AI Earnings Predictions for Republic Services Inc. (RSG)

EX-99.1

2 exhibit991q12026.htm

EX-99.1

Document

EXHIBIT 99.1

Republic Services, Inc. Reports

First Quarter 2026 Results

●

First Quarter Earnings Per Share of $1.70

●

Expanded First Quarter Net Income Margin 50 Basis Points and Adjusted EBITDA Margin 50 Basis Points

●

Generated Cash Flow from Operations of $1.23 Billion

●

Generated Adjusted Free Cash Flow of $984 Million

●

Invested More Than $700 Million in Value-Creating Acquisitions To Date

● Named to Fortune's 2026 World's Most Admired Companies List

PHOENIX (May 7, 2026) – Republic Services, Inc. (NYSE: RSG) today reported net income of $525 million, or $1.70 per diluted share, for the three months ended March 31, 2026, versus $495 million, or $1.58 per diluted share, for the comparable 2025 period. Excluding certain expenses and other items, on an adjusted basis, net income for the three months ended March 31, 2026, was $526 million, or $1.70 per diluted share, versus $496 million, or $1.58 per diluted share, for the comparable 2025 period.

“We are off to a strong start and remain well positioned to achieve our full‑year objectives,” said Jon Vander Ark, president and chief executive officer. “Disciplined pricing and effective cost management drove solid earnings growth and 50 basis points of adjusted EBITDA margin expansion in the first quarter. We remain focused on executing our strategy and investing for growth to deliver long‑term value for our customers and shareholders."

1

First-Quarter 2026 Highlights:

•Total revenue growth of 2.6 percent includes 2.8 percent organic growth from our recycling and waste business, 1.3 percent organic decline from our environmental solutions business, and 1.1 percent growth from acquisitions.

•Core price on total revenue increased revenue by 5.7 percent. Core price on related business revenue increased revenue by 6.8 percent, which consisted of 8.4 percent in the open market and 4.4 percent in the restricted portion of the business.

•Revenue growth from average yield on total revenue was 3.4 percent, and volume decreased revenue by 0.8 percent. Revenue growth from average yield on related business revenue was 4.1 percent, and volume decreased related business revenue by 1.0 percent.

•Net income was $525 million, or a margin of 12.8 percent.

•EPS and Adjusted EPS, a non-GAAP measure, were both $1.70 per share, an increase of 7.6 percent over the prior year.

•Adjusted EBITDA, a non-GAAP measure, was $1.32 billion, and adjusted EBITDA margin, a non-GAAP measure, was 32.1 percent of revenue, an increase of 50 basis points over the prior year.

•Cash invested in acquisitions was $433 million.

•Cash returned to shareholders was $507 million, which included $314 million of share repurchases and $193 million of dividends paid.

•The Company's average recycled commodity price per ton sold at its recycling centers during the first quarter was $120. This represents a decrease of $35 per ton over the prior year.

•Republic was recognized by several leading organizations during the quarter, including:

◦Ethisphere's 2026 World's Most Ethical Companies® List

◦Fortune's 2026 World's Most Admired Companies List

Company Declared Quarterly Dividend

On May 5, 2026, the Board of Directors of Republic Services, Inc. declared a regular quarterly dividend of $0.625 per share for shareholders of record on July 2, 2026. The dividend will be paid on July 15, 2026.

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Presentation of Certain Performance Metrics and Non-GAAP Measures

Adjusted diluted earnings per share, adjusted net income - Republic, adjusted pre-tax income, adjusted tax impact, EBITDA, EBITDA margin, adjusted EBITDA, adjusted EBITDA margin, adjusted EBITDA by business type, adjusted EBITDA margin by business type and adjusted free cash flow are described in the Performance Metrics and Reconciliations of Certain Non-GAAP Measures section of this document.

About Republic Services

Republic Services, Inc. is a leader in the environmental services industry. Through its subsidiaries, the Company provides customers with the most complete set of products and services, including recycling, solid waste, special waste, hazardous waste and field services. Republic’s industry-leading commitments to advance circularity and support decarbonization are helping deliver on its vision to partner with customers to create a more sustainable world. For more information, please visit RepublicServices.com.

For more information, contact:

Media Inquiries

Investor Inquiries

Roman Blahoski (480) 718-0328

Aaron Evans (480) 718-0309

media@RepublicServices.com

investor@RepublicServices.com

3

SUPPLEMENTAL UNAUDITED FINANCIAL INFORMATION

AND OPERATING DATA

REPUBLIC SERVICES, INC.

