RIVARD PHILIP 4
4 · Waste Connections, Inc. · Filed Feb 18, 2026
Research Summary
AI-generated summary of this filing
Waste Connections SVP Philip Rivard Receives RSU Awards; Shares Withheld
What Happened
Philip Rivard, Senior Vice President, Business Development at Waste Connections (WCN), received restricted share unit (RSU) awards and had a portion of vested shares converted and withheld to cover taxes. On Feb 13, 2026 he was awarded two RSU grants (2,348 and 2,347 units). Between Feb 14–17, 2026 a total of 3,734 RSUs converted into common shares (reported as exercises/conversions). The company withheld 950 of those shares to satisfy tax-withholding obligations, with the withheld shares valued at approximately $152,922 (148 @ $160.26 on 2/14; 139 @ $160.26 on 2/16; 562 @ $161.28 and 101 @ $161.28 on 2/17). After withholding, Rivard retained a net increase of about 2,784 shares from these conversions.
Key Details
- Transaction dates and prices:
- Grants: 2/13/2026 — 2,348 RSUs and 2,347 RSUs (awarded; no cash price).
- Conversions (vesting → common shares): 2/14 (496), 2/16 (519), 2/17 (2,306 and 413) — reported as derivative exercises/conversions.
- Tax-withholding disposals: 2/14 (148 @ $160.26 = $23,718), 2/16 (139 @ $160.26 = $22,276), 2/17 (562 @ $161.28 = $90,639), 2/17 (101 @ $161.28 = $16,289). Total withheld value ≈ $152,922.
- Net effect: ~3,734 shares converted; 950 shares withheld for taxes; net ~2,784 additional shares retained by Rivard from these events.
- Footnotes of note:
- Several items represent RSU awards that vest over four years (25% per year).
- One performance-based RSU award vested at 139.5% of target (per company determination).
- Withheld shares were surrendered to the issuer to satisfy tax withholding (transaction code F).
- Transaction codes: M = exercise/conversion of derivative (RSU conversion), F = shares withheld for tax payment, A = award/grant.
- Filing timeliness: Report filed 2026-02-18 for events through 2026-02-17 — appears to be timely (no late filing indicated).
Context
- These transactions are the routine conversion of RSUs into common shares and withholding of shares to cover taxes (a common, non-market-sale event). They generally reflect compensation vesting rather than insider purchases or open-market sales.
- For retail investors: awards and vesting are not direct bullish/bearish signals about insider trading intent; purchasing activity is typically more informative about an insider’s personal investment conviction.
Insider Transaction Report
Form 4
RIVARD PHILIP
SR VP Business Development
Transactions
- Exercise/Conversion
Common Shares
2026-02-14+496→ 558 total - Tax Payment
Common Shares
[F1]2026-02-14$160.26/sh−148$23,718→ 410 total - Exercise/Conversion
Common Shares
2026-02-16+519→ 929 total - Tax Payment
Common Shares
[F1]2026-02-16$160.26/sh−139$22,276→ 790 total - Exercise/Conversion
Common Shares
2026-02-17+2,306→ 3,096 total - Tax Payment
Common Shares
[F1]2026-02-17$161.28/sh−562$90,639→ 2,534 total - Exercise/Conversion
Common Shares
2026-02-17+413→ 2,947 total - Tax Payment
Common Shares
[F1]2026-02-17$161.28/sh−101$16,289→ 2,846 total - Award
Restricted Share Units
[F2]2026-02-13+2,348→ 2,348 totalExercise: $0.00→ Common Shares (2,348 underlying) - Award
Restricted Share Units
[F3]2026-02-13+2,347→ 4,695 totalExercise: $0.00→ Common Shares (2,347 underlying) - Exercise/Conversion
Restricted Share Units
[F4]2026-02-14−496→ 1,488 totalExercise: $0.00→ Common Shares (496 underlying) - Exercise/Conversion
Restricted Share Units
[F5]2026-02-16−519→ 1,038 totalExercise: $0.00→ Common Shares (519 underlying) - Exercise/Conversion
Restricted Share Units
[F6]2026-02-17−413→ 413 totalExercise: $0.00→ Common Shares (413 underlying) - Exercise/Conversion
Restricted Share Units
[F7]2026-02-17−2,306→ 0 totalExercise: $0.00→ Common Shares (2,306 underlying)
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 5,867 (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
Philip Rivard|2026-02-18