SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Stuart Timothy E

(Last)

(First)

(Middle)

18500 N ALLIED WAY

(Street)

PHOENIX

85054

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
REPUBLIC SERVICES, INC. [ RSG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	COO

3. Date of Earliest Transaction (Month/Day/Year)
04/14/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/14/2022		M		136⁽¹⁾	A	$0.00	34,735	D
Common Stock	04/14/2022		F		60⁽¹⁾	D	$132.71	34,675	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	04/14/2022		A		253		⁽³⁾	⁽³⁾	Common Stock	253	$132.71	33,974⁽⁴⁾	D
Restricted Stock Units	⁽²⁾	04/14/2022		M			136	⁽¹⁾	⁽¹⁾	Common Stock	136	$0.00	0⁽⁴⁾	D
Stock Units	⁽⁵⁾	04/14/2022		A		48		⁽⁵⁾	⁽⁵⁾	Common Stock	48	$132.71	13,924	D

Explanation of Responses:

1. The Reporting Person earned 181 dividend equivalents in connection with the 04/07/2017 RSU grant that had not vested as of the 04/01/2022 dividend record date. The 04/07/2017 RSU grant cliff vested on 04/07/2022. Of these 181 dividend equivalents, 45 were deferred into the Company's Deferred Compensation Plan (with 2 shares being withheld to satisfy the tax liability of the deferred shares). The remaining 136 dividend equivalents automatically vested on 04/14/2022 and were paid out in the form of Republic Services, Inc. (with 58 shares being withheld to satisfy the tax liability).

2. Each Restricted Stock Unit represents the contingent right to one share of common stock of Republic Services, Inc.

3. Reflects dividend equivalents received on the Restricted Stock Units ("RSUs") as awarded per the Republic Services, Inc. 2021 Stock Incentive Plan. This amount includes 181 dividend equivalents that were accrued on the RSUs that cliff vested on 04/07/2022. A portion of Mr. Stuart's Restricted Stock Units are held under the Company's Deferred Compensation Plan.

4. A portion of the Restricted Stock Units are held under the Company's Deferred Compensation Plan.

5. Stock Units held under the Republic Services Stock Incentive Fund ("Investment Fund") pursuant to Mr. Stuart's election under the Company's Deferred Compensation Plan. The Investment Fund is a measurement fund under which units are equal in value to shares of the Company's common stock and are settled in cash and receive dividend equivalents, in the form of additional stock units, each time a dividend is paid on the Company's common stock.

Remarks:

	/s/ Eileen B. Schuler Attorney-in-Fact	04/18/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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