CONSOLIDATED BALANCE SHEETS

(in millions, except per share amounts)

March 31,December 31,

20262025

(Unaudited)

ASSETS

Current assets:

Cash and cash equivalents$118 $76

Accounts receivable, less allowance for doubtful accounts and other of $60 and $66, respectively 1,917 1,897

Pr

rsg-202602170001060391false00010603912026-02-172026-02-17

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 17, 2026 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

5353 East City North Drive Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 7.01 Regulation FD Disclosure. 3

Item 9.01 Financial Statements and Exhibits. 4

SIGNATURES

5

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On February 17, 2026, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three months and year ended December 31, 2025. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 7.01 Regulation FD Disclosure. Full-Year 2026 Financial Guidance Our guidance is based on current economic conditions. The Company expects full-year revenue to be in a range of $17,050 million to $17,150 million. Net income attributable to Republic Services, Inc. is expected to be in a range of $2,200 million to $2,220 million for 2026. Adjusted Earnings Before Interest, Taxes, Depreciation, and Amortization (adjusted EBITDA) is expected to be in a range of $5,475 million to $5,525 million for the full-year. Adjusted EBITDA consists of net income, plus provision for income taxes, which is expected to be in a range of $505 million to $515 million, plus interest expense, net, which is expected to be in a range of $575 million to $585 million, plus depreciation, depletion, amortization and accretion, which is expected to be in a range of $1,980 million to $1,990 million, plus loss from unconsolidated equity method investments, which is expected to be approximately $190 million, plus restructuring charges, which is expected to be approximately $25 million. Diluted earnings per share is expected to be in a range of $7.14 to $7.22 for the full year. The Company's adjusted diluted earnings per share is expected to be in a range of $7.20 to $7.28. Adjusted diluted earnings per share excludes the impact of restructuring charges. We believe adjusted EBITDA and adjusted diluted earnings per share provide an understanding of operational activities before the financial impact of certain items. We use these measures, and believe investors will find them helpful, in understanding the ongoing performance of our operations separate from items that have a disproportionate impact on our results for a particular period. We have incurred comparable charges, costs, and recoveries in prior periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. Our definitions of adjusted EBITDA and adjusted diluted earnings per share may not be comparable to similarly titled measures presented by other companies. Cash provided by operating activities is expected to be in a range of $4,460 million to $4,540 million for the full year. Adjusted free cash flow for 2026 is expected to be in a range of $2,520 million to $2,560 million. Adjusted free cash flow consists of cash provided by operating activities, less prope

rsg-202510300001060391false00010603912025-10-302025-10-30

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 30, 2025 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 8.01 Other Events. 3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On October 30, 2025, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three and nine months ended September 30, 2025. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 8.01 Other Events. Full-Year 2025 Revenue Guidance The Company expects revenue to be near the low end of its updated full-year 2025 guidance range of $16.675 billion to $16.750 billion.

Forward-Looking Statements

This Current Report on Form 8-K contains certain forward-looking information about the Company that is intended to be covered by the safe harbor for “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that are not historical facts. Words such as “guidance,” “expect,” “will,” “may,” “anticipate,” “plan,” “estimate,” “project,” “intend,” “should,” “can,” “likely,” “could,” “outlook” and similar expressions are intended to identify forward-looking statements. These statements include information about the Company’s plans, strategies and prospects. Forward-looking statements are not guarantees of performance. These statements are based upon the current beliefs and expectations of the Company’s management and are subject to risk and uncertainties that could cause actual results to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company cannot assure you that the expectations will prove to be correct. Among the factors that could cause actual results to differ materially from the expectations expressed in the forward-looking statements are the impacts of the overall global economy and changing interest rates, impacts from international trade restrictions and tariffs, our ability to effectively integrate and manage companies we acquire, and to realize the anticipated benefits of any such acquisitions, the impact of prolonged work stoppages or other labor disruptions, the amount of the financial contribution of our sustainability initiatives, acts of war, riots or terrorism, and the impact of these acts on economic, financial and social conditions in the United States, as well as our dependence on large, long-term collection, transfer and disposal contracts. More information on factors that could cause actual results or events to differ materially from those anticipated is included from time to time in the Company’s reports filed with the Securities and Exchange Commissi

rsg-202507290001060391false00010603912025-07-292025-07-29

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 29, 2025 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 7.01 Regulation FD Disclosure. 3

