Corpay (NYSE: CPAY) director withholds shares to cover taxes

Rhea-AI Filing Summary

Corpay, Inc. director Archie L. Jones Jr. reported a small tax-related share disposition. On the transaction date, 216 shares of common stock were withheld at $337.12 per share to cover tax liabilities tied to vesting equity. After this withholding, he directly owns 3,944 common shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Jones Archie L Jr

Role Director

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	216	$337.12	$73K

Holdings After Transaction: Common Stock — 3,944 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Jones Archie L Jr

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

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

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

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		F		216	D	$337.12	3,944	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. Payment of tax liability by withholding securities incident to the vesting of a security issued in accordance with Rule 16b-3

	/s/ Crystal Williams, under a power of attorney	02/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Corpay (CPAY) director Archie L. Jones Jr. report?

Corpay director Archie L. Jones Jr. reported a tax-related share disposition. On the transaction date, 216 common shares were withheld at $337.12 per share to satisfy tax obligations arising from vesting equity awards granted under Rule 16b-3.

How many Corpay (CPAY) shares were disposed of in the latest Form 4 filing?

The Form 4 shows 216 Corpay common shares were disposed of. These shares were not sold in the market but withheld by the company to cover the director’s tax liability associated with the vesting of a previously granted equity award.

What price per share was used for the Corpay (CPAY) tax-withholding transaction?

The tax-withholding disposition used a price of $337.12 per Corpay common share. This price is applied solely for reporting and withholding purposes related to the vesting equity, not as an indication of an open-market trade or negotiated sale.

How many Corpay (CPAY) shares does the director own after this Form 4 transaction?

Following the transaction, Archie L. Jones Jr. directly owns 3,944 Corpay common shares. This post-transaction holding reflects the share count after 216 shares were withheld to satisfy tax obligations triggered by the vesting of a compensatory equity award.

Was the Corpay (CPAY) insider transaction an open-market sale of shares?

No, the transaction was not an open-market sale of Corpay shares. It was a tax-withholding disposition, where 216 vested shares were retained by the company to pay the director’s tax liability, as permitted for equity awards granted under Rule 16b-3.