Schedule 13G: D.E. Shaw Reports 5.1% Ownership in WNC

Rhea-AI Filing Summary

Filing: Schedule 13G for Wabash National Corporation (CUSIP 929566107) reporting a beneficial ownership position by D. E. Shaw & Co., L.P. and David E. Shaw.

Key facts: The reporting persons disclose aggregate beneficial ownership of 2,080,096 shares, representing 5.1% of the class. Shared voting power is 2,017,280 shares and shared dispositive power is 2,080,096 shares. The ownership is allocated among D.E. Shaw Valence Portfolios, Oculus Portfolios, Composite Portfolios and assets managed by D.E. Shaw Investment Management, L.L.C. David E. Shaw disclaims direct ownership. The filing cites the event date 07/29/2025 and is signed on 08/05/2025. Exhibits include a Power of Attorney (Aug 1, 2024) and a Joint Filing Agreement (Aug 5, 2025).

Positive

• Aggregate beneficial ownership disclosed: 2,080,096 shares representing 5.1% of class
• Detailed breakdown: holdings allocated across D.E. Shaw Valence, Oculus, Composite portfolios and D.E. Shaw Investment Management
• Supporting exhibits included: Power of Attorney (Aug 1, 2024) and Joint Filing Agreement (Aug 5, 2025)
• Certifications present: statement that holdings are not for purpose of changing or influencing control

Negative

• No sole voting or dispositive power reported: all voting/dispositive authority is shared
• David E. Shaw holds no direct ownership: beneficial ownership is disclaimed for direct ownership by David E. Shaw

Insights

Financial Analyst

TL;DR: D.E. Shaw reports a material >5% passive stake in WNC totaling 2,080,096 shares; disclosure is material for holders and market transparency.

The Schedule 13G discloses an aggregate 5.1% ownership stake (2,080,096 shares) in Wabash National. Voting and dispositive powers are held on a shared basis, with 2,017,280 shares subject to shared voting. The filing is consistent with a passive investor profile under Schedule 13G, including certifications that the position is not intended to influence control. The inclusion of a Power of Attorney and Joint Filing Agreement documents governance of voting/filing authority. Investors should note the exact share counts and percentages for ownership calculations and potential reclassifications if trading or intentions change.

Corporate Governance Expert

TL;DR: Routine but material disclosure: >5% beneficial ownership with shared voting/dispositive power, accompanied by formal POA and joint filing.

The submission provides a clear allocation of holdings across named D.E. Shaw entities and confirms that David E. Shaw disclaims direct ownership. All voting and dispositive powers reported are shared rather than sole, which limits single-party control implications. The certifying statement affirms the position is not held to change issuer control. Documentation (POA dated Aug 1, 2024 and Joint Filing Agreement dated Aug 5, 2025) supports authorized representation and joint filing mechanics.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Wabash National Corporation

(Name of Issuer)

Common Stock, $0.01 par value per share

(Title of Class of Securities)

929566107

(CUSIP Number)

07/29/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 929566107

1

Names of Reporting Persons

D. E. Shaw & Co., L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,017,280.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,080,096.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,080,096.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.1 %

12

Type of Reporting Person (See Instructions)