Item 9.01 Financial Statements and Exhibits. 4

SIGNATURES

5

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On July 29, 2025, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three and six months ended June 30, 2025. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 7.01 Regulation FD Disclosure. Updated Full-Year 2025 Financial Guidance Our guidance is based on current economic conditions. The Company expects full-year revenue to be in a range of $16,675 million to $16,750 million. Net income attributable to Republic Services, Inc. is expected to be in a range of $2,090 million to $2,100 million for 2025. The Company reiterated its full-year adjusted Earnings Before Interest, Taxes, Depreciation, and Amortization ("adjusted EBITDA") guidance and expects to be in a range of $5,275 million to $5,325 million. Adjusted EBITDA consists of net income, plus provision for income taxes, which is expected to be in a range of $485 million to $490 million, plus interest expense, net, which is expected to be $570 million, plus depreciation, depletion, amortization and accretion, which is expected to be in a range of $1,920 million to $1,930 million, plus loss from unconsolidated equity method investments, which is expected to be $170 million, plus restructuring charges, which is expected to be $15 million, plus labor disruptions, which is expected to be in a range of $25 million to $50 million. We believe that presenting adjusted EBITDA provides an understanding of operational activities before the financial impact of certain items. We use this measure, and believe investors will find it helpful, in understanding the ongoing performance of our operations separate from items that have a disproportionate impact on our results for a particular period. We have incurred comparable charges, costs and recoveries in prior periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. Diluted earnings per share is expected to be in a range of $6.72 to $6.74 for the full year. The Company reiterated its adjusted diluted earnings per share guidance for 2025 and expects to be in a range of $6.82 to $6.90. Adjusted diluted earnings per share excludes the impact of restructuring charges and charges for labor disruptions. We believe that the presentation of adjusted diluted earnings per share provides an understanding of operational activities before the financial impact of certain items. We use this measure, and believe investors will find it helpful, in understanding the ongoing performance of our operations separate from items that have a disproportionate impact on our results for a p

rsg-202504240001060391false00010603912025-04-242025-04-24

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 24, 2025 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On April 24, 2025, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three months ended March 31, 2025. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 9.01 Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press release of Republic Services, Inc. issued April 24, 2025 to announce the financial results for the three months ended March 31, 2025.

104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

3

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

REPUBLIC SERVICES, INC.

Date:April 24, 2025By:/s/    BRIAN DELGHIACCIO

Brian DelGhiaccio

Executive Vice President, Chief Financial Officer (Principal Financial Officer)

Date:April 24, 2025By:/s/    ELYSE M. CARLSEN Elyse M. Carlsen Vice President and Chief Accounting Officer (Principal Accounting Officer)

4

rsg-202502130001060391false00010603912025-02-132025-02-13

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 13, 2025 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 7.01 Regulation FD Disclosure.3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On February 13, 2025, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three months and year ended December 31, 2024. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 7.01 Regulation FD Disclosure. Full-Year 2025 Financial Guidance Our guidance is based on current economic conditions. Diluted earnings per share is expected to be in a range of $6.79 to $6.87 and adjusted diluted earnings per share is expected to be in a range of $6.82 to $6.90. Adjusted diluted earnings per share excludes the impact of restructuring charges. We believe that the presentation of adjusted diluted earnings per share provides an understanding of operational activities before the financial impact of certain items. We use this measure, and believe investors will find it helpful, in understanding the ongoing performance of our operations separate from items that have a disproportionate impact on our results for a particular period. We have incurred comparable charges, costs, and recoveries in prior periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. Our definition of adjusted diluted earnings per share may not be comparable to similarly titled measures presented by other companies. Cash provided by operating activities for 2025 is expected to be in a range of $4,170 million to $4,250 million. Adjusted free cash flow for 2025 is expected to be in a range of $2,320 million to $2,360 million. Adjusted free cash flow consists of cash provided by operating activities, less property and equipment received, which is expected to be in a range of $1,870 million to $1,910 million, plus proceeds from the sale of property and equipment which is expected to be approximately $10 million, plus cash paid for restructuring activities which is expected to be approximately $10 million, net of tax. We believe that presenting adjusted free cash flow guidance provides useful information regarding our recurring cash provided by operating activities after certain expenditures or recoveries. It also demonstrates our ability to execute our financial strategy and is a key metric we use to determine our management's compensation. The presentation of adjusted free cash flow has material limitations. Adjusted free cash flow does not represent our cash flow available for discretionary expenditures because it excludes certain expenditures that are required or to which we have committed, such as debt service requirements and dividend payments. Our definition of adjusted free cash flow may not be com

rsg-202410290001060391false00010603912024-10-292024-10-29

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 29, 2024 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 8.01 Other Events.3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On October 29, 2024, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three and nine months ended September 30, 2024. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 8.01 Other Events. Full-Year 2024 Revenue Guidance The Company expects revenue to be near the low end of its full-year updated 2024 guidance range of $16.075 billion to $16.125 billion.

