Director at Waste Connections (NYSE: WCN) granted RSUs and DSUs

Rhea-AI Filing Summary

Waste Connections, Inc. director Daniel L. Florness reported equity compensation and related tax withholding transactions. He received 419 Deferred Share Units, each economically equivalent to one common share and settled in cash, shares, or both upon retirement. He was also granted 663 Restricted Share Units, which vest 50% immediately and 50% on the first anniversary of the award date, subject to continued service.

As part of vesting, 332 common shares were delivered upon conversion of restricted share units, and 178 common shares were withheld by the company to cover applicable withholding taxes at US $162.9771 per share, leaving 154 common shares credited after tax withholding. These are compensation-related, non–open-market transactions.

Insights

Equity compensation analyst

Routine director equity awards with tax withholding, no open-market trading.

Director Daniel L. Florness received share-based compensation from Waste Connections, Inc., including 419 Deferred Share Units and 663 Restricted Share Units. These grants align his incentives with shareholders through equity rather than cash.

Footnotes clarify that Deferred Share Units mirror the value of common shares and are settled after retirement, while RSUs vest 50% immediately and 50% after one year, contingent on continued service. This structure encourages board tenure and long-term alignment.

The conversion of 332 RSUs into common shares, with 178 shares withheld at US $162.9771 per share to satisfy taxes, is a standard mechanism rather than an open-market sale. No open-market buying or selling appears in this filing, so the overall signal is routine and neutral.

Insider Trade Summary

332 shares exercised/converted

Mixed 5 txns

Insider FLORNESS DANIEL L

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Deferred Share Units	419	$0.00	--
Grant/Award	Restricted Share Units	663	$0.00	--
Exercise	Restricted Share Units	332	$0.00	--
Exercise	Common Shares	332	$0.00	--
Tax Withholding	Common Shares	178	$162.9771	$29K

Holdings After Transaction: Deferred Share Units — 419 shares (Direct); Restricted Share Units — 663 shares (Direct); Common Shares — 332 shares (Direct)

Footnotes (1)

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. For purposes of this disclosure, Canadian dollar amounts have been converted to U.S. dollars. CAN $226.20 = US $162.9771 One Deferred Share Unit is the economic equivalent of one common share of the Issuer. Deferred Share Units will be settled in cash, common shares, or a combination thereof, at the sole discretion of the Issuer, and distributed to the reporting person upon such person's retirement and generally do not expire. Each restricted share unit represents a contingent right to receive one share of the Issuer's common shares. Subject to the reporting person's continued service with the Issuer, the award shall vest 50% immediately on the award date and 50% on the first anniversary of the award date. Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The restricted share units were awarded on April 1, 2026 and have a vesting schedule of 50% immediately and 50% on the first anniversary of the award date.

Key Figures

Deferred Share Units granted: 419 units Restricted Share Units granted: 663 units RSUs converted to common shares: 332 shares +3 more

6 metrics

Deferred Share Units granted 419 units Award to director Daniel L. Florness

Restricted Share Units granted 663 units Equity award with 50/50 vesting schedule

RSUs converted to common shares 332 shares Conversion upon vesting of restricted share units

Shares withheld for taxes 178 shares Withholding on vested RSUs and delivered shares

Tax withholding share value US $162.9771/share CAN $226.20 converted to U.S. dollars

Common shares after withholding 154 shares Remaining from vested RSUs after tax withholding

Key Terms

Deferred Share Units, Restricted Share Units, withholding taxes, vesting schedule, +1 more

5 terms

Deferred Share Units financial

"Represents shares withheld by the Issuer in satisfaction of the applicable withholding taxes due in connection with the vesting of restricted share units"

Deferred share units are promises that give an executive or director the right to receive company shares or their cash value at a future date, often when they retire or leave the company. Think of them as a paycheck held in a savings account that converts into stock later; they matter to investors because they tie pay to long-term performance, create potential future dilution of shares, and represent a delayed cash or share obligation the company must eventually fulfill.

