WEX Inc.·4

Feb 18, 6:54 PM ET

Smith Melissa D 4

4 · WEX Inc. · Filed Feb 18, 2026

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WEX CEO Melissa D. Smith Receives Award

What Happened Melissa D. Smith, Chair, CEO and President of WEX Inc. (WEX), was granted 36,916 equity units on Feb 13, 2026. The units were awarded as performance stock units (PSUs) that converted to restricted stock units (RSUs) when the company’s Leadership Development and Compensation Committee certified that the performance criteria were met. The award was recorded at $0.00 per share (derivative award).

Key Details

  • Transaction date: 2026-02-13; Form 4 filed: 2026-02-18 (timely — within the two business-day SEC filing window given the Presidents’ Day holiday).
  • Security: 36,916 shares (PSU → converted to RSU); price reported: $0.00 (derivative award).
  • Vesting: All restricted stock units will vest on March 15, 2026 (footnote F2).
  • Footnote F1: Committee certified performance criteria were met as of Feb 13, 2026, causing PSU-to-RSU conversion and establishment of the reporting person’s right to the units.
  • Shares owned after the transaction: not specified in the provided filing.

Context This was an equity compensation award tied to pre-established performance goals, not an open-market purchase or sale. The conversion from PSU to RSU means Ms. Smith’s right to receive the underlying shares is now fixed, subject to the stated vesting date (Mar 15, 2026). Such awards are routine parts of executive pay and don’t necessarily indicate the insider buying or selling stock.

Insider Transaction Report

Form 4
Period: 2026-02-13
Smith Melissa D
DirectorChair, CEO, and President
Transactions
  • Award

    Restricted Stock Units

    [F1][F2]
    2026-02-13+36,91636,916 total
    Exercise: $0.00Common Stock (36,916 underlying)
Footnotes (2)
  • [F1]This award was granted as a performance stock unit. The Leadership Development and Compensation Committee of the Company's Board of Directors certified that the performance criteria established in connection with this grant had been met as of February 13, 2026. As a result of achieving the performance criteria the award converted from a PSU to an RSU and the reporting person's right to these units was established.
  • [F2]Restricted stock units will vest with respect to all of the underlying shares on March 15, 2026.
Signature
/s/ Matthew Finkelstein, as attorney in-fact for Melissa D. Smith|2026-02-18

Documents

1 file
  • 4
    wk-form4_1771458878.xmlPrimary

    FORM 4