LEATHERS DEREK J 4

What Happened
Derek J. Leathers, CEO, Chairman and a director of Werner Enterprises (WERN), transferred an aggregate 59,869 shares on July 13, 2026 from three grantor retained annuity trusts into his direct beneficial ownership. The filing shows three dispositions from the trusts (27,600; 6,019; 26,250 shares) and a corresponding acquisition of 59,869 shares, all reported at $0.00 (internal transfers, no cash consideration).

Key Details

• Transaction date: July 13, 2026; Form 4 filed July 14, 2026 (appears timely).
• Reported price: $0.00 — these were internal transfers, not open-market trades.
• Shares moved: 27,600 (2022-B GRAT), 6,019 (2023 GRAT), 26,250 (2024 GRAT); total 59,869 transferred to Leathers' direct ownership.
• Footnotes: Leathers is trustee and sole beneficiary of the three grantor retained annuity trusts named in the filing; the transfers reclassify beneficial ownership from those trusts to him personally.
• Shares owned after transaction: not specified in the provided filing excerpt.

Context
This is an intra-personal reclassification (SEC transaction code J — other acquisition/disposition) reflecting movement of shares from trusts to the reporting person. Such transfers are administrative/estate-planning in nature and do not represent an open-market buy or sell; they do not by themselves indicate a change in market sentiment.