TYLER BRIAN S. 4

What Happened

• Brian S. Tyler, a non‑management director of Republic Services (RSG), had 1,858 restricted stock units (RSUs convertable 1:1 to common shares) settle into Company common stock effective 01/31/2026. The conversion price shown was $0.00 (no cash paid on conversion). Immediately following settlement, the 1,858 shares were transferred to the director’s family trust (a gift/transfer).

Key Details

• Transaction date: 2026-01-31; Form 4 filed: 2026-02-03 (timely).
• Transaction types reported: exercise/conversion of derivative (code M) and gift/transfer (code G).
• Shares converted/settled: 1,858 shares; conversion rate: 1-for-1; reported $0.00 per share on conversion.
• Destination of shares: transferred to Reporting Person’s family trust, of which he and his spouse are trustees and beneficiaries (footnote).
• Origin of award: originally granted 01/03/2023 as 1,788 RSUs that vested immediately but were not convertible until the three‑year timing rule; settlement included dividend equivalents, bringing the total to 1,858 RSUs (per filing footnotes).
• Shares owned after the transaction: not specified in the provided filing text.

Context

• This was not a sale—no open‑market proceeds were generated. The filing documents the settlement/conversion of RSUs into shares and an immediate transfer (gift) to a family trust; gifts and transfers generally do not signal the insider’s view of the stock. The derivative conversion was a standard RSU settlement (not a cashless exercise or immediate public sale).