Sec Form 4 Filing - ACKLEY MATTHEW @ RITCHIE BROS AUCTIONEERS INC - 2021-02-16

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person ACKLEY MATTHEW 2. Issuer Name and Ticker or Trading Symbol RITCHIE BROS AUCTIONEERS INC [ RBA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Marketing Officer (Last) (First) (Middle) 9500 GLENLYON PARKWAY 3. Date of Earliest Transaction (MM/DD/YY) 02/16/2021 (Street) BURNABY, A1V5J 0C6 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Performance Share Units (2018 PSUs) ( 1 ) 02/16/2021( 2 ) A 7,954 ( 3 ) ( 3 ) Common Shares 7,954 $ 0 7,954 D Dividend Equivalent Rights (2018 PSUs) ( 4 ) 02/16/2021( 4 ) A 419 ( 4 ) ( 4 ) Common Shares 419 $ 0 419 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other ACKLEY MATTHEW 9500 GLENLYON PARKWAY BURNABY, A1V5J 0C6 Chief Marketing Officer Signatures /s/ Maria Teresa Punsalan as attorney-in-fact for Matthew Ackley. 02/18/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each PSU represents a contingent right to receive one RBA common share or the economic equivalent thereof. ( 2 )The RBA Compensation Committee determined that the PSUs, previously granted to the reporting person, are eligible for vesting because certain performance criteria were satisfied. ( 3 )The PSUs vest on 3/2/2021.The commons 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. ( 4 )Each dividend equivalent right represents a contingent right to receive one RBA common share or the economic equivalent thereof. DERs accrued in respect of the 2018 PSUs vest and become exercisable concurrently with the PSUs to which they relate.

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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