Robert Michael Cloninger - 13 Feb 2026 Form 4 Insider Report for Waste Connections, Inc. (WCN)

Role
SR VP, Deputy General Counsel
Signature
Robert Cloninger
Issuer symbol
WCN
Transactions as of
13 Feb 2026
Net transactions value
-$264,907
Form type
4
Filing time
18 Feb 2026, 17:17:03 UTC
Previous filing
27 Feb 2025
Next filing
20 Feb 2026
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Cloninger Robert Michael SR VP, Deputy General Counsel 3 WATERWAY SQUARE PLACE, SUITE 110, THE WOODLANDS Robert Cloninger 18 Feb 2026 0001616193

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WCN Common Shares Options Exercise $0 +430 +3.7% $0.000000 12,096 14 Feb 2026 Direct
transaction WCN Common Shares Tax liability $30,770 -192 -1.6% $160.26 11,904 14 Feb 2026 Direct F1
transaction WCN Common Shares Options Exercise $0 +456 +3.8% $0.000000 12,360 16 Feb 2026 Direct
transaction WCN Common Shares Tax liability $31,892 -199 -1.6% $160.26 12,161 16 Feb 2026 Direct F1
transaction WCN Common Shares Options Exercise $0 +2,701 +22% $0.000000 14,862 17 Feb 2026 Direct
transaction WCN Common Shares Tax liability $171,441 -1,063 -7.2% $161.28 13,799 17 Feb 2026 Direct F1
transaction WCN Common Shares Options Exercise $0 +484 +3.5% $0.000000 14,283 17 Feb 2026 Direct
transaction WCN Common Shares Tax liability $30,804 -191 -1.3% $161.28 14,092 17 Feb 2026 Direct F1

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 +2,031 $0.000000 2,031 13 Feb 2026 Common Shares 2,031 $0.000000 Direct F2
transaction WCN Restricted Share Units Award $0 +2,030 $0.000000 2,030 13 Feb 2026 Common Shares 2,030 $0.000000 Direct F3
transaction WCN Restricted Share Units Options Exercise $0 -430 -25% $0.000000 1,289 14 Feb 2026 Common Shares 430 $0.000000 Direct F4
transaction WCN Restricted Share Units Options Exercise $0 -456 -33% $0.000000 911 16 Feb 2026 Common Shares 456 $0.000000 Direct F5
transaction WCN Restricted Share Units Options Exercise $0 -484 -50% $0.000000 484 17 Feb 2026 Common Shares 484 $0.000000 Direct F6
transaction WCN Restricted Share Units Options Exercise $0 -2,701 -100% $0.000000 0 17 Feb 2026 Commons Shares 2,701 $0.000000 Direct F7
* 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 restricted share units. The award shall vest 25% per year over a four-year period following the date of grant.
F3 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 5,075 (250% of the target number).
F4 Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The restricted share units were awarded on February 14, 2025 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 restricted share units were awarded on February 16, 2024 and vest in four equal annual installments. The common shares are reported in Table 1.
F6 Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The restricted share units were awarded on February 17, 2023 and vest in four equal annual installments. The common shares are reported in Table 1.
F7 Represents the conversion upon vesting of a performance-based restricted share unit award into common shares of the Issuer. The award was granted on February 17, 2023 and contained performance goals that the Issuer achieved over the three-year performance period from January 1, 2023 to December 31, 2025. The number of earned award units that vested at the end of the three-year performance period, as determined by the Compensation Committee of the Issuer's Board of Directors, was 139.5% of the target number of shares subject to the award. The common shares are reported on Table 1.