WEX Inc.·4

Feb 18, 6:54 PM ET

Dearborn Joel Alan JR 4

4 · WEX Inc. · Filed Feb 18, 2026

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WEX (WEX) COO Joel Dearborn Receives 9,622-Share Award

What Happened Joel Alan Dearborn Jr., WEX’s Chief Operating Officer, International, was granted 9,622 restricted stock units (RSUs) on February 13, 2026 as a result of performance stock units (PSUs) converting after certification of performance goals. The award was reported as a derivative acquisition (no cash paid; $0.00 per share recorded). This is an equity compensation award rather than an open-market purchase or sale.

Key Details

  • Transaction date: February 13, 2026 (reported on Form 4 filed February 18, 2026).
  • Grant: 9,622 units awarded; acquisition price reported $0.00 (award/derivative).
  • Vesting: The RSUs will vest with respect to all underlying shares on March 15, 2026 (per footnote).
  • Conversion: The Leadership Development and Compensation Committee certified that performance criteria were met on Feb 13, 2026, converting the PSU award to RSUs and establishing the reporting person’s rights (per footnote).
  • Shares owned after transaction: Not specified in the information provided.
  • Filing timeliness: Form 4 was filed Feb 18, 2026; this falls within the usual two-business-day reporting window (note Feb 16, 2026 was a market holiday), so the filing appears timely.

Context This was a compensation-related award (PSU → RSU conversion) — common for executive incentive pay and not an open-market trade. Such awards establish a future right to company stock subject to vesting and do not, by themselves, indicate a buy or sell signal.

Insider Transaction Report

Form 4
Period: 2026-02-13
Dearborn Joel Alan JR
COO, International
Transactions
  • Award

    Restricted Stock Units

    [F1][F2]
    2026-02-13+9,6229,622 total
    Exercise: $0.00Common Stock (9,622 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 Joel A. Dearborn|2026-02-18

Documents

1 file
  • 4
    wk-form4_1771458889.xmlPrimary

    FORM 4