Forward-Looking Statements

This Current Report on Form 8-K contains certain forward-looking information about the Company that is intended to be covered by the safe harbor for “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that are not historical facts. Words such as “guidance,” “expect,” “will,” “may,” “anticipate,” “plan,” “estimate,” “project,” “intend,” “should,” “can,” “likely,” “could,” “outlook” and similar expressions are intended to identify forward-looking statements. These statements include information about the Company’s plans, strategies and prospects. Forward-looking statements are not guarantees of performance. These statements are based upon the current beliefs and expectations of the Company’s management and are subject to risk and uncertainties that could cause actual results to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company cannot assure you that the expectations will prove to be correct. Among the factors that could cause actual results to differ materially from the expectations expressed in the forward-looking statements are the impacts of the overall global economy and increasing interest rates, the Company’s ability to effectively integrate and manage companies it acquires, and to realize the anticipated benefits of any such acquisitions, the amount of the financial contribution of its sustainability initiatives, acts of war, riots or terrorism, and the impact of these acts on economic, financial and social conditions in the United States, as well as its dependence on large, long-term collection, transfer and disposal contracts. More information on factors that could cause actual results or events to differ materially from those anticipated is included from time to time in the Company’s reports filed with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2023, particularly under Part I, Item

rsg-202407240001060391false00010603912024-07-242024-07-24

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 24, 2024 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 7.01 Regulation FD Disclosure. 3 Item 8.01 Other Events. 3 Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-99.2

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On July 24, 2024, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three and six months ended June 30, 2024. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 7.01 Regulation FD Disclosure. Full-Year 2024 Adjusted Diluted Earnings Per Share and Adjusted Free Cash Flow Guidance Our guidance is based on current economic conditions. The Company raised its full-year diluted earnings per share guidance and expects to be in a range of $6.10 to $6.15 and adjusted diluted earnings per share is expected to be in a range of $6.15 to $6.20. Adjusted diluted earnings per share excludes the impact of restructuring charges and (gain) loss on extinguishment of debt and other related costs. We believe that the presentation of adjusted diluted earnings per share provides an understanding of operational activities before the financial impact of certain items. We use this measure, and believe investors will find it helpful, in understanding the ongoing performance of our operations separate from items that have a disproportionate impact on our results for a particular period. We have incurred comparable charges, costs, and recoveries in prior periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. Our definition of adjusted diluted earnings per share may not be comparable to similarly titled measures presented by other companies. Cash provided by operating activities is expected to be in a range of $3,890 million to $3,950 million for the full year. Adjusted free cash flow for 2024 is expected to be in a range of $2,150 million to $2,170 million. Adjusted free cash flow consists of cash provided by operating activities, less property and equipment received, which is expected to be in a range of $1,780 million to $1,820 million, plus proceeds from the sale of property and equipment of approximately $20 million, and is exclusive of cash paid for restructuring activities of approximately $20 million, net of tax. We believe that presenting adjusted free cash flow guidance provides useful information regarding our recurring cash provided by operating activities after certain expenditures or recoveries. It also demonstrates our ability to execute our financial strategy and is a key metric we use to determine compensation. The presentation of adjusted free cash flow has material limitations. Adjusted free cash flow does not represent our cash flow available for discretionary expenditures because it excludes certain expenditures that are requi

rsg-202404300001060391false00010603912024-04-302024-04-30

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 30, 2024 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On April 30, 2024, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three months ended March 31, 2024. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 9.01 Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press release of Republic Services, Inc. issued April 30, 2024 to announce the financial results for the three months ended March 31, 2024.

104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

3

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

REPUBLIC SERVICES, INC.

