EX-99.4 3 p23-1012exh99_4.htm JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(K)

EXHIBIT 99.4

JOINT FILING AGREEMENT
PURSUANT TO RULE 13d-1(k)

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the common shares of Ritchie Bros. Auctioneers Incorporated. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

DATED: March 6, 2023

Starboard Value and Opportunity Master Fund III LP			STARBOARD VALUE LP
By:	Starboard Value A LP, its general partner		By:	Starboard Value GP LLC, its general partner
STARBOARD VALUE AND OPPORTUNITY MASTER FUND L LP			STARBOARD VALUE GP LLC
By:	Starboard Value L LP, its general partner		By:	Starboard Principal Co LP, its member
STARBOARD VALUE AND OPPORTUNITY S LLC			STARBOARD PRINCIPAL CO LP
By:	Starboard Value LP, its manager		By:	Starboard Principal Co GP LLC, its general partner
STARBOARD VALUE AND OPPORTUNITY C LP			STARBOARD PRINCIPAL CO GP LLC
By:	Starboard Value R LP, its general partner		STARBOARD VALUE A GP LLC
Starboard X Master Fund II LP			STARBOARD VALUE R GP LLC
By:	Starboard Value R LP, its general partner
STARBOARD VALUE A LP
By:	Starboard Value A GP LLC, its general partner
STARBOARD VALUE L LP
By:	Starboard Value R GP LLC, its general partner
STARBOARD VALUE R LP

By: Starboard Value R GP LLC, its general partner

By:		/s/ Jeffrey C. Smith
	Name:  Jeffrey C. Smith
	Title:    Authorized Signatory

/s/ Jeffrey C. Smith

Jeffrey C. Smith

Individually and as attorney-in-fact for Peter A. Feld