Robert Cloninger - Feb 18, 2022 Form 4 Insider Report for Waste Connections, Inc. (WCN)

Role: SR VP, Deputy General Counsel
Signature: Robert Cloninger
Stock symbol: WCN
Transactions as of: Feb 18, 2022
Transactions value $: -$69,091
Form type: 4
Date filed: 2/23/2022, 03:30 PM
Previous filing: Feb 16, 2022
Next filing: Jan 12, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	WCN	Common Shares	Options Exercise	$0	+671	+4.92%	$0.00	14.3K	Feb 19, 2022	Direct
transaction	WCN	Common Shares	Tax liability	-$32.1K	-265	-1.85%	$121.00	14K	Feb 19, 2022	Direct	F1
transaction	WCN	Common Shares	Options Exercise	$0	+776	+5.53%	$0.00	14.8K	Feb 20, 2022	Direct
transaction	WCN	Common Shares	Tax liability	-$37K	-306	-2.07%	$121.00	14.5K	Feb 20, 2022	Direct	F1
holding	WCN	Common Shares						1.67K	Feb 18, 2022	By daughter
holding	WCN	Common Shares						1.67K	Feb 18, 2022	By son
holding	WCN	Common Shareds						1.67K	Feb 18, 2022	By son

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	WCN	Restricted Share Units	Award	$0	+2.54K		$0.00	2.54K	Feb 18, 2022	Common Shares	2.54K	$0.00	Direct	F2
transaction	WCN	Restricted Share Units	Award	$0	+2.54K		$0.00	2.54K	Feb 18, 2022	Common Shares	2.54K	$0.00	Direct	F3
transaction	WCN	Restricted Share Units	Options Exercise	$0	-671	-25.01%	$0.00	2.01K	Feb 19, 2022	Common Shares	671	$0.00	Direct	F4
transaction	WCN	Restricted Share Uniits	Options Exercise	$0	-776	-100%	$0.00^*	0	Feb 20, 2022	Common Shares	776	$0.00	Direct	F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents shares withheld by the Issuer in satisfaction of the applicable withholding taxes due in connection with the vesting of restricted share units and delivery of the converted common shares.
F2	Represents an award of performance-based restricted share units. The target number of units is presented in the table. Subject to certain continued employment conditions and subject to accelerated vesting in certain circumstances, the number of units that actually vest at the end of the three-year performance period will be 0% to 250% of the scheduled amount, depending on the extent to which the Issuer meets or exceeds certain performance goals at the end of each year during the performance period. The maximum number of units that may vest at the end of the three-year performance period is 6,352 (250% of the target number).
F3	Represents an award of restricted share units. The award shall vest 25% per year over a four-year period following the date of grant.
F4	Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The restricted share units were awarded on February 19, 2021 and vest in four equal annual installments. The common shares are reported in Table 1.
F5	Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The performance-based restricted share unit award was granted on February 20, 2018 and contained a performance target that was achieved by the Issuer over the one fiscal year period that ended December 31, 2018. As a result, the award shall vest 25% per year over the four-year period following the date of grant. The common shares are reported on Table I.