Date:April 30, 2024By:/s/    BRIAN DELGHIACCIO

Brian DelGhiaccio

Executive Vice President, Chief Financial Officer (Principal Financial Officer)

Date:April 30, 2024By:/s/    ELYSE M. CARLSEN Elyse M. Carlsen Vice President and Chief Accounting Officer (Principal Accounting Officer)

4

rsg-202402270001060391false00010603912024-02-272024-02-27

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 27, 2024 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 7.01 Regulation FD Disclosure. 3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On February 27, 2024, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three months and year ended December 31, 2023. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 7.01 Regulation FD Disclosure. Full-Year 2024 Financial Guidance Our guidance is based on current economic conditions. Diluted earnings per share is expected to be in a range of $5.86 to $5.92 and adjusted diluted earnings per share is expected to be in a range of $5.94 to $6.00. Adjusted diluted earnings per share excludes the impact of restructuring charges. We believe that the presentation of adjusted diluted earnings per share provides an understanding of operational activities before the financial impact of certain items. We use this measure, and believe investors will find it helpful, in understanding the ongoing performance of our operations separate from items that have a disproportionate impact on our results for a particular period. We have incurred comparable charges, costs, and recoveries in prior periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. Our definition of adjusted diluted earnings per share may not be comparable to similarly titled measures presented by other companies. Cash provided by operating activities for 2024 is expected to be in a range of $3,835 million to $3,925 million. Adjusted free cash flow for 2024 is expected to be in a range of $2,100 million to $2,150 million. Adjusted free cash flow consists of cash provided by operating activities, less property and equipment received, which is expected to be in a range of $1,780 million to $1,820 million, plus proceeds from the sale of property and equipment of $20 million, and is exclusive of cash paid for restructuring activities of approximately $25 million, net of tax. We believe that presenting adjusted free cash flow guidance provides useful information regarding our recurring cash provided by operating activities after certain expenditures or recoveries. It also demonstrates our ability to execute our financial strategy and is a key metric we use to determine compensation. The presentation of adjusted free cash flow has material limitations. Adjusted free cash flow does not represent our cash flow available for discretionary expenditures because it excludes certain expenditures that are required or to which we have committed, such as debt service requirements and dividend payments. Our definition of adjusted free cash flow may not be comparable to similarly titled measures presented by other c

rsg-202310260001060391false00010603912023-10-262023-10-26

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 26, 2023 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 7.01 Regulation FD Disclosure 3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On October 26, 2023, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three and nine months ended September 30, 2023. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 7.01 Regulation FD Disclosure. Full-Year 2023 Adjusted Diluted Earnings Per Share Our guidance is based on current economic conditions. The Company raised its full-year diluted earnings per share guidance and expects to be in a range of $5.30 to $5.33 and adjusted diluted earnings per share is expected to be in a range of $5.46 to $5.49. Adjusted diluted earnings per share excludes the impact of restructuring charges and US Ecology acquisition integration and deal costs. We believe that the presentation of adjusted diluted earnings per share provides an understanding of operational activities before the financial impact of certain items. We use this measure, and believe investors will find it helpful, in understanding the ongoing performance of our operations separate from items that have a disproportionate impact on our results for a particular period. We have incurred comparable charges, costs, and recoveries in prior periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. Our definition of adjusted diluted earnings per share may not be comparable to similarly titled measures presented by other companies. For a reconciliation of adjusted diluted earnings per share to diluted earnings per share, see page 14 of the press release included as Exhibit 99.1 hereto. Item 9.01 Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press release of Republic Services, Inc. issued October 26, 2023 to announce the financial results for the three and nine months ended September 30, 2023.

104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

3

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

REPUBLIC SERVICES, INC.

Date:October 26, 2023By:/s/    BRIAN DELGHIACCIO

Brian DelGhiaccio

Executive Vice President, Chief Financial Officer (Principal Financial Officer)

Date:October 26, 2023By:/s/    BRIAN A. GOEBEL Brian A. Goebel Vice President and Chief Accounting Officer (Principal Accounting Officer)

4

rsg-202307310001060391false00010603912023-07-312023-07-31

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 31, 2023 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 7.01 Regulation FD Disclosure 3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On July 31, 2023, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three and six months ended June 30, 2023. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 7.01 Regulation FD Disclosure. Full-Year 2023 Adjusted Diluted Earnings Per Share and Adjusted Free Cash Flow Guidance Our guidance is based on current economic conditions. The Company raised its full-year diluted earnings per share guidance and expects to be in a range of $5.17 to $5.22 and adjusted diluted earnings per share is expected to be in a range of $5.33 to $5.38. Adjusted diluted earnings per share excludes the impact of restructuring charges and US Ecology acquisition integration and deal costs. We believe that the presentation of adjusted diluted earnings per share provides an understanding of operational activities before the financial impact of certain items. We use this measure, and believe investors will find it helpful, in understanding the ongoing performance of our operations separate from items that have a disproportionate impact on our results for a particular period. We have incurred comparable charges, costs, and recoveries in prior periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. Our definition of adjusted diluted earnings per share may not be comparable to similarly titled measures presented by other companies. Cash provided by operating activities is expected to be in a range of $3,495 million to $3,540 million for the full year. Adjusted free cash flow for 2023 is expected to be in a range of $1,900 million to $1,925 million. Adjusted free cash flow consists of cash provided by operating activities, less property and equipment received, which is expected to be in a range of $1,670 million to $1,690 million, plus proceeds from the sale of property and equipment of approximately $20 million, and is exclusive of cash paid for restructuring activities and US Ecology acquisition integration and deal costs of approximately $30 million and $25 million, respectively, net of tax. We believe that presenting adjusted free cash flow guidance provides useful information regarding our recurring cash provided by operating activities after certain expenditures or recoveries. It also demonstrates our ability to execute our financial strategy and is a key metric we use to determine compensation. The presentation of adjusted free cash flow has material limitations. Adjusted free cash flow does not represent our cash flow available for discretionary expenditures because it exclud

