management's interests with shareholder value.

Positives

• The acquisition of additional equity-linked compensation by the CEO increases his direct stake and aligns his interests more closely with those of shareholders.
• The grant of dividend equivalent rights as part of compensation indicates ongoing commitment and incentivization of executive performance.

Future Outlook

The filing does not contain forward-looking statements or guidance, as it is a report of past insider transactions.

Industry Context

StockSavvy.ai notes that routine insider acquisitions of equity-linked compensation, such as dividend equivalent rights tied to RSUs and PSUs, are common practice in executive compensation structures across various industries. These grants aim to align management's long-term interests with shareholder value creation.

Stakeholder Impact

• Shareholders: Increased alignment of the CEO's financial interests with shareholder returns through equity-linked compensation.

Next Steps

• The acquired Dividend Equivalent Rights will become exercisable proportionately with the underlying Restricted Share Units and Performance Share Units to which they relate, on or after March 2, 2026.

Key Dates

Recommendation

This Form 4 filing reports a routine acquisition of equity-linked compensation by the CEO, which is a positive signal of management alignment. However, it does not present new information that would fundamentally alter the investment thesis for RB Global, thus warranting a 'hold' recommendation for seasoned investors.

Keywords

RB Global, RBA, Insider Transaction, Form 4, CEO, Equity Compensation, Dividend Equivalent Rights, RSU, PSU