Waste Connections director reports RSU grants, vesting

Waste Connections director Andrea E. Bertone reported multiple equity-award transactions.

Rhea-AI Filing Summary

Waste Connections director Andrea E. Bertone reported multiple equity-award transactions. On February 13, 2026, she received grants of 435 and 687 restricted share units, each unit representing one common share and vesting 50% immediately and 50% on the first anniversary of the award date.

On February 13 and 14, 2026, restricted share units totaling 344 and 279 units converted into the same number of common shares. To satisfy withholding taxes on these vestings, 185 and 150 common shares were withheld at $160.2683 per share, leaving her with 288 common shares held directly.

Insider Trade Summary

623 shares exercised/converted

Exercise 8 txns

Insider Bertone Andrea E.

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Share Units	279	$0.00	$0.00
Exercise	Common Shares	279	$0.00	$0.00
Exercise Price or Tax Liability	Common Shares	150	$160.2683	$24K
Grant/Award	Restricted Share Units	435	$0.00	$0.00
Grant/Award	Restricted Share Units	687	$0.00	$0.00
Exercise	Restricted Share Units	344	$0.00	$0.00
Exercise	Common Shares	344	$0.00	$0.00
Exercise Price or Tax Liability	Common Shares	185	$160.2683	$30K

Holdings After Transaction: Restricted Share Units — 778 contracts (Direct); Common Shares — 288 shares (Direct)

Footnotes (6)

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. For purposes of this disclosure, Canadian dollar amounts have been converted to U.S. dollars. CAN $218.26 = US $160.2683
3. F3. 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. F4. 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. F5. Represents the conversion upon vesting of restricted share units into common shares of the Issuer. The restricted share units were awarded on February 13, 2026 and have a vesting schedule of 50% immediately and 50% on the first anniversary of the award date.
6. F6. 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 have a vesting schedule of 50% immediately and 50% on the first anniversary of the award date.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Waste Connections (WCN) director Andrea Bertone report in this Form 4?

Andrea E. Bertone reported equity-award activity, not open-market trades. She received new restricted share unit grants, had prior units vest and convert into common shares, and delivered some common shares to cover withholding taxes, resulting in a reported direct holding of 288 common shares after these transactions.

How many restricted share units did WCN grant to Andrea Bertone on February 13, 2026?

Andrea Bertone received two restricted share unit grants on February 13, 2026. One award covered 435 units and another covered 687 units. Each unit represents a contingent right to receive one Waste Connections common share, subject to a specified vesting schedule tied to her continued service with the company.

What is the vesting schedule for Andrea Bertone’s WCN restricted share units?

The restricted share units vest in two equal installments. Subject to Andrea Bertone’s continued service, 50% of each award vests immediately on the award date and the remaining 50% vests on the first anniversary of that date, at which time vested units may convert into common shares.

How were taxes handled on Andrea Bertone’s WCN share vestings?

Taxes were satisfied by withholding common shares rather than cash. In connection with the vesting and conversion of restricted share units, 185 and 150 common shares were withheld on separate dates at a price of $160.2683 per share to cover applicable withholding tax obligations.

How many Waste Connections common shares does Andrea Bertone hold after these transactions?

After the reported transactions, Andrea Bertone directly holds 288 common shares. This balance reflects the conversion of vested restricted share units into common shares and the simultaneous delivery of some of those shares back to the issuer to cover withholding tax liabilities on the vesting events.

Did Andrea Bertone buy or sell WCN shares on the open market in this Form 4?

The reported activity involves awards, vesting, and tax withholding, not market trades. Shares were acquired through the conversion of restricted share units and some were disposed of solely to satisfy withholding taxes, rather than through discretionary open-market purchases or sales on an exchange.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 02/18/2026 - 04:42 PM EST 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
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^*

Bertone Andrea E.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

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	02/13/2026		M		344	A	$0.00	344	D
Common Shares	02/13/2026		F(1)		185	D	$160.2683(2)	159	D
Common Shares	02/14/2026		M		279	A	$0.00	438	D
Common Shares	02/14/2026		F(1)		150	D	$160.2683(2)	288	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	02/13/2026		A		435		(3)	(3)	Common Shares	435	$0.00	435	D
Restricted Share Units	$0.00	02/13/2026		A		687		(4)	(4)	Common Shares	687	$0.00	687	D
Restricted Share Units	$0.00	02/13/2026		M			344	(5)	(5)	Common Shares	344	$0.00	343	D
Restricted Share Units	$0.00	02/14/2026		M			279	(6)	(6)	Common Shares	279	$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. For purposes of this disclosure, Canadian dollar amounts have been converted to U.S. dollars. CAN $218.26 = US $160.2683

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 February 13, 2026 and have a vesting schedule of 50% immediately and 50% on the first anniversary of the award date.

6. 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 have a vesting schedule of 50% immediately and 50% on the first anniversary of the award date.

Remarks:

	ANDREA BERTONE	02/18/2026
	** 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.
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