WEX Inc.

09/16/2026 | Press release | Distributed by Public on 09/16/2026 18:12

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Dearborn Joel Alan JR
2. Issuer Name and Ticker or Trading Symbol
WEX Inc. [WEX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
COO, International
(Last) (First) (Middle)
C/O WEX INC., 1 HANCOCK STREET
3. Date of Earliest Transaction (Month/Day/Year)
09/14/2026
(Street)
PORTLAND, ME 04101
4. If Amendment, Date 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
(City) (State) (Zip)
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 09/14/2026 S(1) 2,500 D $200 17,021(2) D
Common Stock 09/14/2026 M(1) 843 A $104.95 17,864 D
Common Stock 09/14/2026 S(1) 843 D $200 17,021 D
Common Stock 3,914 I Dearborn 2025 Trust(3)
Common Stock 6,837 I Dearborn 2026 Trust(4)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: 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
Stock Option (right to buy) $104.95 09/14/2026 M(1) 843 (5) 03/20/2027 Common Stock 843 $ 0 0 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Dearborn Joel Alan JR
C/O WEX INC.
1 HANCOCK STREET
PORTLAND, ME 04101
COO, International

Signatures

/s/ Matthew Finkelstein, as attorney-in-fact for Joel A. Dearborn 09/16/2026
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The reported transactions occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 06/01/2026. The reporting person exercised a stock option award that was scheduled to expire on 03/20/2027. The options would have been forfeited if not exercised prior to the expiration date.
(2) Reflects contribution of 3,351 shares of common stock that were previously directly owned but were contributed to a trust for the benefit of Mr. Dearborn's children on 06/01/2026.
(3) Reflects distribution of 3,486 shares of common stock in accordance with the terms of the trust on 06/01/2026, from the Dearborn 2025 Trust, which were then held directly by the reporting person. This trust was first described in a Form 4 filed by the reporting person on 02/25/2026.
(4) Reflects contribution of 6,837 shares of common stock that were previously directly owned but were contributed to a trust for the benefit of Mr. Dearborn's children on 06/01/2026.
(5) This stock option vested with respect to one third of these shares on each of 3/20/2018, 3/20/2019 and 3/20/2020.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
WEX Inc. published this content on September 16, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on September 17, 2026 at 00:13 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]