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Wesco Insider Activity: 125,001 SARs Exercised and Shares Sold by CEO

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

John Engel, Chairman, President & CEO of Wesco International Inc. (WCC), reported multiple transactions on 08/26/2025 and 08/27/2025. He exercised 125,001 stock appreciation rights with a conversion/exercise price of $62.80, resulting in 125,001 shares issued. On the same dates he sold a total of 125,001 shares in multiple transactions at weighted average prices ranging from $224.30 to $227.62, with reported weighted prices of $225.01, $225.74, $226.88 and $227.47 for specific sale groups. Following these transactions his beneficial ownership is reported as 475,971.1888 shares.

Positive

  • Exercise of SARs: 125,001 Stock Appreciation Rights were exercised at a $62.80 exercise price, resulting in issuance of 125,001 shares.
  • Timely disclosure: Transactions were reported on a Form 4 with explanatory footnotes and an attorney-in-fact signature.

Negative

  • Large insider sales: 125,001 shares were sold in multiple transactions at weighted prices ranging up to $227.62, reducing beneficial ownership.
  • Potential dilution: The SAR exercise resulted in new shares issued (125,001) which may increase outstanding share count (documented issuance).

Insights

TL;DR: Insider exercised SARs and immediately sold an equal number of shares, leaving reported beneficial ownership at 475,971.1888 shares.

The Form 4 shows an exercise of 125,001 stock appreciation rights at a $62.80 exercise price, producing 125,001 common shares. Subsequent sales on 08/26-08/27/2025 disposed of 125,001 shares across several transactions at weighted average prices within the $224.30–$227.62 ranges, with reported weighted averages for blocks at about $225–$227. The net effect is a reduction from 600,972.1888 shares pre-sales to 475,971.1888 shares post-sales. These are routine insider liquidity actions following SAR vesting and are informational for share supply and insider behavior.

TL;DR: The filing documents standard executive exercises and market sales tied to vested SARs; no governance irregularities disclosed.

The record indicates vested Stock Appreciation Rights became exercisable in installments and 125,001 were exercised on 08/26/2025. The concurrent sales of an equal number of shares were disclosed with weighted average sale prices across multiple execution ranges. The Form 4 is properly signed by an attorney-in-fact and contains explanations for price ranges. There is no information in this filing indicating policy deviations, related-party issues, or unusual delays in disclosure.

Insider ENGEL JOHN
Role Chairman, President & CEO
Sold 51,051 shs ($11.55M)
Type Security Shares Price Value
Sale Common Stock 10,501 $225.01 $2.36M
Sale Common Stock 17,875 $225.74 $4.04M
Sale Common Stock 16,240 $226.88 $3.68M
Sale Common Stock 6,435 $227.47 $1.46M
Exercise Stock Appreciation Rights 125,001 $0.00 --
Exercise Common Stock 125,001 $62.80 $7.85M
Disposition Common Stock 34,660 $226.49 $7.85M
Tax Withholding Common Stock 39,290 $226.49 $8.90M
Holdings After Transaction: Common Stock — 516,521.189 shares (Direct); Stock Appreciation Rights — 0 shares (Direct)
Footnotes (1)
  1. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $224.30 to $225.29. Upon request by the SEC, the Issuer or a stockholder of the Issuer, complete information regarding the number of shares sold at each price within the range will be provided. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $225.30 to $226.27. Upon request by the SEC, the Issuer or a stockholder of the Issuer, complete information regarding the number of shares sold at each price within the range will be provided. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $226.32 to $227.31. Upon request by the SEC, the Issuer or a stockholder of the Issuer, complete information regarding the number of shares sold at each price within the range will be provided. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $227.32 to $227.62. Upon request by the SEC, the Issuer or a stockholder of the Issuer, complete information regarding the number of shares sold at each price within the range will be provided. The Stock Appreciation Rights became exercisable in three (3) equal, annual installments beginning on the first anniversary of the February 13, 2018 grant date.
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*
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)
08/26/2025
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 08/26/2025 M 125,001 A $62.8 600,972.1888 D
Common Stock 08/26/2025 D 34,660 D $226.49 566,312.1888 D
Common Stock 08/26/2025 F 39,290 D $226.49 527,022.1888 D
Common Stock 08/27/2025 S 10,501 D $225.01(1) 516,521.1888 D
Common Stock 08/27/2025 S 17,875 D $225.74(2) 498,646.1888 D
Common Stock 08/27/2025 S 16,240 D $226.88(3) 482,406.1888 D
Common Stock 08/27/2025 S 6,435 D $227.47(4) 475,971.1888 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 Appreciation Rights $62.8 08/26/2025 M 125,001 (5) 02/13/2028 Common Stock 125,001 $0 0 D
Explanation of Responses:
1. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $224.30 to $225.29. Upon request by the SEC, the Issuer or a stockholder of the Issuer, complete information regarding the number of shares sold at each price within the range will be provided.
2. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $225.30 to $226.27. Upon request by the SEC, the Issuer or a stockholder of the Issuer, complete information regarding the number of shares sold at each price within the range will be provided.
3. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $226.32 to $227.31. Upon request by the SEC, the Issuer or a stockholder of the Issuer, complete information regarding the number of shares sold at each price within the range will be provided.
4. Represents weighted average sale price. These shares were sold in multiple transactions at prices ranging from $227.32 to $227.62. Upon request by the SEC, the Issuer or a stockholder of the Issuer, complete information regarding the number of shares sold at each price within the range will be provided.
5. The Stock Appreciation Rights became exercisable in three (3) equal, annual installments beginning on the first anniversary of the February 13, 2018 grant date.
/s/ Michele Nelson, as Attorney-in-Fact 08/28/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What transactions did John Engel report for WCC on 08/26-08/27/2025?

He exercised 125,001 SARs at $62.80 on 08/26/2025 (resulting in 125,001 shares) and sold a total of 125,001 shares across multiple transactions on 08/26-08/27/2025.

How many Wesco (WCC) shares does John Engel beneficially own after these transactions?

475,971.1888 shares are reported as beneficially owned following the transactions.

At what prices were the shares sold in the reported WCC transactions?

Sales were executed in multiple transactions with prices reported in ranges from $224.30 to $227.62; disclosed weighted average sale group prices include about $225.01, $225.74, $226.88, and $227.47.

What was the exercise price for the Stock Appreciation Rights exercised by John Engel?

$62.80 is reported as the conversion/exercise price for the SARs exercised on 08/26/2025.

Were the exercised SARs newly vested or previously exercisable?

The filing notes the SARs became exercisable in three equal annual installments beginning on the first anniversary of the February 13, 2018 grant date.

Who signed the Form 4 filing for these WCC transactions?

The Form 4 is signed /s/ Michele Nelson, as Attorney-in-Fact on 08/28/2025.