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WEX Inc.·4

Mar 18, 6:52 PM ET

Deshaies Robert Joseph 4

4 · WEX Inc. · Filed Mar 18, 2026

Research Summary

AI-generated summary of this filing

Updated

WEX COO Robert Deshaies Receives Vesting; Shares Withheld for Taxes

What Happened Robert Joseph Deshaies, WEX Inc.'s Chief Operating Officer, received equity awards and had a tranche of previously granted restricted units convert into shares. On March 16, 2026 he was granted 5,358 RSUs and a target of 4,019 MSUs (awards). On March 17, 2026 certain restricted units converted/exercised into shares (675 shares and 711 shares reported as conversions). To cover tax withholding, the company withheld 335 and 353 shares on March 17, 2026 (codes F), valued at $156.79 per share and totaling $52,525 and $55,347 (combined $107,872).

Key Details

  • Transaction dates: Grants on 2026-03-16; conversions and tax-withholding on 2026-03-17; filing date 2026-03-18.
  • Conversion (code M): 675 shares and 711 shares converted into common stock at $0 exercise price (derivative-to-share conversion).
  • Tax withholding (code F): 335 shares withheld ($52,525) and 353 shares withheld ($55,347) at $156.79/share; total withholding value = $107,872.
  • Grants (code A): 5,358 RSUs and 4,019 MSU target shares reported as granted on 2026-03-16.
  • Shares owned after the transactions: not specified in the provided filing summary.
  • Filing timeliness: Form 4 filed 2026-03-18 reporting 2026-03-16/17 activity — no indication of a late filing in the provided data.
  • Notable footnotes: withholdings represent automatic shares withheld to pay taxes on vesting (F1, F2); RSUs vested and converted to one share each (F3, F4); MSUs are performance-based and converted using a payout factor (F5, F6, F7); the vested MSU tranche reflected a 105.38% payout factor for the applicable award (F6). The 4,019 MSU figure is the target number for the MSU award granted on 2026-03-16 (F8).

Context

  • This was largely an award vesting / conversion event, not an open-market purchase or voluntary sale. The F-code transactions indicate a cashless-type settlement where shares were withheld to satisfy tax obligations — a routine administrative step rather than a directional buy/sell decision by the insider.
  • MSUs are performance-based: payout depends on a calculated payout factor (min 60%, max 200%). The filing shows the first tranche of a prior MSU award paid out at ~105.38%, producing shares that were converted and partly withheld for taxes.

Insider Transaction Report

Form 4
Period: 2026-03-16
WEX Inc.WEX
Deshaies Robert Joseph
COO, Benefits
Transactions
  • Exercise/Conversion

    Common Stock

    2026-03-17+675→ 23,465 total
  • Tax Payment

    Common Stock

    [F1]
    2026-03-17$156.79/sh−335$52,525→ 23,130 total
  • Exercise/Conversion

    Common Stock

    2026-03-17+711→ 23,841 total
  • Tax Payment

    Common Stock

    [F2]
    2026-03-17$156.79/sh−353$55,347→ 23,488 total
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F4]
    2026-03-17−675→ 1,350 total
    Exercise: $0.00→ Common Stock (675 underlying)
  • Exercise/Conversion

    Market Share Units

    [F5][F6][F7]
    2026-03-17−711→ 1,314 total
    → Common Stock (711 underlying)
  • Award

    Restricted Stock Units

    [F4]
    2026-03-16+5,358→ 5,358 total
    Exercise: $0.00→ Common Stock (5,358 underlying)
  • Award

    Market Share Units

    [F5][F8][F7]
    2026-03-16+4,019→ 4,019 total
    → Common Stock (4,019 underlying)
Footnotes (8)
  • [F1]Represents the number of shares automatically withheld by WEX for the payment of taxes in connection with the vesting of Restricted Stock Units ("RSUs") on March 17, 2026.
  • [F2]Represents the number of shares automatically withheld by WEX for the payment of taxes in connection with the vesting of Market Share Units ("MSUs") on March 17, 2026.
  • [F3]RSUs vested on March 17, 2026 and each RSU converted into one share of common stock.
  • [F4]One-third of RSUs vest each year on the first, second and third anniversaries of the date of grant.
  • [F5]Each MSU, a form of performance-based restricted share unit, converts into the number of shares of common stock determined by applying a payout factor to the target number of MSUs vesting on a given date. The payout factor is a ratio of the volume weighted average closing price per share over the 10 trading days immediately preceding (and excluding) the vesting date divided by the volume weighted average closing price per share over the 10 trading days immediately preceding (and excluding) the grant date. The minimum payout factor that must be achieved to earn a payout is 60% and the maximum payout factor is 200%.
  • [F6]Represents the number of MSUs that vested in the first tranche of the MSU award granted on March 17, 2025, based on a 105.38% payout factor, and were converted into an equal number of shares of common stock.
  • [F7]One-third of the MSU award vests on each of the first, second and third anniversaries of the date of grant and converts into shares of common stock based on a payout factor, provided that if the payout factor is not at least 60% on an applicable vesting date, the MSUs eligible to vest on such date will be forfeited.
  • [F8]Represents the target number of shares underlying the MSU award granted on March 16, 2026.
Signature
/s/ Matthew Finkelstein as attorney-in-fact for Robert Joseph Deshaies|2026-03-18

Documents

1 file
  • 4
    wk-form4_1773874357.xmlPrimary

    FORM 4