Waste Connections (WCN) CIO logs RSU vesting and tax-share disposition

Rhea-AI Filing Summary

Waste Connections, Inc. Senior Vice President and CIO Eric Hansen reported routine equity compensation activity involving restricted share units and common shares. On February 18, he exercised or converted 754 restricted share units into 754 common shares of the company at a stated price of $0.00 per share. In a separate transaction the same day, 297 common shares were disposed of at $162.76 per share to cover withholding taxes due in connection with the vesting of these units and delivery of the converted common shares. Following these transactions, Hansen directly held 19,350 common shares of Waste Connections.

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^*

HANSEN ERIC

(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)
	Senior Vice President and CIO

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		754	A	$0.00	19,647	D
Common Shares	02/18/2026		F(1)		297	D	$162.76	19,350	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
Restricted Share Units	$0.00	02/18/2026		M			754	(2)	(2)	Common Shares	754	$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:

	Eric Hansen	02/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Waste Connections (WCN) report for Eric Hansen?

Eric Hansen reported vesting-related activity, including the conversion of 754 restricted share units into common shares and the disposition of 297 common shares to satisfy withholding taxes. These are routine equity compensation transactions rather than open-market purchases or sales.

How many Waste Connections (WCN) shares did Eric Hansen acquire through RSU conversion?

Eric Hansen acquired 754 common shares through the vesting and conversion of restricted share units on February 18. The filing states these restricted share units were originally awarded on February 18, 2022 and vest in four equal annual installments into common shares.

Why were 297 Waste Connections (WCN) shares disposed of in Eric Hansen’s Form 4?

The 297 common shares were withheld by Waste Connections to satisfy applicable withholding taxes due upon vesting of restricted share units and delivery of the converted common shares. This disposition is described as a payment of tax liability using company shares.

At what price were the 297 Waste Connections (WCN) shares withheld for taxes?

The 297 common shares used to satisfy withholding taxes were valued at $162.76 per share. This price is reported in the Form 4 for the tax-withholding disposition, which is coded as an “F” transaction related to payment of the tax liability in shares.

How many Waste Connections (WCN) shares does Eric Hansen own after these transactions?

After the vesting and tax-withholding transactions, Eric Hansen directly owns 19,350 common shares of Waste Connections. This post-transaction balance reflects both the 754 shares received from restricted share unit conversion and the 297 shares withheld to cover associated tax obligations.

What is the vesting schedule of Eric Hansen’s Waste Connections (WCN) restricted share units?

The restricted share units converted in this Form 4 were awarded on February 18, 2022 and vest in four equal annual installments. Upon each vesting date, the restricted share units convert into common shares of Waste Connections, which are then reported as common stock holdings.