LEATHERS DEREK J 4/A

What Happened
Derek J. Leathers, CEO, Chairman and a director of Werner Enterprises (WERN), reported transfers on July 14, 2025 that moved a total of 130,562 shares from four grantor retained annuity trusts into his direct beneficial ownership. The Form 4 lists four trust dispositions (43,392; 32,700; 23,275; 31,195 shares) and an aggregate acquisition of 130,562 shares, all reported with $0.00 consideration — i.e., internal transfers, not open-market buys or sales.

Key Details

• Transaction date(s): July 14, 2025 (reported on an AMENDED Form 4 filed July 14, 2026).
• Reported price: $0.00 for all entries (code J — “other acquisition/disposition”).
• Share movements: Dispositions from four trusts totaling 130,562 shares and a corresponding acquisition of 130,562 shares to Leathers’ direct ownership.
• Shares owned after transaction: Not specified in the information provided in this summary.
• Footnotes: Transfers were from the Derek J. Leathers 2022‑A, 2022‑B, 2023 and 2024 Grantor Retained Annuity Trusts; Leathers is trustee and sole beneficiary of those trusts (see F1–F5).
• Filing status/timeliness: This is an amended Form 4 filed about one year after the transaction date; the delay is noted in the filing.

Context
These entries reflect internal transfers from trusts to the reporting person rather than purchases or cash sales. Such trust-to-direct transfers (code J) do not necessarily indicate a change in investment view — they’re administrative/ownership-structure moves. Because the filing is amended and recorded well after the transaction date, retail investors should be aware of the late reporting but avoid inferring trading intent from these transfers alone.