SCHELBLE JIM S 4

What Happened

• Jim S. Schelble, Executive Vice President & Chief Administrative Officer of Werner Enterprises (WERN), had 657 shares disposed (withheld/sold) to satisfy tax withholding obligations related to the vesting of restricted stock. The 657 shares were recorded as disposed at $35.57 per share, for a total value of $23,369 (transaction dated Feb 9, 2026).

Key Details

• Transaction date: 2026-02-09; Filing date: 2026-02-11 (filed within the typical 2-business-day window).
• Price: $35.57 per share; Total value: $23,369.
• Shares disposed: 657 (coded "F" — payment of exercise price or tax liability).
• Footnote: F1 — These 657 shares represent the portion of 1,424 restricted shares that were withheld to satisfy tax withholding on the vesting of restricted stock granted on February 9, 2024.
• Shares owned after the transaction: not specified in the filing.

Context

• This was a tax-withholding/net-share settlement tied to a restricted stock vesting event, a routine administrative transaction rather than an open-market sale or purchase. Such withholdings are common and do not necessarily indicate the insider’s view on the company’s stock.