RB GLOBAL INC.

The information discussed in this Annual Report on Form 10-K of RB Global, Inc. (referred to herein as “RB Global”, the “Company”, “we”, or “us”) includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”) and Canadian securities laws. Forward-looking statements are typically identified by such words as “aim”, “anticipate”, “believe”, “could”, “continue”, “estimate”, “expect”, “intend”, “may”, “ongoing”, “plan”, “potential”, “predict”, “will”, “should”, “would”, “likely”, “generally”, “future”, “long-term”, or the negative of these terms, and similar expressions intended to identify forward-looking statements. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties that may cause actual results to differ materially. These statements are based on our current expectations and estimates about our business and markets, and may include, among others, statements relating to:

•our future strategy, objectives, targets, projections and performance;

•our ability to drive shareholder value;

•potential growth and market opportunities;

•the level of participation in our auctions and the success of our online marketplaces;

•our ability to grow our businesses, acquire new customers, enhance our sector reach, drive geographic depth, and scale our operations;

•the impact of our initiatives, services, investments, and acquisitions on us and our customers;

•the acquisition or disposition of properties;

•potential future mergers and acquisitions;

•our ability to integrate acquisitions;

•our future capital expenditures and returns on those expenditures;

•our ability to add new business and information solutions, including, among others, our ability to maximize and integrate technology to enhance our existing services and support additional value-added service offerings;

•the supply trend of equipment and vehicles in the market and the anticipated price environment, as well as the resulting effect on our business and Gross Transaction Value (“GTV”);

•our compliance with laws, rules, regulations, and requirements that affect our business;

•effects of various economic, financial, industry, and market conditions or policies, including inflation, the supply and demand for property, equipment, or natural resources;

•the behavior of commercial assets and vehicle pricing;

•the relative percentage of GTV represented by straight commission or underwritten (guarantee and inventory) contracts, and its impact on revenues and profitability;

•the effect of any currency exchange and interest rate fluctuations on our results of operations;

•the effect of any current, proposed or future tariffs, including retaliatory tariffs, on our results of operations;

•the grant and satisfaction of equity awards pursuant to our compensation plans;

•any future declaration and payment of dividends, including the tax treatment of any such dividends;

•financing available to us from our credit facilities or other sources, our ability to refinance borrowings, and the sufficiency of our working capital to meet our financial needs; and

•our ability to satisfy our present operating requirements and fund future growth through existing working capital, credit facilities and debt.

While we have not described all potential risks related to our business and owning our common shares, the factors discussed in Part I, Item 1A: Risk Factors of this Annual Report on Form 10-K for the year ended December 31, 2025 are among those that may affect our performance materially or could cause our actual results, performance or achievements to differ materially from those expressed or implied by forward-looking statements. Except as required by applicable securities law and regulations of relevant securities exchanges, we do not intend to update publicly any forward-looking statements, even if our expectations have been affected by new information, future events or other developments. You should consider our forward-looking statements in light of the factors listed or referenced under “Risk Factors” herein.