WEX Inc. — Form 10-Q

WEX Inc. filed amended restricted stock unit (RSU) award agreements for non-employee directors and updated its Non-Employee Director Compensation Plan effective May 14, 2026. The plan maintains annual cash retainers ($85K–$185K depending on role) and annual equity retainers of $215K in RSUs at grant date fair value, vesting over one year or at first annual shareholder meeting. New directors receive an additional $100K equity grant. Key changes include enhanced restrictive covenants (confidentiality, non-competition, non-solicitation) with jurisdiction-specific modifications, clawback provisions, and Section 409A compliance language. No specific dollar amounts or share counts for individual grants are disclosed in this filing.