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WEX Inc.·4

Mar 17, 8:27 PM ET

Narula Jagtar 4

4 · WEX Inc. · Filed Mar 17, 2026

Research Summary

AI-generated summary of this filing

Updated

WEX CFO Jagtar Narula Receives 11,981 Shares; 4,832 Withheld

What Happened
Jagtar Narula, Chief Financial Officer of WEX Inc. (WEX), had restricted and performance-based units convert into common stock on March 15, 2026. A total of 11,981 derivative units converted into shares (no cash exercise price). To cover tax withholding, WEX automatically withheld 4,832 shares at $159.95/share (total withheld ≈ $772,878), leaving Narula with a net issuance of approximately 7,149 shares (net value ≈ $1.14M at $159.95).

Key Details

  • Transaction date: March 15, 2026; Form 4 filed March 17, 2026 (timely filing).
  • Conversion details: 11,981 shares acquired via conversion of RSUs/MSUs (transaction code M; exercise/conversion of derivative).
  • Tax withholding: 4,832 shares withheld by the company (transaction code F) at $159.95/share; total withheld ≈ $772,878.
  • Net shares received: ≈7,149 shares retained by the reporting person.
  • Footnotes: RSUs vested and converted to one share each; MSUs are performance-based and the second tranche vested with a 71.27% payout factor (so MSUs converted based on that factor). Withholding represents automatic company withholding to cover taxes (cashless withholding).
  • Shares owned after transaction: not specified in the provided filing details.

Context

  • These transactions reflect routine vesting and conversion of restricted stock units (RSUs) and market/share units (MSUs), not an open-market purchase or discretionary sale. The $0.00 “exercise price” indicates conversion of granted units (no cash paid to acquire the shares).
  • MSUs are performance-based; the disclosed 71.27% payout factor reduced the number of shares delivered relative to target for the applicable tranche.
  • Tax-withholding dispositions are common and do not necessarily indicate a personal sale decision by the insider.

Insider Transaction Report

Form 4
Period: 2026-03-15
WEX Inc.WEX
Narula Jagtar
Chief Financial Officer
Transactions
  • Exercise/Conversion

    Common Stock

    2026-03-15+886→ 19,144 total
  • Tax Payment

    Common Stock

    [F1]
    2026-03-15$159.95/sh−261$41,747→ 18,883 total
  • Exercise/Conversion

    Common Stock

    2026-03-15+860→ 19,743 total
  • Tax Payment

    Common Stock

    [F1]
    2026-03-15$159.95/sh−253$40,467→ 19,490 total
  • Exercise/Conversion

    Common Stock

    2026-03-15+9,622→ 29,112 total
  • Tax Payment

    Common Stock

    [F1]
    2026-03-15$159.95/sh−4,046$647,158→ 25,066 total
  • Exercise/Conversion

    Common Stock

    2026-03-15+613→ 25,679 total
  • Tax Payment

    Common Stock

    [F2]
    2026-03-15$159.95/sh−272$43,506→ 25,407 total
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F4]
    2026-03-15−886→ 0 total
    Exercise: $0.00→ Common Stock (886 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F4]
    2026-03-15−860→ 864 total
    Exercise: $0.00→ Common Stock (860 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F5]
    2026-03-15−9,622→ 0 total
    Exercise: $0.00→ Common Stock (9,622 underlying)
  • Exercise/Conversion

    Market Share Units

    [F6][F7][F8]
    2026-03-15−613→ 1,110 total
    → Common Stock (613 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 Jagtar Narula|2026-03-17

Documents

1 file
  • 4
    wk-form4_1773793640.xmlPrimary

    FORM 4