SEC Form 4
FORM 4UNITED 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).
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*
Dearborn Joel Alan JR

(Last)(First)(Middle)
C/O WEX INC.
1 HANCOCK STREET

(Street)
PORTLAND MAINE 04101

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
WEX Inc. [ WEX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
COO, International
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/14/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock09/14/2026S(1)2,500D$20017,021(2)D
Common Stock09/14/2026M(1)843A$104.9517,864D
Common Stock09/14/2026S(1)843D$20017,021D
Common Stock3,914IDearborn 2025 Trust(3)
Common Stock6,837IDearborn 2026 Trust(4)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (right to buy)$104.9509/14/2026M(1)843 (5)03/20/2027Common Stock843$00D
Explanation of Responses:
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.
Remarks:
/s/ Matthew Finkelstein, as attorney-in-fact for Joel A. Dearborn09/16/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)