rsg-202304270001060391false00010603912023-04-272023-04-27

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 27, 2023 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On April 27, 2023, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three months ended March 31, 2023. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 9.01 Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press release of Republic Services, Inc. issued April 27, 2023 to announce the financial results for the three months ended March 31, 2023.

104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

3

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

REPUBLIC SERVICES, INC.

Date:April 27, 2023By:/s/    BRIAN DELGHIACCIO

Brian DelGhiaccio

Executive Vice President, Chief Financial Officer (Principal Financial Officer)

Date:April 27, 2023By:/s/    BRIAN A. GOEBEL Brian A. Goebel Vice President and Chief Accounting Officer (Principal Accounting Officer)

4

rsg-202302150001060391false00010603912023-02-152023-02-15

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 15, 2023 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 7.01 Regulation FD Disclosure. 3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On February 15, 2023, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three months and year ended December 31, 2022. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 7.01 Regulation FD Disclosure. 2023 Financial Guidance Our guidance is based on current economic conditions and does not assume any significant changes in the overall economy in 2023. Diluted earnings per share is expected to be in a range of $5.02 to $5.10 and adjusted diluted earnings per share is expected to be in a range of $5.15 to $5.23. Adjusted diluted earnings per share excludes the impact of expected restructuring charges and US Ecology acquisition integration and deal costs. We believe that the presentation of adjusted diluted earnings per share, which excludes restructuring charges and US Ecology acquisition integration and deal costs, provides an understanding of operational activities before the financial impact of certain items. We use this measure, and believe investors will find it helpful, in understanding the ongoing performance of our operations separate from items that have a disproportionate impact on our results for a particular period. We have incurred comparable charges, costs, and recoveries in prior periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. Our definition of adjusted diluted earnings per share may not be comparable to similarly titled measures presented by other companies. Cash provided by operating activities for 2023 is expected to be in a range of $3,470 million to $3,530 million. Adjusted free cash flow for 2023 is expected to be in a range of $1,860 million to $1,900 million. Adjusted free cash flow consists of cash provided by operating activities, less property and equipment received, which is expected to be in a range of $1,670 million to $1,690 million, plus proceeds from the sale of property and equipment of $20 million, and is exclusive of cash paid for restructuring activities and US Ecology acquisition integration and deal costs of approximately $15 million and $25 million respectively, net of tax. We believe that presenting adjusted free cash flow guidance provides useful information regarding our recurring cash provided by operating activities after certain expenditures or recoveries. It also demonstrates our ability to execute our financial strategy and is a key metric we use to determine compensation. The presentation of adjusted free cash flow has material limitations. Adjusted free cash flow does not represent our cash fl

rsg-202210270001060391false00010603912022-10-272022-10-27

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 27, 2022 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On October 27, 2022, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three and nine months ended September 30, 2022. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 9.01 Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press release of Republic Services, Inc. issued October 27, 2022 to announce the financial results for the three and nine months ended September 30, 2022.

104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

3

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

REPUBLIC SERVICES, INC.

