Waystar officer has 30,792 shares withheld for taxes

Waystar’s Chief Transformation Officer reported RSU tax-withholding of 30,792 shares, remaining directly held stock at 833,234 shares.

Rhea-AI Filing Summary

Waystar Holding Corp. (WAY) reported that Chief Transformation Officer Bridge T. Craig had 30,792 shares of common stock withheld on September 1, 2026 to pay tax liabilities arising from the vesting of restricted stock units granted on April 1, 2025. The withholding price was $25.73 per share. After this tax-withholding disposition, Craig held 833,234 shares of common stock directly, which the company notes includes unvested RSUs. No Rule 10b5-1 trading plan is reported for this transaction.

Insider Trade Summary

Tax Withholding: 30,792 shares

Tax Withholding 1 txn

Insider Bridge T. Craig

Role Chief Transformation Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1, F2	30,792	$25.73	$792K

Holdings After Transaction: Common Stock — 833,234 shares (Direct)

Footnotes (2)

1. F1. The transaction represents shares of common stock withheld to pay taxes upon vesting of restricted stock units (RSUs) granted to the Reporting Person on April 1, 2025. The number of shares withheld was determined based on the actual sale price of shares sold on September 1, 2026 pursuant to a "sell-to-cover" transaction. The vesting schedule for this RSU grant, as originally reported on the Reporting Person's prior Form 4, was modified by the Talent & Compensation Committee. The original vesting schedule provided for 40% vesting on the third anniversary of the Vesting Commencement Date and 60% vesting on the fourth anniversary of the Vesting Commencement Date. The modified vesting schedule provides for 25% vesting on September 1, 2026, and 25% vesting on each of the second, third, and fourth anniversaries of the Vesting Commencement Date.
2. F2. Includes unvested RSUs.

Key Figures

Shares withheld for tax liability: 30,792 shares Per-share value used for withholding: $25.73 per share Shares held after transaction: 833,234 shares +2 more

5 metrics

Shares withheld for tax liability 30,792 shares Common stock withheld on September 1, 2026 to pay taxes on RSU vesting

Per-share value used for withholding $25.73 per share Value applied to the 30,792 withheld shares on September 1, 2026

Shares held after transaction 833,234 shares Direct holdings of Bridge T. Craig after the September 1, 2026 withholding, including unvested RSUs

Initial RSU vesting on modified schedule 25% Portion of the RSU grant vesting on September 1, 2026 under the modified schedule

Subsequent annual RSU vesting 25% per year RSUs vest on each of the second, third, and fourth anniversaries of the Vesting Commencement Date

Key Terms

restricted stock units (RSUs), sell-to-cover, Vesting Commencement Date, Talent & Compensation Committee

4 terms

restricted stock units (RSUs) financial

"The transaction represents shares of common stock withheld to pay taxes upon vesting of restricted stock units (RSUs)"

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

sell-to-cover financial

"based on the actual sale price of shares sold on September 1, 2026 pursuant to a "sell-to-cover" transaction"

Sell-to-cover is when part of newly issued or exercised company stock is immediately sold to pay required taxes and fees, so the recipient keeps the remaining shares. For investors this matters because it reduces the number of shares insiders or employees actually hold after a grant, can create small, routine share sales that aren’t signal of cashing out, and slightly increases share supply on the market—like selling a portion of a paycheck to cover the tax bill.

Vesting Commencement Date financial

"anniversary of the Vesting Commencement Date"

The vesting commencement date is the starting point when an employee begins earning ownership rights to their promised benefits, such as stock options or retirement contributions. Think of it like the day a savings account is opened—only after this date do the benefits start to grow and become fully available over time. It matters to investors because it marks when the clock begins ticking toward full ownership, affecting the timing and value of these benefits.

Talent & Compensation Committee financial

"The modified vesting schedule provides for 25% vesting on September 1, 2026"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Waystar (WAY) disclose for Bridge T. Craig?

Waystar disclosed that Chief Transformation Officer Bridge T. Craig had 30,792 shares of common stock withheld on September 1, 2026 to pay taxes due on vesting of previously granted RSUs. This was reported as a tax-withholding disposition, not an open-market purchase or sale.

At what price were the withheld Waystar (WAY) shares valued for the tax payment?

The withheld shares were valued at $25.73 per share for the tax payment calculation. The number of shares withheld was determined based on the actual sale price of shares sold on September 1, 2026 pursuant to a referenced "sell-to-cover" transaction.

How many Waystar (WAY) shares does Bridge T. Craig hold after this Form 4 transaction?

Following the tax-withholding transaction, Bridge T. Craig directly held 833,234 shares of Waystar common stock. The company states that this figure includes unvested RSUs associated with his equity compensation.

Was the Waystar (WAY) insider transaction made under a Rule 10b5-1 plan?

The filing indicates that no Rule 10b5-1 trading plan applies. The document-level checkbox for Rule 10b5-1 was not marked, and the transaction is instead described as shares withheld to pay taxes on RSU vesting.

What changes were made to the vesting schedule of Bridge T. Craig’s Waystar (WAY) RSUs?

The Talent & Compensation Committee modified the RSU vesting schedule from 40%/60% on the third and fourth anniversaries to 25% vesting on September 1, 2026 and 25% on each of the second, third, and fourth anniversaries of the Vesting Commencement Date.

What is the nature of the RSUs involved in this Waystar (WAY) Form 4 filing?

The RSUs were granted to Bridge T. Craig on April 1, 2025. The September 1, 2026 transaction reflects shares withheld to pay taxes upon vesting of a portion of this grant, and the reported post-transaction holdings include unvested RSUs.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/03/2026 - 01:17 PM EDT Accepted by SEC EDGAR 09/03/2026 - 01:16 PM EDT Learn about SEC filing dates

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^*

Bridge T. Craig

(Last) (First) (Middle)

1550 DIGITAL DRIVE, #300

(Street)

LEHI UTAH 84043

(City) (State) (Zip)

UNITED STATES

(Country)

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 Transformation Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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	09/01/2026		F		30,792(1)	D	$25.73	833,234(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

Explanation of Responses:

1. The transaction represents shares of common stock withheld to pay taxes upon vesting of restricted stock units (RSUs) granted to the Reporting Person on April 1, 2025. The number of shares withheld was determined based on the actual sale price of shares sold on September 1, 2026 pursuant to a "sell-to-cover" transaction. The vesting schedule for this RSU grant, as originally reported on the Reporting Person's prior Form 4, was modified by the Talent & Compensation Committee. The original vesting schedule provided for 40% vesting on the third anniversary of the Vesting Commencement Date and 60% vesting on the fourth anniversary of the Vesting Commencement Date. The modified vesting schedule provides for 25% vesting on September 1, 2026, and 25% vesting on each of the second, third, and fourth anniversaries of the Vesting Commencement Date.

2. Includes unvested RSUs.

Remarks:

	/s/ Gregory R. Packer, as Attorney-in-Fact	09/03/2026
	** 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.
* Form 4: SEC 1474 (03-26)