TAN DEREK 4

What Happened
Derek Tan, Senior Vice President & Chief Accounting Officer of Waste Connections (WCN), had restricted-share units (RSUs) and performance-based RSUs convert/vest in mid-February 2026. Multiple conversions/acquisitions were reported (several hundred to over a thousand shares from different grant years), and a total of 512 shares were withheld/sold to satisfy applicable withholding taxes, generating proceeds of approximately $82,456 (69 @ $160.26; 82 @ $160.26; 294 @ $161.38; 67 @ $161.38). The underlying events were vesting/conversion of derivative awards rather than open-market purchases or discretionary sales.

Key Details

• Transaction dates and prices for tax-withholding disposals:
  • 2026-02-14: 69 shares withheld @ $160.26 → $11,058
  • 2026-02-16: 82 shares withheld @ $160.26 → $13,141
  • 2026-02-17: 294 shares withheld @ $161.38 → $47,445
  • 2026-02-17: 67 shares withheld @ $161.38 → $10,812
• Reported conversions/awards (selected): multiple derivative conversions/exercises on Feb 14–17 and two award entries on Feb 13 (1,936 shares each shown as awards in the filing).
• Shares owned after the transactions: not specified in the provided filing excerpts.
• Notable footnotes:
  • F1: Shares were withheld by the issuer to satisfy withholding taxes (routine tax-withholding).
  • F4–F9: Describe RSU vesting schedules and a performance-based RSU award that vested at 139.5% of target after the three-year performance period.
  • Currency conversion notes explain Canadian dollar amounts shown were converted to USD.
• Filing date: Form 4 filed Feb 18, 2026 (transactions occurred Feb 13–17). The filing covers mid-February vesting events; check the official filing for any timeliness indicators.

Context
These transactions reflect routine vesting/conversion of equity awards and tax-withholding (often called a "cashless" or net-settlement withholding) rather than an outright deliberate market sale or new purchase. For retail investors, vesting and tax-withholding are common executive compensation events and do not necessarily signal buying/selling intent. The performance-based RSU award noted in the footnotes vested above target (139.5% of target), which increased the number of shares delivered on vesting.