WM Insider Filing: Restricted Shares Settled; 100 Shares Sold Under 10b5-1

Rhea-AI Filing Summary

Kimberly G. Stith, Senior Vice President and Chief HR Officer of Waste Management, Inc. (WM), reported two transactions. On 09/03/2025 she had 255 shares disposed of via code F at a price of $224.6025 following settlement of a restricted share award under the company’s 2023 Stock Incentive Plan, leaving 4,189.4609 shares beneficially owned. On 09/04/2025 she sold 100 shares at $225.195 under a Rule 10b5-1 trading plan to cover personal federal income tax, reducing beneficial ownership to 4,089.4609 shares. The Form 4 was signed by attorney-in-fact Courtney Tippy on 09/04/2025.

Insights

Corporate Governance Expert

TL;DR: Routine insider compensation settlement and tax-covering sale under a 10b5-1 plan; no unusual timing or material governance concerns evident.

The filing shows a standard settlement of restricted stock from the 2023 Stock Incentive Plan and a subsequent sale under a pre-established Rule 10b5-1 trading plan to satisfy personal tax obligations. Both actions are common for executives receiving equity compensation and are disclosed in compliance with Section 16 reporting requirements. The presence of a 10b5-1 plan reduces concerns about opportunistic timing. Changes in beneficial ownership are modest relative to typical executive holdings and do not itself indicate material corporate governance issues.

Executive Compensation Analyst

TL;DR: Transaction pattern is consistent with equity compensation lifecycle and tax-related share sales; impact on dilution and executive incentives is minor.

The 255-share settlement reflects compensation realization from the 2023 Stock Incentive Plan, which increases the executive's realized equity and tax liability. Selling 100 shares under a 10b5-1 plan to cover taxes is a common practice that converts vested equity into cash to meet tax obligations. The net reduction of 100 shares (from 4,189.4609 to 4,089.4609) is small and unlikely to meaningfully affect incentive alignment or company dilution metrics.

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
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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).

X

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^*

Stith Kimberly G.

(Last) (First) (Middle)

800 CAPITOL STREET, SUITE 3000

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WASTE MANAGEMENT INC [ WM ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP - Chief HR Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/03/2025

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 Stock(1)	09/03/2025		F		255	D	$224.6025	4,189.4609	D
Common Stock(2)	09/04/2025		S		100	D	$225.195	4,089.4609	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

Explanation of Responses:

1. Settlement of restricted share award granted under Waste Management, Inc. 2023 Stock Incentive Plan.

2. Sale of additional shares to cover personal federal income tax obligation pursuant to a Rule 10b5-1 Trading Plan.

	Courtney Tippy, Attorney-in-fact	09/04/2025
	** 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 transactions did Kimberly G. Stith report on Form 4 for WM?

She reported a 255-share disposition on 09/03/2025 (settlement of restricted stock) and a 100-share sale on 09/04/2025 under a Rule 10b5-1 plan.

How many Waste Management (WM) shares does Kimberly Stith beneficially own after these transactions?

After the transactions she beneficially owns 4,089.4609 shares.

Why were the shares sold on 09/04/2025?

The Form 4 states the 100-share sale was to cover personal federal income tax obligations pursuant to a Rule 10b5-1 trading plan.

What was the price of the shares sold and disposed of?

The 255-share disposition on 09/03/2025 was at $224.6025; the 100-share sale on 09/04/2025 was at $225.195.

Who signed the Form 4 filing for Kimberly Stith?

The form was signed by attorney-in-fact Courtney Tippy on 09/04/2025.