IA, PN

SCHEDULE 13G

CUSIP No. 929566107

1

Names of Reporting Persons

David E. Shaw

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,017,280.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,080,096.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,080,096.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.1 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Wabash National Corporation
(b)	Address of issuer's principal executive offices: 3900 McCarty Lane, Lafayette, IN 47905
Item 2.
(a)	Name of person filing: D. E. Shaw & Co., L.P. David E. Shaw
(b)	Address or principal business office or, if none, residence: The business address for each reporting person is: Two Manhattan West 375 Ninth Avenue, 52nd Floor New York, NY 10001
(c)	Citizenship: D. E. Shaw & Co., L.P. is a limited partnership organized under the laws of the state of Delaware. David E. Shaw is a citizen of the United States of America.
(d)	Title of class of securities: Common Stock, $0.01 par value per share
(e)	CUSIP No.: 929566107
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: D. E. Shaw & Co., L.P.: 2,080,096 shares This is composed of (i) 938,217 shares in the name of D. E. Shaw Valence Portfolios, L.L.C., (ii) 229,950 shares in the name of D. E. Shaw Oculus Portfolios, L.L.C., (iii) 2,900 shares in the name of D. E. Shaw Composite Portfolios, L.L.C., and (iv) 909,029 shares under the management of D. E. Shaw Investment Management, L.L.C. David E. Shaw: 2,080,096 shares This is composed of (i) 938,217 shares in the name of D. E. Shaw Valence Portfolios, L.L.C., (ii) 229,950 shares in the name of D. E. Shaw Oculus Portfolios, L.L.C., (iii) 2,900 shares in the name of D. E. Shaw Composite Portfolios, L.L.C., and (iv) 909,029 shares under the management of D. E. Shaw Investment Management, L.L.C. David E. Shaw does not own any shares directly. By virtue of David E. Shaw's position as President and sole shareholder of D. E. Shaw & Co., Inc., which is the general partner of D. E. Shaw & Co., L.P., which in turn is the investment adviser of D. E. Shaw Valence Portfolios, L.L.C., D. E. Shaw Oculus Portfolios, L.L.C., and D. E. Shaw Composite Portfolios, L.L.C. and the managing member of D. E. Shaw Investment Management, L.L.C., and by virtue of David E. Shaw's position as President and sole shareholder of D. E. Shaw & Co. II, Inc., which is the managing member of D. E. Shaw & Co., L.L.C., which in turn is the manager of D. E. Shaw Valence Portfolios, L.L.C., D. E. Shaw Oculus Portfolios, L.L.C., and D. E. Shaw Composite Portfolios, L.L.C., David E. Shaw may be deemed to have the shared power to vote or direct the vote of 2,017,280 shares and the shared power to dispose or direct the disposition of 2,080,096 shares, the 2,080,096 shares as described above constituting 5.1% of the outstanding shares, and, therefore, David E. Shaw may be deemed to be the beneficial owner of such shares. David E. Shaw disclaims beneficial ownership of such 2,080,096 shares.
(b)	Percent of class: D. E. Shaw & Co., L.P.: 5.1% David E. Shaw: 5.1%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: D. E. Shaw & Co., L.P.: 0 shares David E. Shaw: 0 shares
	(ii) Shared power to vote or to direct the vote: D. E. Shaw & Co., L.P.: 2,017,280 shares David E. Shaw: 2,017,280 shares
	(iii) Sole power to dispose or to direct the disposition of: D. E. Shaw & Co., L.P.: 0 shares David E. Shaw: 0 shares
	(iv) Shared power to dispose or to direct the disposition of: D. E. Shaw & Co., L.P.: 2,080,096 shares David E. Shaw: 2,080,096 shares
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

D. E. Shaw & Co., L.P.

Signature:	/s/ Daniel R. Marcus
Name/Title:	Daniel R. Marcus / Chief Compliance Officer
Date:	08/05/2025

David E. Shaw

Signature:	/s/ Daniel R. Marcus
Name/Title:	Daniel R. Marcus / Attorney-in-Fact for David E. Shaw
Date:	08/05/2025

Comments accompanying signature: Exhibit 1: Power of Attorney, granted by David E. Shaw relating to D. E. Shaw & Co., Inc., in favor of the signatories hereto, among others, dated August 1, 2024.

Exhibit Information

Exhibit 2: Joint Filing Agreement, by and among the Reporting Persons, dated August 5, 2025.

FAQ

What stake did D.E. Shaw report in Wabash National (WNC)?

The filing discloses an aggregate beneficial ownership of 2,080,096 shares, representing 5.1% of the outstanding class.

How much voting power does the reporting person have in WNC?

The reporting persons report shared voting power of 2,017,280 shares and shared dispositive power of 2,080,096 shares.

When was the event date and when was the Schedule 13G signed?

The date of the event requiring filing is 07/29/2025 and the signatures on the Schedule 13G are dated 08/05/2025.

Does David E. Shaw own the shares directly according to the filing?

No. The filing states that David E. Shaw does not own any shares directly and disclaims direct beneficial ownership of the 2,080,096 shares.

What exhibits accompany the Schedule 13G for WNC?

Exhibit 1 is a Power of Attorney dated Aug 1, 2024 and Exhibit 2 is a Joint Filing Agreement dated Aug 5, 2025.