Wabash National (NYSE: WNC) CFO reports tax-withholding stock dispositions

Rhea-AI Filing Summary

Wabash National Corp Senior Vice President and Chief Financial Officer Patrick Joseph Keslin reported two Form 4 transactions involving company common stock. On February 14 and 15, 2026, he disposed of 621 and 484 shares, respectively, at $11.86 per share for tax-withholding purposes, leaving him with 59,411 directly owned shares after the later transaction.

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^*

Keslin Patrick Joseph

(Last) (First) (Middle)

3900 MCCARTY LANE

(Street)

LAFAYETTE IN 47905

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WABASH NATIONAL Corp [ WNC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/14/2026

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
Common Stock	02/14/2026		F		621	D	$11.86	59,895	D
Common Stock	02/15/2026		F		484	D	$11.86	59,411	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:

	/s/Patrick J. Keslin	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 transactions did Wabash National (WNC) report for Patrick Joseph Keslin?

Wabash National reported that CFO Patrick Joseph Keslin executed two tax-withholding dispositions of common stock. He disposed of 621 shares on February 14, 2026, and 484 shares on February 15, 2026, both at $11.86 per share, related to payment of tax liability.

How many Wabash National (WNC) shares did the CFO dispose of and at what price?

The CFO disposed of a total of 1,105 Wabash National common shares through two Form 4 transactions. Each trade was priced at $11.86 per share and classified as a tax-withholding disposition, not an open-market purchase or sale of stock.

What type of Form 4 transactions did the Wabash National (WNC) CFO report?

The transactions were coded “F,” meaning payment of exercise price or tax liability by delivering securities. Both were non-derivative common stock dispositions classified as tax-withholding events, rather than discretionary buying or selling in the open market by the executive.

How many Wabash National (WNC) shares does the CFO own after these transactions?

After the February 15, 2026 tax-withholding disposition, the CFO directly owned 59,411 Wabash National common shares. This figure reflects his remaining direct holdings following the delivery of shares to cover tax obligations associated with equity compensation.

Were the Wabash National (WNC) CFO’s Form 4 transactions classified as buys or sells?

The transactions were not classified as traditional buys or sells. They were reported as “dispose” direction with code F, described as payment of tax liability by delivering securities, a common method for covering taxes on equity awards without open-market trading.