Waste Connections EVP converts RSUs, withholds shares for tax

Waste Connections, Inc. executive Patrick James Shea reported equity compensation activity involving restricted share units and common shares.

Rhea-AI Filing Summary

Waste Connections, Inc. executive Patrick James Shea reported equity compensation activity involving restricted share units and common shares. On February 18, 2026, he exercised 1,255 Restricted Share Units at $0.0000 per unit, converting them into 1,255 common shares.

To cover withholding taxes on this vesting and delivery, 494 common shares were disposed of at $162.76 per share, as indicated in the footnotes. After these transactions, he directly held 27,237 common shares, with an additional 110 common shares held indirectly for each of his daughter and son.

Insider Trade Summary

1,255 shares exercised/converted

Exercise 5 txns

Insider Shea Patrick James

Role Exec VP, General Counsel & Sec

Type	Security	Shares	Price	Value
Exercise	Restricted Share Units	1,255	$0.00	$0.00
Exercise	Common Shares	1,255	$0.00	$0.00
Exercise Price or Tax Liability	Common Shares	494	$162.76	$80K
holding	Common Shares	--	--	--
holding	Common Shares	--	--	--

Holdings After Transaction: Restricted Share Units — 0 contracts (Direct); Common Shares — 27,237 shares (Direct); Common Shares — 110 shares (Indirect, Daughter); Common Shares — 110 shares (Indirect, Son)

Footnotes (2)

1. F1. Represents shares withheld by the Issuer in satisfaction of the applicable withholding taxes due in connection with the vesting of restricted share units and delivery of the converted common shares.
2. F2. Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The restricted share units were awarded on February 18, 2022 and vest in four equal annual installments. The common shares are reported in Table 1.

FAQ

What insider transactions did WCN executive Patrick James Shea report?

Patrick James Shea reported the vesting and conversion of 1,255 restricted share units into 1,255 common shares, plus a related tax-withholding disposition of 494 common shares at $162.76 per share on February 18, 2026.

Did the WCN Form 4 show Patrick James Shea buying or selling shares on the market?

The Form 4 shows no open-market buy or sell transactions. Activity reflects RSU vesting and conversion plus a tax-withholding share disposition, where shares were withheld to satisfy tax obligations rather than sold as a discretionary trade.

How many Waste Connections (WCN) shares does Patrick James Shea now hold directly?

After the reported transactions, Patrick James Shea directly holds 27,237 common shares of Waste Connections, Inc. This figure reflects the 1,255-share RSU conversion and the 494-share tax withholding disposition recorded on February 18, 2026.

What was the purpose of the 494-share disposition reported by WCN’s executive?

The 494-share disposition represents shares withheld by Waste Connections to cover withholding taxes due on the vesting of restricted share units. Footnotes state this satisfied the tax liability tied to the RSU conversion into common shares.

How were Patrick James Shea’s restricted share units in WCN structured and when did they vest?

The restricted share units were awarded on February 18, 2022 and vest in four equal annual installments. The Form 4 reports one vesting event, where 1,255 restricted share units converted into 1,255 common shares of Waste Connections, Inc.

Does the WCN Form 4 include any indirect holdings for Patrick James Shea’s family?

Yes. The Form 4 reports 110 common shares held indirectly for his daughter and another 110 common shares held indirectly for his son. These entries are shown as indirect ownership and are separate from his direct 27,237-share holding.

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Accepted by SEC EDGAR 02/20/2026 - 04:11 PM 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
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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^*

Shea Patrick James

(Last) (First) (Middle)

3 WATERWAY SQUARE PLACE

SUITE 110

(Street)

THE WOODLANDS TX 77380

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Waste Connections, Inc. [ WCN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Exec VP, General Counsel & Sec

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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 Shares	02/18/2026		M		1,255	A	$0.00	27,731	D
Common Shares	02/18/2026		F(1)		494	D	$162.76	27,237	D
Common Shares								110	I	Daughter
Common Shares								110	I	Son

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
Restricted Share Units	$0.00	02/18/2026		M			1,255	(2)	(2)	Common Shares	1,255	$0.00	0.00	D

Explanation of Responses:

1. Represents shares withheld by the Issuer in satisfaction of the applicable withholding taxes due in connection with the vesting of restricted share units and delivery of the converted common shares.

2. Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The restricted share units were awarded on February 18, 2022 and vest in four equal annual installments. The common shares are reported in Table 1.

Remarks:

	Patrick James Shea	02/20/2026
	** 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).
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