Bales Brian A 4

What Happened

• Brian A. Bales, EVP & Chief Development Officer of Republic Services (RSG), received equity awards on 02/19/2026. He was credited with 3,188 performance shares (PSUs) and two RSU awards of 1,354 and 3,089 units (total 4,443 RSUs). Based on Republic’s closing price that day ($221.63), the awards are valued at roughly $1.69 million in aggregate.
• To cover withholding taxes, 99 shares were surrendered (disposed) at the closing price of $221.63 for ~$21,941. The reporting person elected to defer 100% of the PSU grant (less taxes) under the company’s Deferred Compensation Plan.

Key Details

• Transaction date: 2026-02-19; Form 4 filed: 2026-02-23. (Filing occurred four calendar days after the transaction; Form 4s are typically due within 2 business days.)
• Prices used: closing price $221.63 on 02/19/2026.
• Awards: 3,188 PSUs earned (F1); 1,354 RSUs and 3,089 RSUs awarded (F3). Total equity awarded ≈ $1.69M based on $221.63/share.
• Tax withholding: 99 shares surrendered to satisfy taxes (F2) — proceeds/value ≈ $21,941.
• Vesting: RSUs vest 25% on each of the first four anniversaries of the grant date (02/19/2026) and convert 1-for-1 to common shares at payout (F3, F4).
• Shares owned after the transaction: not reported in this filing.
• Transaction codes: A = award/grant/acquisition; F = withholding to cover tax liability.

Context

• These transactions are compensation-related awards (not open-market purchases or discretionary insider sales). The PSU award was earned and then deferred under the company DCP; the small share disposition was automatic to cover taxes. Compensation awards are routine and reflect pay practices rather than a straightforward bullish or bearish personal market view.