Date:October 27, 2022By:  /s/    BRIAN DELGHIACCIO

Brian DelGhiaccio

Executive Vice President, Chief Financial Officer (Principal Financial Officer)

Date:October 27, 2022By:  /s/    BRIAN A. GOEBEL

Brian A. Goebel Vice President and Chief Accounting Officer (Principal Accounting Officer)

4

rsg-202208040001060391false00010603912022-08-042022-08-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 4, 2022 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 7.01 Regulation FD Disclosure 3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On August 4, 2022, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three and six months ended June 30, 2022. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 7.01 Regulation FD Disclosure. Full-Year 2022 Adjusted Earnings Per Share and Adjusted Free Cash Flow Guidance Our guidance is based on current economic conditions. The Company raised its full-year diluted earnings per share guidance and expects to be in a range of $4.52 to $4.55 and adjusted diluted earnings per share is expected to be in a range of $4.77 to $4.80. Adjusted diluted earnings per share excludes the impact of restructuring charges, withdrawal costs for certain multiemployer pension funds, and US Ecology acquisition integration and deal costs. We believe that the presentation of adjusted diluted earnings per share, which excludes restructuring charges, withdrawal costs for certain multiemployer pension funds, and US Ecology acquisition integration and deal costs, provides an understanding of operational activities before the financial impact of certain items. We use this measure, and believe investors will find it helpful, in understanding the ongoing performance of our operations separate from items that have a disproportionate impact on our results for a particular period. We have incurred comparable charges, costs, and recoveries in prior periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. Our definition of adjusted diluted earnings per share may not be comparable to similarly titled measures presented by other companies. Cash provided by operating activities is expected to be in a range of $3,025 million to $3,070 million for the full year. Adjusted free cash flow for 2022 is expected to be in a range of $1,700 to $1,725. Adjusted free cash flow consists of cash provided by operating activities, less property and equipment received, which is expected to be in a range of $1,450 million to $1,470 million, plus proceeds from the sale of property and equipment of $20 million, plus cash paid related to withdrawal costs for certain multiemployer pension funds of $2 million, net of tax, plus restructuring payments of $18 million, net of tax, and is exclusive of US Ecology acquisition integration and deal costs of approximately $85 million, net of tax. We believe that presenting adjusted free cash flow guidance provides useful information regarding our recurring cash provided by operating activities after certain expenditures or recoveries. It also demonstrates our ability to ex

rsg-202205050001060391false00010603912022-05-052022-05-05

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 5, 2022 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On May 5, 2022, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three months ended March 31, 2022. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 9.01 Financial Statements and Exhibits. (d) Exhibits

Exhibit No. Description 99.1 Press release of Republic Services, Inc. issued May 5, 2022 to announce the financial results for the three months ended March 31, 2022.

104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

3

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

REPUBLIC SERVICES, INC.

Date:May 5, 2022By:  /s/    BRIAN DELGHIACCIO

Brian DelGhiaccio

Executive Vice President, Chief Financial Officer (Principal Financial Officer)

Date:May 5, 2022By:  /s/    BRIAN A. GOEBEL

Brian A. Goebel Vice President and Chief Accounting Officer (Principal Accounting Officer)

4

rsg-202202100001060391false00010603912022-02-102022-02-10

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 10, 2022 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 7.01 Regulation FD Disclosure.3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On February 10, 2022, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three months and year ended December 31, 2021. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The attached earnings press release contains information about the Company's full year 2022 guidance. Item 7.01 Regulation FD Disclosure. 2022 Financial Guidance Our guidance is based on current economic conditions and does not assume any significant changes in the overall economy in 2022 and does not contemplate the impact from the pending acquisition of US Ecology, Inc. which is subject to regulatory and other approvals. Diluted earnings per share is expected to be in a range of $4.53 to $4.60 and adjusted diluted earnings per share is expected to be in a range of $4.58 to $4.65. Adjusted diluted earnings per share excludes the impact of expected restructuring charges. We believe that the presentation of adjusted diluted earnings per share, which excludes restructuring charges, provides an understanding of operational activities before the financial impact of certain items. We use this measure, and believe investors will find it helpful, in understanding the ongoing performance of our operations separate from items that have a disproportionate impact on our results for a particular period. We have incurred comparable charges, costs, and recoveries in prior periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. Our definition of adjusted diluted earnings per share may not be comparable to similarly titled measures presented by other companies. Cash provided by operating activities for 2022 is expected to be in a range of $2,910 million to $2,980 million. Adjusted free cash flow for 2022 is expected to be in a range of $1,625 million to $1,675 million. Adjusted free cash flow consists of cash provided by operating activities, less property and equipment received, which is expected to be in a range of $1,320 million to $1,340 million, plus proceeds from the sale of property and equipment of $20 million, and is exclusive of cash paid for restructuring activities of approximately $15 million, net of tax. We believe that presenting adjusted free cash flow guidance provides useful information regarding our recurring cash provided by operating activities after certain expenditures or recoveries. It also demonstrates our ability to execute our financial strategy and is a key metric we use to determine compensation. The presentation of adjusted free cash flow has material limitations. Adjusted

