GROCH JAMES R 4

What Happened

• James R. Groch, a member of the Board of Directors of WEX Inc. (WEX), was granted 171 restricted stock units (RSUs) on March 31, 2026. The Form 4 reports this as an award/grant (transaction code A). No per-share price or total dollar value is disclosed in the filing.
• This award was granted in lieu of his annual cash retainer and was deferred under the company's Non-Employee Directors Deferred Compensation Plan, so it is not an open-market purchase or sale.

Key Details

• Transaction date: 2026-03-31; Form 4 filed: 2026-04-02 (appears timely).
• Security: Common stock represented by 171 restricted stock units (RSUs); price reported as N/A.
• Shares owned after transaction: not reported in this filing.
• Footnote: RSUs were granted under the Amended and Restated WEX Inc. 2019 Equity and Incentive Plan and were deferred per the Non-Employee Directors Deferred Compensation Plan. Each RSU is payable in one share of WEX common stock 200 days after the holder’s board service terminates.
• Transaction code: A (award/grant). No 10b5-1 plan, tax withholding, or sale noted.

Context

• These RSUs represent deferred compensation for board service, not an immediate purchase or liquidity event; they convert to shares only after the stated deferral condition (200 days post-termination).
• Director elections to receive equity instead of cash are common and reflect compensation choice rather than a buy/sell signal about the stock.