Melissa D. Smith - 15 Mar 2025 Form 4 Insider Report for WEX Inc. (WEX)

Signature
/s/ Matthew Finkelstein, as attorney in-fact for Melissa D. Smith
Issuer symbol
WEX
Transactions as of
15 Mar 2025
Net transactions value
-$3,484,437
Form type
4
Filing time
18 Mar 2025, 20:17:44 UTC
Previous filing
24 Feb 2025
Next filing
12 May 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WEX Common Stock Options Exercise $0 +2,195 +3.2% $0.000000 71,215 15 Mar 2025 Direct
transaction WEX Common Stock Tax liability $145,153 -942 -1.3% $154.09 70,273 15 Mar 2025 Direct F1
transaction WEX Common Stock Options Exercise $0 +2,540 +3.6% $0.000000 72,813 15 Mar 2025 Direct
transaction WEX Common Stock Tax liability $173,659 -1,127 -1.5% $154.09 71,686 15 Mar 2025 Direct F1
transaction WEX Common Stock Options Exercise $0 +43,054 +60% $0.000000 114,740 15 Mar 2025 Direct
transaction WEX Common Stock Tax liability $2,942,349 -19,095 -17% $154.09 95,645 15 Mar 2025 Direct F1
transaction WEX Common Stock Options Exercise $0 +3,265 +3.4% $0.000000 98,910 15 Mar 2025 Direct
transaction WEX Common Stock Tax liability $223,276 -1,449 -1.5% $154.09 97,461 15 Mar 2025 Direct F2
holding WEX Common Stock 18,277 15 Mar 2025 By husband
holding WEX Common Stock 1,693 15 Mar 2025 FBC Irrevocable Trust F3
holding WEX Common Stock 1,692 15 Mar 2025 BDC Irrevocable Trust F3
holding WEX Common Stock 1,693 15 Mar 2025 GMC Irrevocable Trust F3
holding WEX Common Stock 33,719 15 Mar 2025 Melissa D. Smith 2024 GRAT F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction WEX Restricted Stock Units Options Exercise $0 -2,195 -100% $0.000000 0 15 Mar 2025 Common Stock 2,195 $0.000000 Direct F5, F6
transaction WEX Restricted Stock Units Options Exercise $0 -2,540 -50% $0.000000 2,548 15 Mar 2025 Common Stock 2,540 $0.000000 Direct F5, F6
transaction WEX Restricted Stock Units Options Exercise $0 -43,054 -100% $0.000000 0 15 Mar 2025 Common Stock 43,054 $0.000000 Direct F5, F7
transaction WEX Market Share Units Options Exercise $0 -3,265 -25% $0.000000 9,710 15 Mar 2025 Common Stock 3,265 Direct F8, F9, F10
transaction WEX Market Share Units Award $0 +21,397 $0.000000 21,397 17 Mar 2025 Common Stock 21,397 Direct F8, F10, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents tax withholding in connection with the vesting of the Restricted Stock Units ("RSUs") on March 15, 2025.
F2 Represents tax withholding in connection with the vesting of the Market Stock Units ("MSUs") on March 15, 2025.
F3 This trust was first described in a Form 4 filed by the reporting person on 06/28/2022.
F4 On August 16, 2024, the reporting person transferred 33,719 shares of common stock to a grantor retained annuity trust ("GRAT") for the benefit of Ms. Smith's children.
F5 RSUs vested on March 15, 2025 and each RSU converted into one share of common stock.
F6 One-third of RSUs vest each year on the first, second and third anniversaries of the date of grant.
F7 Following certification of performance relating to this award (as previously reported by the reporting person), the RSUs vested on March 15, 2025 and each converted into one share of common stock.
F8 Each MSU, a form of performance-based restricted stock 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 average of the closing price on the measurement date plus the nine prior trading days divided by the average stock price on the grant date (also a 10-day average) divided by the close price on the grant date. The minimum payout factor that must be achieved to earn a payout is 60% and the maximum payout factor is 200%.
F9 Represents the number of MSUs that vested in the first tranche of the MSU award granted on March 15, 2024, based on a 67.24% payout factor, and were converted into an equal number of shares of common stock.
F10 One-third of the MSU award vests on each of the first, second and third anniversaries of the grant date 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.
F11 Represents the target number of shares underlying the MSU award granted on March 17, 2025.