Welcome to our dedicated page for Werner Entprise SEC filings (Ticker: WERN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page provides access to U.S. Securities and Exchange Commission (SEC) filings for Werner Enterprises, Inc. (NASDAQ: WERN), a Nebraska-incorporated transportation and logistics company. Through these filings, investors can review how Werner reports its truckload transportation and logistics operations, financial condition, risk factors and material events.
Werner regularly files Current Reports on Form 8-K to disclose items such as quarterly financial results, participation in investment conferences, significant legal developments and Board actions. For example, the company has used Form 8-K to furnish earnings press releases for its Truckload Transportation Services and Werner Logistics segments, to announce a new stock repurchase authorization, and to report on legal matters including a Texas Supreme Court ruling reversing a large accident verdict and the settlement of consolidated class action lawsuits involving driver wage and deduction claims.
In addition to 8-Ks, investors can use this page to locate annual reports on Form 10-K and quarterly reports on Form 10-Q (when available), which typically contain segment disclosures, operating metrics, insurance and claims information, capital expenditure details and discussions of liquidity and capital resources. These filings help readers understand how Werner’s Dedicated and One-Way Truckload operations and its logistics services—truckload brokerage, freight management, intermodal and final mile—contribute to overall performance.
Stock Titan enhances these documents with AI-powered summaries that highlight key points from lengthy filings, such as changes in operating margins, notable non-GAAP adjustments, major legal or regulatory events and updates to capital allocation plans. Real-time EDGAR updates ensure that new 8-K, 10-Q and 10-K filings appear promptly, while insider transaction reports on Form 4 can be used to track purchases and sales by Werner’s officers and directors.
By combining official SEC documents with AI-generated explanations, this page helps users quickly interpret Werner Enterprises’ regulatory filings without reading every line, while still preserving direct access to the full, original filings for detailed analysis.
WERNER ENTERPRISES INC Executive Vice President & CIO Daragh P. Mahon reported a tax-related share disposition. On this Form 4, 581 shares of common stock were withheld at $32.80 per share to satisfy tax withholding obligations tied to the vesting of 1,256 shares of restricted stock originally granted on February 23, 2023. After this tax-withholding transaction, Mahon directly held 41,055.537 shares of Werner Enterprises common stock.
Werner Enterprises executive Eric J. Downing reported multiple transactions in company common stock. On February 19, 2026, he made an open-market sale of 1,428 shares at a price of $35.0000 per share. On February 20, 2026, he completed another open-market sale of 1,418 shares at $34.7758 per share. A separate transaction on February 23, 2026 disposed of 581 shares at $32.8000 per share to cover tax withholding obligations tied to the vesting of 1,256 restricted shares granted on February 23, 2023. After these transactions, he directly owned 55,365.2440 shares of Werner Enterprises common stock.
Eric J. Downing submitted a Form 144 reporting proposed sales of Common Stock, listing 49,980 shares sold on 02/19/2026. The filing notes the shares originated from a Restricted Stock Award dated 02/08/2020.
Werner Enterprises, Inc. updated 2026 compensation for its named executive officers, combining higher base salaries with stock awards and performance-based bonuses. The CEO’s base salary is set at $980,000, with other executives’ salaries ranging from $445,000 to $550,000, effective February 13, 2026.
Executives received restricted stock and performance stock grants under the 2023 Long-Term Incentive Plan. Restricted shares vest 34%, 33%, and 33% over three years. Performance shares cliff-vest after three years based on average annual diluted EPS growth from January 1, 2026 through December 31, 2028, with payouts from 0% to 200% of target, adjusted by a total shareholder return modifier of up to ±25%.
The 2026 annual incentive program allows each officer to earn 0% to 200% of a target bonus equal to 80%–125% of base salary, driven by operating income, revenue excluding fuel surcharges, and individual performance. Executives also may receive perquisites and continue to participate in retirement and health benefit plans.
Werner Enterprises CEO and Chairman Derek J. Leathers reported equity compensation and a related tax share disposition. On February 12, 2026 he received 66,572 shares of restricted common stock at $0 under a stockholder-approved equity plan, lifting his directly held stake to 316,547.12 shares.
The restricted stock vests 34% on February 12, 2027 and 33% on each of February 12, 2028 and February 12, 2029, subject to continued employment. On February 13, 2026, 9,911 shares were disposed of at $33.21 per share to satisfy tax withholding tied to the vesting of 21,408 previously granted restricted shares, leaving 306,636.12 shares held directly. Leathers also beneficially owns additional indirect holdings through several Grantor Retained Annuity Trusts.
Werner Enterprises executive Craig T. Callahan reported equity compensation and related tax withholding transactions. On February 12, 2026, he acquired 6,340 shares of common stock as a restricted stock award under a stockholder-approved equity plan, leaving him with 70,723.822 directly owned shares. The award vests 34% on February 12, 2027 and two annual increments of 33% each beginning February 12, 2028, becoming fully vested on February 12, 2029. On February 13, 2026, 943 shares were disposed of to satisfy tax withholding obligations tied to the vesting of 2,038 previously granted restricted shares, reducing his direct holdings to 69,780.822 shares.
Werner Enterprises executive Nathan J. Meisgeier, President and CLO, reported equity compensation and a related tax transaction. On February 12, 2026, he acquired 9,510 shares of common stock as a restricted stock award under a stockholder-approved equity plan at $0 per share.
The award vests 34% on February 12, 2027, then 33% on February 12, 2028 and 33% on February 12, 2029, subject to continued employment. On February 13, 2026, 1,415 shares were disposed of to satisfy tax withholding tied to the vesting of an earlier 3,058-share restricted stock grant. After these transactions, Meisgeier directly owns 79,819.827 shares of Werner Enterprises common stock.
Werner Enterprises executive Eric J. Downing reported two stock transactions involving company common shares. On February 12, 2026, he acquired 7,925 shares of restricted stock at $0 under a stockholder-approved equity plan, increasing his direct holdings to 59,971.244 shares.
The restricted stock vests over three years, with 34% vesting on February 12, 2027 and two annual increments of 33% each beginning February 12, 2028, becoming fully vested on February 12, 2029. On February 13, 2026, 1,179 shares were disposed of at $33.21 to satisfy tax withholding obligations from vesting of a prior grant, leaving him with 58,792.244 directly owned shares.
Werner Enterprises executive Christopher D. Wikoff reported equity compensation-related stock movements. On February 12, 2026, he acquired 7,925 shares of common stock as a restricted stock award under a stockholder-approved equity plan, increasing his direct holdings to 42,910 shares.
The restricted stock vests 34% on February 12, 2027 and then 33% annually on February 12, 2028 and February 12, 2029, subject to continued employment. On February 13, 2026, 1,179 shares were disposed of to cover tax withholding tied to the vesting of an earlier 2,548-share restricted stock grant, leaving him with 41,731 directly owned shares.