Sachin Dhawan - 15 Mar 2025 Form 4 Insider Report for WEX Inc. (WEX)

Role: Chief Technology Officer
Signature: /s/ Matthew Finkelstein, as attorney-in-fact for Sachin Dhawan
Issuer symbol: WEX
Transactions as of: 15 Mar 2025
Net transactions value: -$84,595
Form type: 4
Filing time: 18 Mar 2025, 20:18:14 UTC
Previous filing: 17 Dec 2024
Next filing: 17 Dec 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	WEX	Common Stock	Options Exercise	$0	+752	+24%	$0.000000	3,915	15 Mar 2025	Direct
transaction	WEX	Common Stock	Tax liability	$57,476	-373	-9.5%	$154.09	3,542	15 Mar 2025	Direct	F1
transaction	WEX	Common Stock	Options Exercise	$0	+507	+14%	$0.000000	4,049	15 Mar 2025	Direct
transaction	WEX	Common Stock	Tax liability	$27,120	-176	-4.3%	$154.09	3,873	15 Mar 2025	Direct	F2

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	-752	-33%	$0.000000	1,509	15 Mar 2025	Common Stock	752	$0.000000	Direct	F3, F4
transaction	WEX	Market Share Units	Options Exercise	$0	-507	-25%	$0.000000	1,508	15 Mar 2025	Common Stock	507		Direct	F5, F6, F7
transaction	WEX	Restricted Stock Units	Award	$0	+3,797		$0.000000	3,797	17 Mar 2025	Common Stock	3,797	$0.000000	Direct	F4
transaction	WEX	Market Share Units	Award	$0	+3,797		$0.000000	3,797	17 Mar 2025	Common Stock	3,797		Direct	F5, F7, F8

* 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	RSUs vested on March 15, 2025 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	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%.
F6	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.
F7	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.
F8	Represents the target number of shares underlying the MSU award granted on March 17, 2025.