SEC Form 4 · accession 0001209191-16-107441
RB GLOBAL INC. · RBA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Karl William Werner
Officer — Ch. Op. & Supp. Dev. Officer
Period of report
Mar 4, 2016
Accepted (ET)
Mar 9, 2016 · 6:01 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001046102
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | Mar 4, 2016 | M | 2,015 | — | A | 2,015 | D | |
| Common SharesF1 | Mar 4, 2016 | M | 148 | — | A | 2,163 | D | |
| Common SharesF2 | Mar 4, 2016 | M | 3,028 | — | A | 5,191 | D | |
| Common SharesF2 | Mar 4, 2016 | M | 222 | — | A | 5,413 | D | |
| Common Shares | Mar 4, 2016 | D | 5,413 | $23.33 | D | 0 | D | |
| Common Shares | holding | — | — | — | 27,896 | I | Long-Term Investment Plan | |
| Common SharesF3 | holding | — | — | — | 2,660 | I | Employee Stock Purchase Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2013 DER PSUF4,F5 | — | Mar 4, 2016 | A | 15 | A | — | — | Common Shares | 15 | 148 | D |
| 2013 DER RSUF6,F7 | — | Mar 4, 2016 | A | 22 | A | — | — | Common Shares | 22 | 222 | D |
| 2014 DER PSUF8,F9 | — | Mar 4, 2016 | A | 22 | A | — | — | Common Shares | 22 | 146 | D |
| 2014 DER RSUF10,F11 | — | Mar 4, 2016 | A | 36 | A | — | — | Common Shares | 36 | 237 | D |
| 2013 PSUsF12,F1 | — | Mar 4, 2016 | M | 2,015 | D | — | — | Common Shares | 2,015 | 0 | D |
| 2013 DER PSUF4,F1 | — | Mar 4, 2016 | M | 148 | D | — | — | Common Shares | 148 | 0 | D |
| 2013 RSUF13,F2 | — | Mar 4, 2016 | M | 3,028 | D | — | — | Common Shares | 3,028 | 0 | D |
| 2013 DER RSUF6,F2 | — | Mar 4, 2016 | M | 222 | D | — | — | Common Shares | 222 | 0 | D |
Explanation of responses
- F1Each PSU and DER represented a contingent right to receive the economic equivalent of one RBA common share. The PSUs and DERs vested on 3/4/2016. As determined by the Compensation Committee, the cash value of the common shares underlying the vested PSUs and DERs (determined in accordance with the RBA pre-2015 Performance Share Unit Plan) will be paid to the reporting person, net of applicable tax, as soon as practicable following the end of the month in which the PSUs and DERs vested
- F10Dividend Equivalent Rights ("DER") for 2014 Restricted Share Units
- F11Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RBA common share. The dividend equivalent rights accrued in respect of the 2014 grant of restricted share units, and become exercisable proportionately with the restricted share units to which they relate.
- F12Performance Share Units ("PSUs") - 2013
- F13Restricted Share Units ("RSUs") - 2013
- F2Each RSU and DER represented a contingent right to receive the economic equivalent of one RBA common share. The RSUs and DERs vested on 3/4/2016. As determined by the Compensation Committee, the cash value of the common shares underlying the vested RSUs and DERs (determined in accordance with the RBA Restricted Share Unit Plan) will be paid to the reporting person, net of applicable tax, as soon as practicable following the end of the month in which the RSUs and DERs vested.
- F3Updated to include all Employee Stock Purchase Plan purchases through February 29, 2016.
- F4Dividend Equivalent Rights ("DER") for 2013 Performance Share Units
- F5Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RBA common share. The dividend equivalent rights accrued in respect of the 2013 grant of performance share units under the pre-2015 Performance Share Unit Plan, and become exercisable proportionately with the performance share units to which they relate. Excludes dividend equivalent rights that relate to performance share units for which the performance criteria has not been satisfied.
- F6Dividend Equivalent Rights ("DER")for 2013 Restricted Share Units
- F7Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RBA common share. The dividend equivalent rights accrued in respect of the 2013 grant of restricted share units, and become exercisable proportionately with the restricted share units to which they relate.
- F8Dividend Equivalent Rights ("DER") for 2014 Performance Share Units
- F9Each dividend equivalent right represents a contingent right to receive the economic equivalent of one RBA common share. The dividend equivalent rights accrued in respect of the 2014 grant of performance share units under the pre-2015 Performance Share Unit Plan, and become exercisable proportionately with the performance share units to which they relate. Excludes dividend equivalent rights that relate to performance share units for which the performance criteria has not been satisfied.