Form 8-K WEX Inc. For: May 14
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
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Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
At the annual meeting of stockholders of WEX Inc. (the “Company”) held on May 14, 2026, the Company’s stockholders voted on the following proposals:
1. The following nominees were elected to the Company’s Board of Directors for one-year terms expiring at the 2027 annual meeting of stockholders, and until their respective successors are elected and qualified.
Kurt Adams
For: 31,921,506
Withhold: 330,151
Ellen Alemany
For: 31,889,629
Withhold: 362,028
Daniel Callahan
For: 31,840,538
Withhold: 411,119
Aimee Cardwell
For: 31,997,502
Withhold: 254,155
David Foss
For: 31,958,181
Withhold: 293,476
James Groch
For: 31,935,790
Withhold: 315,867
Derrick Roman:
For: 31,939,462
Withhold: 312,195
Melissa Smith
For: 31,174,350
Withhold: 1,077,307
Stephen Smith
For: 31,916,869
Withhold: 334,788
Susan Sobbott
For: 31,919,438
Withhold: 332,219
Lauren Taylor Wolfe
For: 31,887,983
Withhold: 363,674
2. A non-binding, advisory proposal on the compensation of the Company’s named executive officers was approved.
For: 30,856,685
Against: 1,230,434
Abstain: 164,538
3. The appointment of Deloitte & Touche, LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2026 was ratified.
For: 31,265,486
Against: 829,556
Abstain: 156,615
Item 8.01 Other Events.
On May 14, 2026, the Company issued a press release announcing that the Company’s Board of Directors has authorized a share repurchase program under which up to $1.0 billion of the Company’s common stock may be repurchased, with no expiration date.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934 the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
WEX INC. | ||||||||
Date: May 14, 2026 | By: | /s/ Sara T.W. Trickett | ||||||
Sara T.W. Trickett | ||||||||
Chief Legal Officer and Corporate Secretary | ||||||||
ATTACHMENTS / EXHIBITS
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