Impactive Capital (NYSE: WEX) board representative granted 79 deferred RSUs

Rhea-AI Filing Summary

WEX Inc. reported a routine equity compensation grant connected to board service. An entity associated with director Lauren Taylor Wolfe and Impactive Capital received 79 shares of Common Stock in the form of Restricted Stock Units granted in lieu of the annual cash retainer. These RSUs were issued under the Amended and Restated WEX Inc. 2019 Equity and Incentive Plan and deferred under the Non-Employee Directors Deferred Compensation Plan.

Each Restricted Stock Unit will convert into one share of WEX Common Stock 200 days after Taylor Wolfe’s service on the board ends for any reason. Following this grant, the filing shows 1,707,332 shares of Common Stock indirectly held by the reporting group tied to Impactive Capital and its affiliates.

Insider Trade Summary

Net Buyer: 79 shares

Net Buy 1 txn

Insider Wolfe Lauren Taylor, Impactive Capital LP, Impactive Capital LLC, Asmar Christian

Role Director | Director | Director | Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	79	$0.00	$0.00

Holdings After Transaction: Common Stock — 1,707,332 shares (Indirect, See Footnote)

Footnotes (3)

1. F1. This Form 4 is filed jointly by Impactive Capital LP ("Impactive Capital"), Impactive Capital LLC ("Impactive GP"), Christian Asmar and Lauren Taylor Wolfe (collectively, the "Reporting Persons"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of her, his or its pecuniary interest therein.
2. F2. This Common Stock is represented by Restricted Stock Units granted under the Amended and Restated WEX Inc. 2019 Equity and Incentive Plan (as defined in the 2025 WEX Inc. Proxy Statement filed on April 17, 2025) in lieu of the annual cash retainer. This was deferred in accordance with WEX Inc.'s Non-Employee Directors Deferred Compensation Plan. Each Restricted Stock Unit is payable in one share of WEX Inc. (the "Issuer") Common Stock 200 days immediately following the date upon which Ms. Taylor Wolfe's service as a member of the board of directors (the "Board") of the Issuer terminates for any reason.
3. F3. Because Ms. Taylor Wolfe serves on the Board of the Issuer as a representative of Impactive Capital and its affiliates, Impactive Capital is entitled to receive the direct economic interest in securities granted to Ms. Taylor Wolfe by the Issuer in respect of Ms. Taylor Wolfe's Board position. Ms. Taylor Wolfe disclaims beneficial ownership of the Issuer's securities to which this report relates and at no time has Ms. Taylor Wolfe had any economic interest in such securities except any indirect economic interest through Impactive Capital and its affiliates.

Key Figures

RSUs granted: 79 shares Price per share: $0.0000 per share Total shares after transaction: 1,707,332 shares +1 more

4 metrics

RSUs granted 79 shares Restricted Stock Units in lieu of annual cash retainer

Price per share $0.0000 per share Grant price for RSU award, compensation-related

Total shares after transaction 1,707,332 shares Indirect Common Stock holdings reported for the group after grant

Settlement timing 200 days RSUs payable 200 days after end of board service

Key Terms

Restricted Stock Units, Amended and Restated WEX Inc. 2019 Equity and Incentive Plan, Non-Employee Directors Deferred Compensation Plan, pecuniary interest, +1 more

5 terms

Restricted Stock Units financial

"This Common Stock is represented by Restricted Stock Units granted under the Amended and Restated WEX Inc. 2019 Equity and Incentive Plan"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Amended and Restated WEX Inc. 2019 Equity and Incentive Plan financial

"Restricted Stock Units granted under the Amended and Restated WEX Inc. 2019 Equity and Incentive Plan"

Non-Employee Directors Deferred Compensation Plan financial

"This was deferred in accordance with WEX Inc.'s Non-Employee Directors Deferred Compensation Plan."

pecuniary interest financial

"Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of her, his or its pecuniary interest therein."

beneficial ownership financial

"Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

FAQ

What insider transaction did WEX (WEX) disclose in this Form 4?

WEX disclosed a grant of 79 Restricted Stock Units of Common Stock related to non-employee director compensation. The award was granted in lieu of an annual cash retainer and is tied to board service for Lauren Taylor Wolfe representing Impactive Capital.

Who is the primary beneficiary of the new WEX (WEX) equity grant?

The economic interest in the grant belongs to Impactive Capital and its affiliates. Lauren Taylor Wolfe serves on WEX’s board as their representative and disclaims beneficial ownership except for any indirect pecuniary interest through Impactive Capital-related entities, as specified in the filing footnotes.

