Shea Patrick James 4
4 · Waste Connections, Inc. · Filed Feb 18, 2026
Research Summary
AI-generated summary of this filing
Waste Connections (WCN) GC Shea James Receives 16,491 Shares
What Happened
- Shea Patrick James, Executive Vice President, General Counsel & Secretary of Waste Connections (WCN), converted/released restricted share units into 16,491 common shares across transactions dated Feb 13–17, 2026.
- To cover withholding taxes on the vesting, the issuer withheld 2,390 shares (reported as dispositions) with a reported withholding value of about $385,006. The net increase in James’s holdings from these events was approximately 14,101 shares.
- These entries reflect awards/vestings (A) and conversion/exercise of derivative awards (M) with tax withholding (F).
Key Details
- Transaction dates and amounts:
- Feb 13, 2026: two awards reported of 4,068 shares each (awards/derivative acquisitions).
- Feb 14, 2026: conversion of 839 shares; 237 shares withheld at $160.26 ($37,982).
- Feb 16, 2026: conversion of 853 shares; 208 shares withheld at $160.26 ($33,334).
- Feb 17, 2026: conversions of 1,013 and 5,650 shares; 399 and 1,546 shares withheld at $161.28 ($64,351 and $249,339).
- Total acquired (from vesting/conversion): 16,491 shares. Total withheld for taxes: 2,390 shares (~$385,006). Net new shares: ~14,101.
- Notable footnotes:
- F1: shares withheld by issuer to satisfy applicable withholding taxes (cashless settlement).
- F3/F7: performance-based restricted share units (PSUs) from 2023 vested with payout at 139.5% of target (per filing).
- F4–F6: conversions on vesting of prior RSU awards (awarded in 2023–2025) that vest over four years.
- Filing: Form 4 was filed on Feb 18, 2026 (covers the Feb 13–17 transactions).
Context
- These were compensation-related vesting and conversion events (restricted share units and performance awards), not open-market purchases or opportunistic sales. The withholding of shares to pay taxes is a routine, cashless way to settle tax obligations on vested equity.
- For retail investors: vesting/award reporting shows management being paid in equity, but such events are typical of long-term compensation plans and do not, by themselves, signal a buy/sell view from the insider.
Insider Transaction Report
Form 4
Shea Patrick James
Exec VP, General Counsel & Sec
Transactions
- Exercise/Conversion
Common Shares
2026-02-14+839→ 21,350 total - Tax Payment
Common Shares
[F1]2026-02-14$160.26/sh−237$37,982→ 21,113 total - Exercise/Conversion
Common Shares
2026-02-16+853→ 21,966 total - Tax Payment
Common Shares
[F1]2026-02-16$160.26/sh−208$33,334→ 21,758 total - Exercise/Conversion
Common Shares
2026-02-17+1,013→ 22,771 total - Tax Payment
Common Shares
[F1]2026-02-17$161.28/sh−399$64,351→ 22,372 total - Exercise/Conversion
Common Shares
2026-02-17+5,650→ 28,022 total - Tax Payment
Common Shares
[F1]2026-02-17$161.28/sh−1,546$249,339→ 26,476 total - Award
Restricted Share Units
[F2]2026-02-13+4,068→ 4,068 totalExercise: $0.00→ Common Shares (4,068 underlying) - Award
Restricted Share Units
[F3]2026-02-13+4,068→ 4,068 totalExercise: $0.00→ Common Shares (4,068 underlying) - Exercise/Conversion
Restricted Share Units
[F4]2026-02-14−839→ 2,518 totalExercise: $0.00→ Common Shares (839 underlying) - Exercise/Conversion
Restricted Share Units
[F5]2026-02-16−853→ 1,704 totalExercise: $0.00→ Common Shares (853 underlying) - Exercise/Conversion
Restricted Share Units
[F6]2026-02-17−1,013→ 1,012 totalExercise: $0.00→ Common Shares (1,013 underlying) - Exercise/Conversion
Restricted Share Units
[F7]2026-02-17−5,650→ 0 totalExercise: $0.00→ Common Shares (5,650 underlying)
Holdings
- 110(indirect: Son)
Common Shares
- 110(indirect: Daughter)
Common Shares
Footnotes (7)
- [F1]Represents shares withheld by the Issuer in satisfaction of the applicable withholding taxes due in connection with the vesting of restricted share units and delivery of the converted common shares.
- [F2]Represents an award of restricted share units. The award shall vest 25% per year over a four-year period following the date of grant.
- [F3]Represents an award of performance-based restricted share units. The target number of units is presented in the table. Subject to certain continued employment conditions and subject to accelerated vesting in certain circumstances, the number of units that actually vest at the end of the three-year performance period will be 0% to 250% of the scheduled amount, depending on the extent to which the Issuer meets or exceeds certain performance goals at the end of each year during the performance period. The maximum number of units that may vest at the end of the three-year performance period is 10,170 (250% of the target number).
- [F4]Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The restricted share units were awarded on February 14, 2025 and vest in four equal annual installments. The common shares are reported in Table 1.
- [F5]Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The restricted share units were awarded on February 16, 2024 and vest in four equal annual installments. The common shares are reported in Table 1.
- [F6]Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The restricted share units were awarded on February 17, 2023 and vest in four equal annual installments. The common shares are reported in Table 1.
- [F7]Represents the conversion upon vesting of a performance-based restricted share unit award into common shares of the Issuer. The award was granted on February 17, 2023 and contained performance goals that the Issuer achieved over the three-year performance period from January 1, 2023 to December 31, 2025. The number of earned award units that vested at the end of the three-year performance period, as determined by the Compensation Committee of the Issuer's Board of Directors, was 139.5% of the target number of shares subject to the award. The common shares are reported on Table 1.
Signature
Patrick James Shea|2026-02-18