Restricted Share Units financial

"Each restricted share unit represents a contingent right to receive one share of the Issuer's common shares."

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

withholding taxes financial

"Represents shares withheld by the Issuer in satisfaction of the applicable withholding taxes due in connection with the vesting of restricted share units"

Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.

vesting schedule financial

"The restricted share units were awarded on April 1, 2026 and have a vesting schedule of 50% immediately and 50% on the first anniversary"

A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.

economic equivalent financial

"One Deferred Share Unit is the economic equivalent of one common share of the Issuer."

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^*

FLORNESS DANIEL L

(Last) (First) (Middle)

3 WATERWAY SQUARE PLACE

SUITE 110

(Street)

THE WOODLANDS TEXAS 77380

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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 Shares	04/01/2026		M		332	A	$0.00	332	D
Common Shares	04/01/2026		F(1)		178	D	$162.9771(2)	154	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
Deferred Share Units	$0.00	04/01/2026		A		419		(3)	(3)	Common Shares	419	$0.00	419	D
Restricted Share Units	$0.00	04/01/2026		A		663		(4)	(4)	Common Shares	663	$0.00	663	D
Restricted Share Units	$0.00	04/01/2026		M			332	(5)	(5)	Common Shares	332	$0.00	331	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. For purposes of this disclosure, Canadian dollar amounts have been converted to U.S. dollars. CAN $226.20 = US $162.9771

3. One Deferred Share Unit is the economic equivalent of one common share of the Issuer. Deferred Share Units will be settled in cash, common shares, or a combination thereof, at the sole discretion of the Issuer, and distributed to the reporting person upon such person's retirement and generally do not expire.

4. Each restricted share unit represents a contingent right to receive one share of the Issuer's common shares. Subject to the reporting person's continued service with the Issuer, the award shall vest 50% immediately on the award date and 50% on the first anniversary of the award date.

5. Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The restricted share units were awarded on April 1, 2026 and have a vesting schedule of 50% immediately and 50% on the first anniversary of the award date.

Remarks:

	Daniel L Florness	04/03/2026
	** 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)

FAQ

What insider transactions did WCN director Daniel L. Florness report?

Director Daniel L. Florness reported equity compensation transactions, including grants of Deferred Share Units and Restricted Share Units, plus RSUs vesting into common shares. Some resulting shares were withheld by Waste Connections, Inc. to satisfy tax obligations, with no open-market share purchases or sales disclosed.

How many Deferred Share Units did WCN grant to Daniel L. Florness?

Waste Connections, Inc. granted Daniel L. Florness 419 Deferred Share Units. Each unit is economically equivalent to one common share and will be settled in cash, common shares, or a combination when he retires. The company has sole discretion over the settlement method and timing upon retirement.

What Restricted Share Unit awards did WCN disclose for Daniel L. Florness?

The filing shows a grant of 663 Restricted Share Units to Daniel L. Florness. Each RSU represents a contingent right to receive one common share, vesting 50% immediately on the award date and 50% on the first anniversary, conditioned on his continued service with Waste Connections, Inc.

How were WCN Restricted Share Units converted into common shares in this filing?

332 Restricted Share Units converted into 332 common shares of Waste Connections, Inc. upon vesting. Of those shares, 178 were withheld by the company to cover applicable withholding taxes, leaving 154 common shares after withholding. This conversion is a compensation event, not an open-market transaction.

Why did Waste Connections withhold 178 common shares from Daniel L. Florness?

Waste Connections withheld 178 common shares to satisfy applicable withholding taxes tied to vested Restricted Share Units and delivered common shares. The shares were valued at US $162.9771 each, based on a CAN $226.20 reference, as disclosed, making this a tax payment mechanism rather than a discretionary sale.

How do WCN Deferred Share Units for Daniel L. Florness work?

Each Deferred Share Unit is the economic equivalent of one Waste Connections common share. DSUs will be settled in cash, common shares, or a mix, at the company’s discretion, and are distributed when Daniel L. Florness retires. According to the disclosure, they generally do not expire over time.