WEX (NYSE: WEX) grants stock to risk chief, withholds shares for taxes

Rhea-AI Filing Summary

WEX Inc. reported that Chief Risk and Compliance Officer Drew Ann Elena received a stock award and related tax withholding on February 23, 2026. She acquired 2,168 shares of common stock as fully vested shares granted in lieu of cash under WEX's 2025 short‑term incentive plan, issued pursuant to the Amended and Restated 2019 Equity and Incentive Plan, at a reference price of $151.67 per share. To cover associated taxes, 675 shares of common stock were automatically withheld by WEX as a tax-withholding disposition. After these transactions, she directly owned 8,788 shares of WEX common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Drew Ann Elena

Role Chief Risk and Compliance

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,168	$151.67	$329K
Tax Withholding	Common Stock	675	$151.67	$102K

Holdings After Transaction: Common Stock — 9,463 shares (Direct)

Footnotes (1)

1. Represents fully vested shares of WEX Inc. ("WEX") common stock granted in lieu of cash under WEX's 2025 short-term incentive plan for services performed in 2025 and issued pursuant to WEX's Amended and Restated 2019 Equity and Incentive Plan. Represents the number of shares automatically withheld by WEX for the payment of taxes in connection with the grant of common stock on February 23, 2026.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Drew Ann Elena

(Last) (First) (Middle)

C/O WEX INC.

1 HANCOCK STREET

(Street)

PORTLAND ME 04101

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WEX Inc. [ WEX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Risk and Compliance

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/23/2026		A		2,168(1)	A	$151.67	9,463	D
Common Stock	02/23/2026		F		675(2)	D	$151.67	8,788	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents fully vested shares of WEX Inc. ("WEX") common stock granted in lieu of cash under WEX's 2025 short-term incentive plan for services performed in 2025 and issued pursuant to WEX's Amended and Restated 2019 Equity and Incentive Plan.

2. Represents the number of shares automatically withheld by WEX for the payment of taxes in connection with the grant of common stock on February 23, 2026.

Remarks:

	/s/ Matthew Finkelstein, as attorney-in-fact for Ann Elena Drew	02/25/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did WEX (WEX) report for Drew Ann Elena?

WEX reported that Chief Risk and Compliance Officer Drew Ann Elena received a grant of 2,168 fully vested common shares and had 675 shares withheld for taxes. Both transactions occurred on February 23, 2026, and were related to her 2025 short-term incentive compensation.

Was the WEX (WEX) insider transaction an open-market buy or sell?

The WEX insider activity was not an open-market buy or sell. It involved a grant of 2,168 fully vested shares as incentive compensation and an automatic withholding of 675 shares to pay taxes, all at a reference price of $151.67 per share.

How many WEX (WEX) shares does Drew Ann Elena own after the Form 4 filing?

After the reported transactions, Drew Ann Elena directly owns 8,788 shares of WEX common stock. This reflects the 2,168-share award received on February 23, 2026, net of the 675 shares automatically withheld by WEX to satisfy related tax obligations.

What was the purpose of the 2,168-share award to WEX (WEX) executive Drew Ann Elena?

The 2,168-share award to Drew Ann Elena represents fully vested WEX common stock granted in lieu of cash under WEX's 2025 short-term incentive plan. The shares were issued pursuant to WEX's Amended and Restated 2019 Equity and Incentive Plan for services performed in 2025.

Why were 675 WEX (WEX) shares disposed of in Drew Ann Elena’s Form 4?

The 675-share disposition was a tax-withholding transaction. WEX automatically withheld 675 shares from the stock grant on February 23, 2026, to cover taxes owed in connection with the fully vested common stock award, rather than an open-market sale by the executive.