[8-K] WEX Inc. Reports Material Event

Rhea-AI Filing Summary

Sun Communities, Inc. (SUI) – Form 4 filing (23 Jul 2025)

President John B. McLaren reported the award of 4,788 shares of SUI common stock on 21 Jul 2025 (Transaction Code A). The shares constitute restricted stock issued as a retention bonus tied to the company’s executive-level transition program. The award price is shown as $125.06 per share. Shares vest in five equal annual tranches: 958 on 21 Jul 2026, 958 on 21 Jul 2027, 958 on 21 Jul 2028, 957 on 21 Jul 2029 and 957 on 21 Jul 2030.

Following the grant, McLaren directly owns 77,856 SUI shares and indirectly holds 10 shares via an IRA. No derivative securities were reported. The filing reflects an incentive designed to retain key leadership through the CEO transition period and beyond; it does not reflect open-market buying or selling and has minimal immediate dilution given Sun Communities’ >100 million share count.

Insights

Senior Equity Analyst

TL;DR: Routine insider grant; aligns leadership retention, negligible dilution, neutral share-price impact.

The 4,788-share restricted stock award equals ~0.004% of SUI’s outstanding shares, so dilution is immaterial. The multi-year vesting schedule incentivises McLaren to guide the firm through the CEO transition, which may reassure investors seeking continuity. Because it is a grant (not a purchase), it does not convey insider sentiment on valuation. Overall governance appears standard; no red flags or major capital-structure effects emerge.

Corporate Governance Specialist

TL;DR: Five-year vesting aligns executive retention with long-term performance; governance risk unchanged.

The filing confirms Sun Communities is using time-based equity to stabilise senior management. The step-down vesting from 2026-2030 mirrors best-practice retention plans, mitigating abrupt executive exits during strategic transition. No accelerated vesting or unusual perks are disclosed, keeping shareholder alignment intact. Impact on investors is therefore neutral.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) July 23, 2025

WEX Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-32426

01-0526993

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

1 Hancock Street

,

Portland

,

Maine

04101

Address of principal executive offices

Zip Code

Registrant's telephone number, including area code (207) 733-8171

(Former name or former address if changes since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, $0.01 par value			WEX			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 2.02    Results of Operations and Financial Condition.

On July 23, 2025, WEX Inc. (the “Company”) issued a news release announcing its second-quarter 2025 results and posted its earnings supplement to the investor section of the Company’s website at www.wexinc.com. A copy of the release and supplement are attached as Exhibits 99.1 and 99.2 and are incorporated by reference herein in their entirety.

The information in this item, including Exhibits 99.1 and 99.2, is being furnished, not filed. Accordingly, the information in this item will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified as being incorporated into it by reference.

Item 9.01     Financial Statements and Exhibits.

(c)  See attached Exhibit Index.

EXHIBIT INDEX

Exhibit No.						Description
99.1						Press release of WEX Inc. dated July 23, 2025 with respect to Earnings
99.2						Earnings Supplement of WEX Inc. dated July 23, 2025
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934 the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			WEX INC.
Date: July 23, 2025			By:			/s/ Jagtar Narula
						Jagtar Narula
						Chief Financial Officer