Watt Darren Jeffrey 4

4 · RB GLOBAL INC. · Filed Feb 17, 2026

AI-generated summary of this filing

Updated Feb 17, 2026

RB Global (RBA) CLO Darren Watt Receives PSU Award

What Happened

Darren Watt, Chief Legal Officer of RB Global, was granted equity awards on 2026-02-12: 10,976 performance share units (PSUs) and 369 dividend equivalent rights (DERs). Both awards were reported as derivative grants with an acquisition price of $0.00.
These awards are not open-market purchases or sales — they are compensation awards/vestable units rather than cash transactions.

Key Details

Transaction date: 2026-02-12; Form 4 filed: 2026-02-17 (timely).
Awarded: 10,976 PSUs and 369 DERs (total 11,345 units). Reported acquisition price: $0.00 (derivative awards).
Footnotes: F1—each DER represents the contingent economic equivalent of one RBA common share and accrues with the 2023 PSU grant; F2—the Compensation Committee determined the PSUs met performance criteria for vesting; F3—each PSU equals a contingent right to one share or its cash equivalent; F4—PSUs vest on March 13, 2026 and vested shares or cash will be paid, net of tax, soon after that month ends.
Shares owned after transaction: not provided in the excerpt of this filing.

Context

These are compensation awards (A = Award/Grant). PSUs and DERs are contingent rights that may convert to shares or cash if vesting conditions are met; they carry no immediate cash value until settled.
Because this is an awarded grant tied to performance/vesting rules and tax withholding (net-of-tax payout), it should be viewed as routine executive compensation rather than a directional buy/sell signal.

Form 4

Period: 2026-02-12

Chief Legal Officer

Transactions

Award
Dividend Equivalent Rights (2023 PSUs)
[F1][F2]
2026-02-12+369→ 369 total
→ Common Shares (369 underlying)
Award
Performance Share Units (2023 PSUs)
[F3][F2][F4]
2026-02-12+10,976→ 10,976 total
→ Common Shares (10,976 underlying)

Footnotes (4)

[F1]Each dividend equivalent right ("DER") represents a contingent right to receive the economic equivalent of one RBA common share. The DERs accrued in respect of the 2023 grant of performance share units ("PSUs"), and become exercisable proportionately with the PSUs to which they relate.
[F2]The RB Global, Inc. Compensation Committee determined that the PSUs, previously granted to the reporting person, are eligible for vesting because certain performance criteria were satisfied.
[F3]Each PSU represents a contingent right to receive one RBA common share or the economic equivalent thereof.
[F4]The PSUs vest on March 13, 2026.The common shares underlying vested PSUs or the cash value thereof (as determined by the Committee in accordance with the RBA Senior Executive Performance 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 PSUs vest.

Signature

/s/ Maria Teresa Punsalan, attorney-in-fact for Darren Jeffrey Watt|2026-02-17

1 file