[Form 4] Waystar Holding Corp. Insider Trading Activity

Rhea-AI Filing Summary

Kimberly S. Wittman, Chief People Officer of Waystar Holding Corp. (WAY), reported transactions affecting her holdings. On 06/06/2025 she had 2,670 shares of common stock withheld to cover taxes related to vesting of non-qualified stock options granted on 06/06/2024; the withheld shares were valued at $40.55 each. After correcting a prior misclassification, her post-transaction direct beneficial ownership was reported as 193,261 shares. On 09/04/2025 she acquired 18,000 shares and was granted 18,000 stock options with a $21.50 exercise price that vest beginning 06/06/2025 and expire 06/06/2034.

The filing discloses a correction to earlier filings and notes the 06/06/2025 tax-withholding transaction was not timely filed. The form was executed by an attorney-in-fact on 09/08/2025.

Positive

• Disclosure of correction: The filing corrects a prior misclassification, producing an accurate current holdings figure.
• Material detail provided: Specifics on number of shares withheld (2,670), shares acquired (18,000), option terms ($21.50 strike, exercisable from 06/06/2025, expiring 06/06/2034) and post-transaction ownership are stated.

Negative

• Late reporting: The filing states the 06/06/2025 tax-withholding transaction was not timely filed.
• Prior misclassification: A correction to earlier filings was required, indicating prior reporting inaccuracies.

Insights

Corporate Governance Expert

TL;DR: Routine insider vesting and tax-withholding occurred; late reporting and corrected prior filings raise governance and compliance questions.

The filing documents employee compensation events common to executive-level equity plans: withholding of shares to satisfy tax obligations on option vesting, grant of RSUs and options, and a correction to prior records. The explicit admission that the 06/06/2025 withholding transaction was not timely filed is material from a disclosure controls perspective and suggests a lapse in SEC reporting processes. The correction to prior filings indicates the company or reporting person reviewed and updated beneficial ownership records, which is appropriate but warrants attention to internal controls to prevent recurrence.

Securities Analyst

TL;DR: Transactions reflect compensation realization, increasing long-term equity exposure; timing and corrections are administrative, not operational.

The reported movements are compensation-driven: tax-withheld shares (2,670) and acquisition/grants (18,000 RSUs/18,000 options at $21.50). The post-transaction beneficial ownership figure (193,261 shares corrected; 211,261 including unvested RSUs) provides transparency on executive share stakes. The late filing reduces disclosure timeliness but the underlying transactions are routine and do not indicate an operational change for Waystar. Investors may note the option strike and vesting schedule when modeling potential dilution.

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
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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^*

Wittman Kimberly S.

(Last) (First) (Middle)

1550 DIGITAL DRIVE, #300

(Street)

LEHI UT 84043

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Waystar Holding Corp. [ WAY ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/06/2025

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	06/06/2025		F		2,670	D	$40.55	193,261(1)	D
Common Stock	09/04/2025		M		18,000	A	$21.5	211,261(2)	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
Stock Options (right to buy)	$21.5	09/04/2025		M			18,000	(3)	06/06/2034	Common Stock	18,000	$0	90,695	D

Explanation of Responses:

1. This transaction was not timely filed. The transaction represents shares of common stock withheld to pay taxes upon vesting of Non-Qualified Stock Options granted to the Reporting Person on June 6, 2024. The number of shares withheld was determined on June 6, 2025, based on the closing price of WAY common stock on that date. In addition, the total number of shares beneficially owned following the reported transaction reflects a correction to prior filings to account for an earlier misclassification of an option exercise. The ending balance reported herein is accurate and reflects the Reporting Person's current holdings.

2. Includes unvested RSUs.

3. Options granted June 6, 2024, which vest in five equal annual installments commencing on June 6, 2025.

Remarks:

	/s/ Gregory R. Packer, as Attorney-in-Fact	09/08/2025
	** 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 transactions did Waystar (WAY) insider Kimberly Wittman report on Form 4?

The form reports 2,670 shares withheld to pay taxes on option vesting (06/06/2025) and an acquisition/grant of 18,000 shares plus 18,000 options at a $21.50 exercise price (09/04/2025).

How many shares does Kimberly Wittman beneficially own after the reported transactions?

The filing reports corrected post-transaction direct beneficial ownership of 193,261 shares and notes 211,261 when including unvested RSUs.

Were there any reporting issues disclosed in the Form 4 for WAY?

Yes. The filing explicitly states the 06/06/2025 tax-withholding transaction was not timely filed and a prior option exercise had been misclassified, prompting a correction.

What are the terms of the stock options reported by the Waystar insider?

Options granted 06/06/2024: 18,000 options with a $21.50 exercise price, vesting in five equal annual installments starting 06/06/2025, expiring 06/06/2034.

Who signed the Form 4 filing for Kimberly Wittman and when?

The filing was signed by Gregory R. Packer, as Attorney-in-Fact on 09/08/2025.