Wabash National (WNC) CEO awarded 197,425 RSUs, 25,303 shares withheld for taxes

Rhea-AI Filing Summary

Wabash National’s President & CEO Brent Yeagy reported equity compensation activity and related tax withholding in company stock. On February 12, 2026, he had 25,303 shares of common stock disposed of at $11.65 per share to cover tax obligations. The same day, he received a grant of 197,425 restricted stock units, which will be settled in common stock and vest in three equal annual installments on February 12, 2027, 2028, and 2029. Following these transactions, he directly owned 753,269 shares of Wabash National common stock.

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^*

Yeagy Brent L

(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)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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	02/12/2026		F		25,303	D	$11.65	555,844	D
Common Stock	02/12/2026		A		197,425(1)	A	$0	753,269	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. These shares represent restricted stock units and will be settled in common stock. The RSUs vest in three equal annual installments on February 12, 2027, February 12, 2028, and February 12, 2029.

	/s/Brent Yeagy	02/17/2026
	** 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).
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FAQ

What insider activity did Wabash National (WNC) report for Brent Yeagy?

Wabash National reported that President & CEO Brent Yeagy had 25,303 shares withheld for taxes and received 197,425 restricted stock units on February 12, 2026. These changes reflect equity compensation and associated tax withholding, not an open-market stock purchase or sale.

How many Wabash National (WNC) shares did Brent Yeagy dispose of for taxes?

Brent Yeagy had 25,303 Wabash National common shares disposed of at $11.65 per share to satisfy tax obligations. This was coded as a tax-withholding disposition, meaning shares were used to cover taxes owed on equity compensation.

What equity award did Wabash National (WNC) grant to CEO Brent Yeagy?

Brent Yeagy received 197,425 restricted stock units that will settle in Wabash National common stock. The RSUs vest in three equal annual installments on February 12, 2027, February 12, 2028, and February 12, 2029, aligning compensation with multi‑year performance.

When do Brent Yeagy’s new Wabash National (WNC) RSUs vest?

The 197,425 restricted stock units granted to Brent Yeagy vest in three equal annual tranches. Vesting dates are February 12, 2027, February 12, 2028, and February 12, 2029, after which vested units will be settled in Wabash National common stock.

How many Wabash National (WNC) shares does Brent Yeagy own after these transactions?

After the February 12, 2026 equity compensation and tax-withholding transactions, Brent Yeagy directly owned 753,269 shares of Wabash National common stock. This figure reflects his updated direct beneficial ownership as reported in the Form 4 filing.

What does transaction code F mean in the Wabash National (WNC) Form 4?

Transaction code F on this Form 4 indicates payment of tax liability by delivering or withholding securities. For Brent Yeagy, 25,303 shares of Wabash National common stock were disposed of at $11.65 per share to satisfy taxes linked to his equity compensation.