RSU tax withholding prompts WESCO (NYSE: WCC) CEO share disposal

Rhea-AI Filing Summary

WESCO International Chairman, President & CEO John Engel reported a tax-withholding share disposition related to vesting RSUs. On this Form 4, he disposed of 1,574.023 shares of common stock at a price of $307.10 per share to cover tax obligations on restricted stock units granted on February 16, 2023. After this withholding transaction, Engel directly holds 474,098.1164 shares of WESCO common stock.

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^*

ENGEL JOHN

(Last) (First) (Middle)

225 WEST STATION SQUARE DRIVE

SUITE 700

(Street)

PITTSBURGH PA 15219

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WESCO INTERNATIONAL INC [ WCC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman, President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/16/2026

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	02/16/2026		F		1,574.023(1)	D	$307.1	474,098.1164	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. Represents tax withholding on the vesting of RSUs that were granted February 16, 2023.

	/s/ Michele Nelson, as Attorney-in-Fact	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.
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FAQ

What insider transaction did WESCO (WCC) report for John Engel?

WESCO reported that Chairman, President & CEO John Engel disposed of 1,574.023 common shares. The transaction was a tax-withholding disposition tied to vesting restricted stock units, not an open-market sale, at a price of $307.10 per share.

Why did WESCO CEO John Engel dispose of 1,574.023 shares?

John Engel’s 1,574.023-share disposition represents tax withholding on vesting RSUs granted February 16, 2023. Such transactions satisfy tax liabilities when restricted stock units convert into shares, rather than reflecting a discretionary open-market sale of WESCO common stock.

What price per share was used in John Engel’s WESCO tax-withholding transaction?

The tax-withholding disposition used a price of $307.10 per WESCO common share. This price applies to the 1,574.023 shares withheld to cover taxes upon vesting of restricted stock units granted on February 16, 2023.

How many WESCO shares does John Engel hold after this Form 4 transaction?

After the tax-withholding disposition, John Engel directly holds 474,098.1164 WESCO common shares. This figure reflects his remaining direct ownership following the withholding of 1,574.023 shares related to the vesting of previously granted restricted stock units.

Is John Engel’s WESCO Form 4 transaction a market sale of shares?

No, the filing describes a tax-withholding disposition, not a market sale. Shares were withheld upon vesting of restricted stock units granted on February 16, 2023 to satisfy tax obligations, rather than sold through open-market trading.