Dearborn Joel Alan JR 4

What Happened

• Joel A. Dearborn Jr., COO, International of WEX Inc. (WEX), had equity awards vest on March 15, 2026. A total of 11,436 shares were acquired on conversion/exercise of restricted share units (RSUs) and market share units (MSUs) (reported as derivative "M" transactions at $0 exercise price).
• To cover tax withholding, WEX automatically withheld and disposed (reported as "F" transactions) 4,574 of those shares at $159.95 per share, generating proceeds of approximately $731,611. The conversion entries themselves show $0 purchase price because these were award vestings, not cash purchases.

Key Details

• Transaction date: March 15, 2026; Form 4 filed March 17, 2026 (timely filing).
• Conversion price: $0.00 (RSUs/MSUs converting into shares). Withholding sale price: $159.95 per share.
• Shares acquired (vested/converted): 11,436 total (886 + 542 + 9,622 + 386).
• Shares withheld/sold to pay taxes: 4,574 total (261 + 160 + 3,981 + 172), proceeds ≈ $731,611.
• Shares owned after transaction: not specified in this Form 4 filing.
• Relevant footnotes: tax withholding (F1, F2); RSUs and MSUs converted into shares on vesting (F4, F6, F8); MSU payout factor for the second tranche was 71.27% (F7, F8); vesting schedules for RSUs/MSUs typically one‑third annually (F5, F9). A related trust was previously disclosed (F3).

Context

• This was a routine vesting event (award conversion), not an open‑market purchase or voluntary sale. The sale of 4,574 shares was an automatic tax-withholding action (common practice, not necessarily a sell signal).
• Transaction codes: M = exercise/conversion of derivative (here, RSUs/MSUs converting into shares); F = shares withheld/sold to satisfy tax obligations.