WEX Inc.·4

Mar 17, 8:28 PM ET

Trickett Sara 4

4 · WEX Inc. · Filed Mar 17, 2026

Research Summary

AI-generated summary of this filing

Updated

WEX (WEX) Chief Legal Officer Sara Trickett Receives Shares; Taxes Withheld

What Happened

  • Sara Trickett, Chief Legal Officer of WEX Inc., had restricted equity (RSUs and performance-based MSUs) vest on March 15, 2026. A total of 1,188 shares were issued upon vesting/conversion (multiple vesting events listed as derivative exercises at $0.00). WEX automatically withheld 504 shares to cover taxes at a per-share value of $159.95, resulting in approximately $80,616 withheld and a net issuance to Trickett of about 684 shares.
  • This was not an open-market sale or purchase by the insider; it was the routine vesting and conversion of awards with shares withheld for tax obligations (transaction codes M = exercise/conversion of derivative; F = shares withheld to pay taxes).

Key Details

  • Transaction date: March 15, 2026. Form 4 filed: March 17, 2026 (timely).
  • Shares vesting/converted: 1,188 total shares (listed as 89, 79, 964, and 56 in the filing).
  • Shares withheld for taxes (disposed): 27, 24, 428, and 25 = 504 shares; withholding price reported $159.95/share; total tax withholding ≈ $80,616.
  • Net shares received by insider after withholding: ~684 shares.
  • Notable footnotes: RSUs vested and converted 1:1 into common stock; MSUs are performance-based and the second tranche paid out at a 71.27% payout factor (per footnote), with MSUs converting into shares based on that factor. One‑third of each RSU/MSU award vests each year on the anniversaries of the grant.
  • Filing timeliness: Filed within the standard Form 4 window; not reported late.

Context

  • For retail investors: this is a routine employee equity vesting event, not an indication of a discretionary open-market sale or buy. The “disposed” shares here reflect shares withheld by the company to satisfy tax withholding, not a market sale by the insider.
  • MSUs are performance-based: payout can range from 60%–200% of target (here, the vested MSUs paid out at ~71.27%), so the converted share counts reflect that performance conversion.

Insider Transaction Report

Form 4
Period: 2026-03-15
Trickett Sara
Chief Legal Officer
Transactions
  • Exercise/Conversion

    Common Stock

    2026-03-15+892,226 total
  • Tax Payment

    Common Stock

    [F1]
    2026-03-15$159.95/sh27$4,3192,199 total
  • Exercise/Conversion

    Common Stock

    2026-03-15+792,278 total
  • Tax Payment

    Common Stock

    [F1]
    2026-03-15$159.95/sh24$3,8392,254 total
  • Exercise/Conversion

    Common Stock

    2026-03-15+9643,218 total
  • Tax Payment

    Common Stock

    [F1]
    2026-03-15$159.95/sh428$68,4592,790 total
  • Exercise/Conversion

    Common Stock

    2026-03-15+562,846 total
  • Tax Payment

    Common Stock

    [F2]
    2026-03-15$159.95/sh25$3,9992,821 total
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F4]
    2026-03-15890 total
    Exercise: $0.00Common Stock (89 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F4]
    2026-03-157980 total
    Exercise: $0.00Common Stock (79 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F5]
    2026-03-159640 total
    Exercise: $0.00Common Stock (964 underlying)
  • Exercise/Conversion

    Market Share Units

    [F6][F7][F8]
    2026-03-1556102 total
    Common Stock (56 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 15, 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 15, 2026.
  • [F3]RSUs vested on March 15, 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]Following certification of performance relating to the award (as previously reported by the reporting person), the RSUs vested on March 15, 2026 and each converted into one share of common stock.
  • [F6]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%.
  • [F7]Represents the number of MSUs that vested in the second tranche of the MSU award granted on March 15, 2024, based on a 71.27% payout factor, and were converted into an equal number of shares of common stock.
  • [F8]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.
Signature
/s/ Matthew Finkelstein, as attorney-in-fact for Sara Trickett|2026-03-17

Documents

1 file
  • 4
    wk-form4_1773793681.xmlPrimary

    FORM 4