rsg-202110280001060391false00010603912021-10-282021-10-28

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 28, 2021 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 7.01 Regulation FD Disclosure.3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On October 28, 2021, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three and nine months ended September 30, 2021. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 7.01 Regulation FD Disclosure. Full-Year 2021 Adjusted Earnings Per Share and Adjusted Free Cash Flow Guidance Our guidance is based on current economic conditions and assumes continued gradual improvement in economic activity through the remainder of 2021. The Company raised its full-year diluted earnings per share guidance and expects to be in a range of $4.01 to $4.04 and adjusted diluted earnings per share is expected to be in a range of $4.10 to $4.13. Adjusted diluted earnings per share excludes the impact of restructuring charges and accelerated vesting of compensation expense for the transition of our chief executive officer. We believe that the presentation of adjusted diluted earnings per share provides an understanding of operational activities before the financial impact of certain items. We use this measure, and believe investors will find it helpful, in understanding the ongoing performance of our operations separate from items that have a disproportionate impact on our results for a particular period. We have incurred comparable charges, costs and recoveries in prior periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. Our definition of adjusted diluted earnings per share may not be comparable to similarly titled measures presented by other companies. Cash provided by operating activities is expected to be in a range of $2,735 million to $2,770 million for the full year. Adjusted free cash flow for 2021 is expected to be in a range of $1,475 million to $1,500 million. Adjusted free cash flow consists of cash provided by operating activities, less property and equipment received, which is expected to be in a range of $1,290 million to $1,300 million, plus proceeds from the sale of property and equipment of $15 million and is exclusive of cash paid for restructuring activities of approximately $15 million, net of tax. We believe that presenting adjusted free cash flow guidance provides useful information regarding our recurring cash provided by operating activities after certain expenditures or recoveries. It also demonstrates our ability to execute our financial strategy and is a key metric we use to determine compensation. The presentation of adjusted free cash flow has material limitations. Adjusted free cash flow does not represent our cash flow available for dis

rsg-202107290001060391false00010603912021-07-292021-07-29

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 29, 2021 Republic Services, Inc. (Exact name of registrant as specified in its charter)

Delaware 1-14267 65-0716904 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

18500 North Allied Way Phoenix, Arizona 85054 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (480) 627-2700 Not Applicable (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of exchange on which registered Common Stock, par value $0.01 per share RSG New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition. 3

Item 7.01 Regulation FD Disclosure.3

Item 8.01 Other Events. 3

Item 9.01 Financial Statements and Exhibits. 3

SIGNATURES

4

EX-99.1

EX-99.2

EX-104

2

Item 2.02 Results of Operations and Financial Condition. On July 29, 2021, Republic Services, Inc. (the Company) issued a press release containing information about the Company’s financial results for the three and six months ended June 30, 2021. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 7.01 Regulation FD Disclosure. Full-Year 2021 Adjusted Earnings Per Share and Adjusted Free Cash Flow Guidance Our guidance is based on current economic conditions and assumes continued gradual improvement in economic activity through the remainder of 2021. The Company raised its full-year diluted earnings per share guidance and expects to be in a range of $3.91 to $3.96 and adjusted diluted earnings per share is expected to be in a range of $4.00 to $4.05. Adjusted diluted earnings per share excludes the impact of restructuring charges, (loss) gain on business divestitures, net of impairments, and accelerated vesting of compensation expense for the transition of our chief executive officer. We believe that the presentation of adjusted diluted earnings per share provides an understanding of operational activities before the financial impact of certain items. We use this measure, and believe investors will find it helpful, in understanding the ongoing performance of our operations separate from items that have a disproportionate impact on our results for a particular period. We have incurred comparable charges, costs and recoveries in prior periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. Our definition of adjusted diluted earnings per share may not be comparable to similarly titled measures presented by other companies. Cash provided by operating activities is expected to be in a range of $2,650 million to $2,700 million for the full year. Adjusted free cash flow for 2021 is expected to be in a range of $1,450 million to $1,475 million. Adjusted free cash flow consists of cash provided by operating activities, less property and equipment received, which is expected to be in a range of $1,230 million to $1,255 million, plus proceeds from the sale of property and equipment of $15 million and is exclusive of cash paid for restructuring activities of approximately $15 million, net of tax. We believe that presenting adjusted free cash flow guidance provides useful information regarding our recurring cash provided by operating activities after certain expenditures or recoveries. It also demonstrates our ability to execute our financial strategy and is a key metric we use to determine compensation. The presentation of adjusted free cash flow has material limi