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.