How many WEX (WEX) shares were awarded in this director compensation grant?

The filing reports an award of 79 shares of WEX Common Stock in the form of Restricted Stock Units. These RSUs represent non-cash compensation issued instead of an annual cash retainer for board service by Lauren Taylor Wolfe representing Impactive Capital.

When will the granted WEX (WEX) Restricted Stock Units be settled into shares?

Each Restricted Stock Unit will be settled in one share of WEX Common Stock 200 days after Lauren Taylor Wolfe’s board service ends for any reason. The award is therefore fully deferred until after her departure from WEX’s board of directors.

What is the total WEX (WEX) position reported after this Form 4 transaction?

After this grant, the filing shows 1,707,332 shares of WEX Common Stock indirectly held by the reporting group. This reflects securities tied to Impactive Capital and its affiliates, with each reporting person disclaiming beneficial ownership beyond their pecuniary interest.

Was this WEX (WEX) equity grant part of a cashless director compensation arrangement?

Yes. The Common Stock was granted as Restricted Stock Units issued instead of an annual cash retainer. The award falls under WEX’s 2019 Equity and Incentive Plan and its Non-Employee Directors Deferred Compensation Plan, converting into shares only after board service ends.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 04:24 PM Accepted by SEC EDGAR 07/02/2026 - 04:24 PM 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^*

Wolfe Lauren Taylor

(Last) (First) (Middle)

450 WEST 14TH STREET, 12TH FLOOR

(Street)

NEW YORK CITY NEW YORK 10014

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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 Stock(1)	06/30/2026		A		79	A	(2)	1,707,332	I(3)	See Footnote(3)

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

1. Name and Address of Reporting Person^*

Wolfe Lauren Taylor

(Last) (First) (Middle)

450 WEST 14TH STREET, 12TH FLOOR

(Street)

NEW YORK CITY NEW YORK 10014

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Impactive Capital LP

(Last) (First) (Middle)

450 WEST 14TH STREET, 12TH FLOOR

(Street)

NEW YORK CITY NEW YORK 10014

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Impactive Capital LLC

(Last) (First) (Middle)

450 WEST 14TH STREET, 12TH FLOOR

(Street)

NEW YORK CITY NEW YORK 10014

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Asmar Christian

(Last) (First) (Middle)

450 WEST 14TH STREET, 12TH FLOOR

(Street)

NEW YORK CITY NEW YORK 10014

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. This Form 4 is filed jointly by Impactive Capital LP ("Impactive Capital"), Impactive Capital LLC ("Impactive GP"), Christian Asmar and Lauren Taylor Wolfe (collectively, the "Reporting Persons"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of her, his or its pecuniary interest therein.

2. This Common Stock is represented by Restricted Stock Units granted under the Amended and Restated WEX Inc. 2019 Equity and Incentive Plan (as defined in the 2025 WEX Inc. Proxy Statement filed on April 17, 2025) in lieu of the annual cash retainer. This was deferred in accordance with WEX Inc.'s Non-Employee Directors Deferred Compensation Plan. Each Restricted Stock Unit is payable in one share of WEX Inc. (the "Issuer") Common Stock 200 days immediately following the date upon which Ms. Taylor Wolfe's service as a member of the board of directors (the "Board") of the Issuer terminates for any reason.

3. Because Ms. Taylor Wolfe serves on the Board of the Issuer as a representative of Impactive Capital and its affiliates, Impactive Capital is entitled to receive the direct economic interest in securities granted to Ms. Taylor Wolfe by the Issuer in respect of Ms. Taylor Wolfe's Board position. Ms. Taylor Wolfe disclaims beneficial ownership of the Issuer's securities to which this report relates and at no time has Ms. Taylor Wolfe had any economic interest in such securities except any indirect economic interest through Impactive Capital and its affiliates.

Remarks:

Lauren Taylor Wolfe, Managing Member of Impactive Capital LLC, the general partner of Impactive Capital LP, is a director of the Issuer. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Persons are deemed directors by deputization by virtue of their representation on the Board of the Issuer.

	/s/ Christian Asmar	07/02/2026
	IMPACTIVE CAPITAL LP, By: Impactive Capital LLC, its general partner, By: /s/ Lauren Taylor Wolfe, Managing Member	07/02/2026
	IMPACTIVE CAPITAL LLC, By: /s/ Lauren Taylor Wolfe, Managing Member	07/02/2026
	/s/ Lauren Taylor Wolfe	07/02/2026
	** 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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* Form 4: SEC 1474 (03-26)