Form 4: RB Global Inc. Director Smith Reports Changes in Beneficial Ownership

Director Jeffrey C. Smith reports changes in beneficial ownership of RB Global Inc. securities, including common shares, deferred share units, and preferred shares.

Summary

• Jeffrey C. Smith, a director of RB Global Inc., filed a Form 4 detailing changes in his beneficial ownership of the company's securities.
• The report includes transactions related to common shares, deferred share units (DSUs), dividend equivalent rights (DSUs and RSUs), restricted share units (RSUs), and Series A Preferred Shares.
• Smith indirectly owns 251,163 common shares through Starboard Value LP.
• He also holds 2,203 direct DSUs, 20 dividend equivalent rights (DSUs), 9 dividend equivalent rights (RSUs), and 2,630 RSUs.
• Starboard Value LP holds 6,775,252 Series A Preferred Shares which are convertible into common shares.
• The DSUs will be paid out in cash following Smith's termination as a director, based on the fair market value of RBA common shares at that time.
• The Series A Preferred Shares are convertible into common shares at a rate of 0.0139696 common shares per $1.00 face amount.

Sentiment

Score: 5

Explanation: This is a routine regulatory filing, so the sentiment is neutral. It simply reports transactions and holdings.

Future Outlook

The document does not contain explicit forward-looking statements, but it details the terms of conversion for preferred shares and the payout of deferred share units upon termination of directorship.

Industry Context

Form 4 filings are a standard part of regulatory compliance for corporate insiders and provide transparency into their transactions in company stock. This filing indicates changes in the director's holdings, which can be of interest to investors.

Comparison to Industry Standards

• Form 4 filings are standard practice for publicly traded companies and their insiders, ensuring transparency in the market.
• The conversion rate of the Series A Preferred Shares is a specific term of that security, and its impact depends on the overall capital structure of RB Global Inc.
• The reporting of indirect ownership through entities like Starboard Value LP is common for directors affiliated with investment firms.

Stakeholder Impact

• Shareholders may be interested in the changes in ownership reported by a director.
• The conversion terms of the Series A Preferred Shares could impact the value of common shares.

Key Dates