WEX (NYSE: WEX) CFO earns 9,622 restricted stock units after performance grant

Rhea-AI Filing Summary

WEX Inc. Chief Financial Officer Jagtar Narula reported an equity compensation award tied to company performance. On February 13, 2026, performance criteria for a prior performance stock unit grant were certified as achieved. This caused the award to convert into 9,622 restricted stock units, establishing Narula’s right to these units.

The restricted stock units were granted at a price of $0.00 per unit, reflecting their nature as compensation rather than an open-market purchase. All 9,622 restricted stock units are scheduled to vest on March 15, 2026, after which they can settle into WEX common shares, increasing Narula’s directly held equity stake.

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^*

Narula Jagtar

(Last) (First) (Middle)

C/O WEX INC.

1 HANCOCK STREET

(Street)

PORTLAND ME 04101

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WEX Inc. [ WEX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

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

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 Stock Units(1)	$0	02/13/2026		A		9,622		(2)	(2)	Common Stock	9,622	$0	9,622	D

Explanation of Responses:

1. This award was granted as a performance stock unit. The Leadership Development and Compensation Committee of the Company's Board of Directors certified that the performance criteria established in connection with this grant had been met as of February 13, 2026. As a result of achieving the performance criteria the award converted from a PSU to an RSU and the reporting person's right to these units was established.

2. Restricted stock units will vest with respect to all of the underlying shares on March 15, 2026.

Remarks:

	/s/ Matthew Finkelstein, as Attorney-in-Fact for Jagtar Narula	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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did WEX (WEX) report for its CFO?

WEX reported that Chief Financial Officer Jagtar Narula acquired 9,622 restricted stock units as equity compensation. The units resulted from a performance stock unit award whose performance criteria were certified as achieved on February 13, 2026, converting the grant into time-vesting RSUs.

How many restricted stock units did the WEX (WEX) CFO receive?

The WEX CFO received 9,622 restricted stock units in this transaction. These units stem from a prior performance-based award and represent additional equity compensation. All of the underlying shares tied to these RSUs are scheduled to vest on March 15, 2026.

Was cash paid for the WEX (WEX) CFO’s 9,622 RSU award?

No cash was paid; the 9,622 restricted stock units were granted at $0.00 per unit as compensation. This indicates an equity award, not an open-market purchase, increasing the CFO’s potential share ownership once the units vest and settle into common stock.

What triggered the conversion from PSUs to RSUs for WEX (WEX) CFO?

The conversion occurred when the compensation committee certified that performance criteria were met as of February 13, 2026. That certification turned the original performance stock unit grant into 9,622 restricted stock units, formally establishing the CFO’s right to receive those units at vesting.

When will the WEX (WEX) CFO’s 9,622 restricted stock units vest?

All 9,622 restricted stock units will vest on March 15, 2026. On that date, the units are scheduled to become fully vested, enabling them to be settled into WEX common shares and thereby increasing the CFO’s directly held equity position in the company.

Is the WEX (WEX) CFO’s RSU transaction a market buy or sell?

The transaction is not a market buy or sell; it is a grant of 9,622 restricted stock units as compensation. The award follows certification that performance goals were achieved, converting performance stock units into RSUs that will vest on March 15, 2026.