Corpay (CPAY) executive updates stock award and tax-withheld shares

Rhea-AI Filing Summary

Corpay, Inc. executive Armando Lins Netto reported an amended stock award and related tax withholding. On 2026-02-14, he acquired 925 shares of common stock at $0.0000 per share as a grant or award, bringing his holdings at that point to 34,206 shares directly owned.

The filing also shows 411 shares of common stock withheld at $337.1200 per share to satisfy tax liabilities tied to the vesting, leaving him with 33,795 shares directly owned afterward. Footnotes explain this Form 4/A amends previously reported figures, changing the vesting amount from 1,021 to 925 shares and tax-withheld shares from 454 to 411.

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

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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^*

Netto Armando Lins

(Last) (First) (Middle)

3280 PEACHTREE RD NE

SUITE 2400

(Street)

ATLANTA GA 30305

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CORPAY, INC. [ CPAY ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	GroupPresident Brazil&USVehPmt

3. Date of Earliest Transaction (Month/Day/Year)
02/14/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
02/18/2026

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(1)	02/14/2026		A		925	A	$0	34,206	D
Common Stock(2)	02/14/2026		F		411	D	$337.12	33,795	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. To amend the vesting of performance-based restricted stock from 1,021 to 925

2. To amend the number of securities from 454 to 411 withheld for payment of tax liability incident to the vesting of a security issued in accordance with Rule 16b-3

	/s/ Crystal Williams, under a power of attorney	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did Corpay (CPAY) report for Armando Lins Netto?

Corpay reported that executive Armando Lins Netto received a grant of 925 shares of common stock on February 14, 2026. The award was recorded at $0.0000 per share, reflecting a compensation-related equity grant rather than an open-market purchase.

How many Corpay (CPAY) shares were withheld for taxes in this Form 4/A?

The filing shows 411 shares of Corpay common stock were withheld at $337.1200 per share. These shares covered tax liabilities related to the vesting of restricted stock, and are classified as a tax-withholding disposition, not an open-market sale.

What are Armando Lins Netto’s Corpay (CPAY) holdings after these transactions?

After the tax-withholding disposition, Armando Lins Netto directly owns 33,795 shares of Corpay common stock. This share count appears in the filing as the total number of shares owned following the February 14, 2026 transactions.

Why is this Corpay (CPAY) Form 4/A labeled as an amendment?

The Form 4/A amends earlier figures for a performance-based restricted stock vesting. Footnotes state the vested shares were adjusted from 1,021 to 925, and tax-withheld shares from 454 to 411, correcting previously reported amounts.

Is the Corpay (CPAY) tax-withholding transaction an insider sale in the market?

No, the 411-share transaction is described as payment of tax liability by delivering securities. This is a tax-withholding disposition under Rule 16b-3, not an open-market sale reflecting a discretionary trading decision.

What role does Armando Lins Netto hold at Corpay (CPAY)?

Armando Lins Netto is identified as Group President, Brazil & US Vehicle Payments. The reported equity grant and tax withholding relate to his compensation in that executive role, rather than to an external investment or trading strategy.