SEC Form 4 · accession 0000903423-17-000688
WEX Inc. · WEX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James Neary
Director
Period of report
Nov 15, 2017
Accepted (ET)
Nov 16, 2017 · 4:41 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001309108
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.01 par value per share ("Common Stock")F1,F2,F3,F4,F5,F6 | Nov 15, 2017 | S | 177,207 | $120.00 | D | 0 | I | See explanation of responses. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Units ("RSUs")F7 | $0.00 | May 12, 2017 | A | 1,598 | A | — | — | Common Stock | 1,598 | 1,598 | D |
Explanation of responses
- F1This Form 4 is being filed in connection with the sale of shares (the "Sale") of Common Stock of WEX Inc. (the "Issuer") by Mustang HoldCo II LLC ("Mustang Holdco II").
- F2The unitholders of Mustang Holdco II are Warburg Pincus Private Equity (Lexington) XI - A, L.P. ("WP XI Lexington-A"), WP (Lexington) Holdings II, L.P. ("WP Lexington II"), Warburg Pincus XI (Lexington) Partners - A, L.P. ("WP XI Lexington Partners-A"), Warburg Pincus XI (E&P) Partners - B, L.P. ("WP XI E&P Partners-B"), WP Mustang Co-Invest LLC ("WP Co-Invest LLC"), WP Mustang Co-Invest-B L.P. ("WP Co-Invest-B"), and WP Mustang Co-Invest-C L.P. ("WP Co-Invest-C").
- F3WP Lexington II is the managing member of Mustang Holdco II. Warburg Pincus (E&P) XI, L.P. ("WP E&P XI GP") is (i) the general partner of WP XI Lexington-A, WP Lexington II, WP XI Lexington Partners-A, and WP XI E&P Partners-B, and (ii) the managing member of WP Co-Invest LLC. Warburg Pincus (E&P) XI LLC ("WP E&P XI LLC") is the general partner of WP E&P XI GP. Warburg Pincus Partners (E&P) XI LLC ("WPP E&P XI") is the sole member of WP E&P XI LLC. Warburg Pincus Partners II (US), L.P. ("WP Partners II US") is the managing member of WPP E&P XI. Warburg Pincus & Company US, LLC ("WP & Company US") is the general partner of WP Partners II US. Warburg Pincus LLC ("WP LLC") is the manager of WP XI Lexington-A, WP Lexington II, WP XI Lexington Partners-A, and WP XI E&P Partners-B.
- F4Warburg Pincus (Bermuda) XI, Ltd. ("WP Bermuda XI") is the general partner of WP Co-Invest-B and WP Co-Invest-C. Warburg Pincus Partners II (Cayman), L.P. ("WPP II Cayman") is the sole shareholder of WP Bermuda XI. Warburg Pincus (Bermuda) Private Equity GP Ltd. is the general partner of WPP II Cayman
- F5James C. Neary, the reporting person, became a director of the Issuer on July 5, 2016 and is a Member of WP & Company US and a Managing Director and Member of WP LLC. As such, prior to the date of the Sale, Mr. Neary may have been deemed to have an indirect pecuniary interest (within the meaning of Rule 16a-1 under the Securities Exchange Act of 1934, as amended (the "Exchange Act") in an indeterminate portion of the securities reported as beneficially owned by Mustang Holdco II. Mr. Neary disclaimed beneficial ownership of such securities, except to the extent of any direct pecuniary interest therein. Following the Sale, Mustang Holdco II does not beneficially own any securities of the Issuer. Mr. Neary does not directly own any shares of Common Stock in the Issuer as of the date of this filing.
- F6As of the date of this filing, except with respect to the RSUs reported as directly owned by Mr. Neary as described above in Table II, this Form 4 shall not be deemed an admission that any reporting person or any other person referred to herein is a beneficial owner of any securities of the Issuer for purposes of Section 16 of the Exchange Act, or for any other purpose, or that any reporting person, or other person has an obligation to file this Form 4.
- F7As previously reported, on May 12, 2017, Mr. James C. Neary was granted 1,598 restricted stock units ("RSUs"), which will vest in total on May 12, 2018.