SEC Form 4 · accession 0001127602-15-032926
WERNER ENTERPRISES INC · WERN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gary L Werner
Officer — Vice Chairman · Director
Period of report
Nov 28, 2015
Accepted (ET)
Dec 1, 2015 · 7:30 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000793074
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 28, 2015 | F | 1,941 | $28.12 | D | 1,710,938 | D | |
| Common StockF2 | Nov 29, 2015 | F | 2,588 | $28.12 | D | 1,708,350 | D | |
| Common StockF3 | Nov 30, 2015 | F | 1,941 | $26.96 | D | 1,706,409 | D | |
| Common StockF4 | Dec 1, 2015 | F | 1,941 | $27.30 | D | 1,704,468 | D | |
| Common Stock | holding | — | — | — | 1,875,156 | I | Co-beneficiary-childrens Trust | |
| Common StockF5 | holding | — | — | — | 479,497 | I | Gary L. Werner Irrevocable Inter Vivos Qtip Tr. II | |
| Common Stock | holding | — | — | — | 1,875,156 | I | Remainderment Interest | |
| Common StockF6 | holding | — | — | — | 500,000 | I | Spouse By Becky K. Werner Revocable Trust | |
| Common StockF7 | holding | — | — | — | 250,000 | I | Cotrustee of Clarence L. Werner Grandchildren's Trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents shares required to satisfy tax withholding obligations in connection with the vesting of 6,000 shares of restricted stock granted to the Reporting Person on November 28, 2011.
- F2Represents shares required to satisfy tax withholding obligations in connection with the vesting of 8,000 shares of restricted stock granted to the Reporting Person on November 29, 2012.
- F3Represents shares required to satisfy tax withholding obligations in connection with the vesting of 6,000 shares of restricted stock granted to the Reporting Person on November 30, 2010.
- F4Represents shares required to satisfy tax withholding obligations in connection with the vesting of 6,000 shares of restricted stock granted to the Reporting Person on December 1, 2009.
- F5The reporting person disclaims actual and beneficial ownership of the shares held by the Gary L. Werner Irrevocable Inter Vivos Qtip Trust II, and the filing of this report is not an admission that the reporting person is the actual or beneficial owner of such securities for purposes of Section 16 or for any other purposes.
- F6The reporting person disclaims actual and beneficial ownership of the shares held by the Becky K. Werner Revocable Trust, and the filing of this report is not an admission that the reporting person is the actual or beneficial owner of such securities for purposes of Section 16 or for any other purposes.
- F7The reporting person serves as a cotrustee for shares held by the Clarence L. Werner Grandchildren's Trust for the benefit of the grandchildren of Clarence L. Werner, some of which are children of the reporting person. Mr. Gary L. Werner and Mr. Gregory L. Werner have shared voting and dispositive power with respect to the shares in the trust. The reporting person disclaims actual and beneficial ownership of the shares held by the Clarence L. Werner Grandchildren's Trust, and the filing of this report is not an admission that the reporting person is the actual or beneficial owner of such securities for purposes of Section 16 or for any other purposes.