Waste Connections (WCN) CEO reports new RSU grants and tax share withholdings
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Waste Connections President & CEO Ronald J. Mittelstaedt reported a series of equity compensation moves, mainly from restricted share unit (RSU) activity. On February 13, 2026, he received two RSU awards of 18,876 and 18,875 units. One award vests 25% per year over four years, while a performance-based award can vest between 0% and 250% of target based on multi‑year goals, with a stated maximum of 47,187 units.
From February 14–17, 2026, multiple RSU tranches vested and were converted into common shares, increasing his direct common share holdings to 250,485 shares. The company withheld several blocks of shares at prices around $160.26–$161.28 per share to cover tax liabilities related to these vestings, which are reported as dispositions.
Positive
- None.
Negative
- None.
Insider Trade Summary
22,412 shares exercised/converted
Mixed
20 txns
Insider
MITTELSTAEDT RONALD J
Role
President & CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Share Units | 459 | $0.00 | -- |
| Exercise | Restricted Share Units | 2,561 | $0.00 | -- |
| Exercise | Restricted Share Units | 1,941 | $0.00 | -- |
| Exercise | Restricted Share Units | 10,834 | $0.00 | -- |
| Exercise | Common Shares | 2,561 | $0.00 | -- |
| Tax Withholding | Common Shares | 1,008 | $161.28 | $163K |
| Exercise | Common Shares | 10,834 | $0.00 | -- |
| Tax Withholding | Common Shares | 4,264 | $161.28 | $688K |
| Exercise | Common Shares | 1,941 | $0.00 | -- |
| Tax Withholding | Common Shares | 764 | $161.28 | $123K |
| Exercise | Common Shares | 459 | $0.00 | -- |
| Tax Withholding | Common Shares | 181 | $161.28 | $29K |
| Exercise | Restricted Share Units | 3,112 | $0.00 | -- |
| Exercise | Common Shares | 3,112 | $0.00 | -- |
| Tax Withholding | Common Shares | 815 | $160.26 | $131K |
| Exercise | Restricted Share Units | 3,505 | $0.00 | -- |
| Exercise | Common Shares | 3,505 | $0.00 | -- |
| Tax Withholding | Common Shares | 854 | $160.26 | $137K |
| Grant/Award | Restricted Share Units | 18,876 | $0.00 | -- |
| Grant/Award | Restricted Share Units | 18,875 | $0.00 | -- |
Holdings After Transaction:
Restricted Share Units — 459 shares (Direct);
Common Shares — 243,468 shares (Direct)
Footnotes (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. Represents an award of restricted share units. The award shall vest 25% per year over a four-year period following the date of grant. Represents an award of performance-based restricted share units. The target number of units is presented in the table. Subject to certain continued employment conditions and subject to accelerated vesting in certain circumstances, the number of units that actually vest at the end of the three-year performance period will be 0% to 250% of the scheduled amount, depending on the extent to which the Issuer meets or exceeds certain performance goals at the end of each year during the performance period. The maximum number of units that may vest at the end of the three-year performance period is 47,187 (250% of the target number). Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The restricted share units were awarded on February 14, 2025 and vest in four equal annual installments. The common shares are reported in Table 1. Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The restricted share units were awarded on February 1, 2024 and vest in four equal annual installments. The common shares are reported in Table 1. Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The restricted share units were awarded on February 17, 2023 and vest in four equal annual installments. The common shares are reported in Table 1. Represents the conversion upon vesting of a performance-based restricted share unit award into common shares of the Issuer. The award was granted on February 17, 2023 and contained performance goals that the Issuer achieved over the three-year performance period from January 1, 2023 to December 31, 2025. The number of earned award units that vested at the end of the three-year performance period, as determined by the Compensation Committee of the Issuer's Board of Directors, was 139.5% of the target number of shares subject to the award. The common shares are reported on Table 1. Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The restricted share units were awarded on May 12, 2023 under the Reporting Person's letter agreement with the Issuer dated April 23, 2023. The award will vest four equal annual installments on each of the anniversaries of February 17, 2023. The common shares are reported in Table 1. Represents the conversion upon vesting of a performance-based restricted share unit award into common shares of the Issuer. The performance-based restricted share units were awarded on May 12, 2023 under the Reporting Person's letter agreement with the Issuer dated April 23, 2023. The award contained performance goals that the Issuer achieved over the three-year period from January 1, 2023 to December 31, 2025. The number of earned award units that vested at the end of the three-year performance period, as determined by the Compensation Committee of the Issuer's Board of Directors, was 139.5% of the target number of shares subject to the award. The common shares are reported on Table 1.
FAQ
What insider transactions did Waste Connections (WCN) CEO report?
Ronald J. Mittelstaedt reported RSU grants, vestings, and tax-related share withholdings. Several restricted share unit awards vested into common shares, and the company withheld a portion of those shares to satisfy withholding taxes, rather than executing open‑market sales.
What performance conditions apply to the WCN CEO’s performance-based RSUs?
The performance-based RSUs can vest between 0% and 250% of target. Actual vesting depends on how Waste Connections meets or exceeds specified performance goals over a three‑year period, with a maximum of 47,187 units eligible to vest.
What vesting schedule applies to the new time-based RSU award at Waste Connections?
The time-based RSU award vests 25% per year over four years. This means equal annual installments following the grant date, aligning the CEO’s compensation with ongoing service and company performance over the vesting period.