EX-10.1
from 10-Q
2 pages
WEX Inc. Non-Employee Director Compensation Plan Effective October 1, 2024 Originally Adopted December 13, 2014 Annual Cash Retainers the Company Shall Pay Each Non-Employee Board Member the Following Annual Cash Retainer(s) Based Upon His or Her Service. All Payments Hereunder Shall Be Made in Equal Quarterly Amounts. Annual Lead Director Cash Retainer $ 135,000 Annual Director Cash Retainer (Other Than Lead Director and Chairman) $ 85,000 Audit Committee Chair Cash Retainer $ 30,000 Compensation Committee Chair Cash Retainer $ 25,000 Technology Committee Chair Cash Retainer $ 20,000 Finance Committee Chair Cash Retainer $ 20,000 Governance Committee Chair Cash Retainer $ 20,000 Equity Retainers All Directors at the Conclusion of the Annual Stockholders’ Meeting (“Asm”) Shall Be Granted a Number of Restricted Stock Units (“Rsus”) Worth the Equivalent of $215,000 at the Then Current Stock Price. Such Rsus Will Vest Annually. New Director Equity Grants All New Directors Shall Be Granted a Number of Restricted Stock Units (“Rsus”) Worth the Equivalent of $100,000 at the Then Current Stock Price. Such Rsus Are Granted Either (I) at the Next Annual Stockholders’ Meeting After a New Non-Employee Director's Appointment by the Board or (II) Upon Initial Election to the Board by Our Stockholders, Whichever Comes First, and Will Vest on the First Anniversary of the Date of Grant Fee Deferral Directors May Defer All or Part of Their Cash Fees and Equity Retainers Into Deferred Stock Units Which Will Be Payable in Company Shares to the Director Only Upon Termination From Board Service. Expense Reimbursement Directors Are Reimbursed by the Company for Their Out-Of-Pocket Travel and Related Expenses Incurred in Attending All Board and Committee Meetings. Proration of Annual Cash Retainers for New Directors to the Extent a Director Is Appointed at a Time Other Than the Asm, Any Annual Cash Retainers Will Be Prorated
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EX-10.5
from 10-Q
4 pages
WEX Inc. 1 Hancock Street Portland, Me 04101 November 7, 2023 Sachin Dhawan 16036 Greenwood Road Monte Sereno, Ca 95030 Dear Sachin, on Behalf of the WEX Leadership Team, I Am Pleased to Offer You the Chief Technology Officer Position Reporting to Melissa Smith With an Expected Start Date of December 4, 2023. Compensation Your Annual Base Salary Will Be Usd$525,000 Paid on a Bi-Weekly Basis, Less Applicable Taxes and Withholdings. the Position Will Be Based in Portland, Me With Travel to Other Offices as Needed. Relocation Assistance Will Be Provided. Annual Cash Incentive You Will Be Eligible to Participate in the Company’s Discretionary Short Term Incentive Program (“Stip”) During Your Employment With WEX. Stip Payments Are Awarded on an Annual Basis at the Sole Discretion of the Company and Contingent on Achievement of Company Objectives. Beginning in 2024, Your Annual Bonus Target Is 85% of Your Salary (As Defined in the Relevant Stip Documentation, as Amended From Time to Time). the Company Reserves the Right in Its Sole Discretion to Make Modifications to or to Discontinue the Program at Any Time. Annual Equity Incentive You Will Be Eligible for Future Long Term Incentive Plan (Ltip) Grants, However, They Are Not Guaranteed. the Annual Target Ltip Award for Your Role Is Usd$2,328,750. All Grants, Including Your One-Time Grants (Below), Are Subject to Approval by the WEX Board of Directors and the Terms and Conditions of WEX’s 2019 Equity and Incentive Plan, as Amended, and Applicable Unit Award Agreement(s). Total Target Compensation: Usd$3,300,000 Subject to Board Approval
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EX-10.5
from 10-Q
4 pages
November 21, 2016 David Cooper Dear Dave, on Behalf of WEX Inc. (WEX or the Company), I Am Pleased to Offer You Executive Employment With the Company. This Offer Is Contingent Upon Successful Completion of a Background Investigation and 1- 9 Verification. Following Is a Summary of WEX Lnc.'s Offer of Employment. I Look Forward to Having You Join Our Team! Start Date Your Employment Will Commence on or About December 14th, or a Mutually Agreed Upon Date. Title/Position: You Will Be Employed to Serve on a Full-Time Basis as Chief Technical Officer and Senior Vice President, Reporting to the Chief Executive Officer. Base Salary: Your Base Salary Will Be $11,538.46 Per Bi-Weekly Pay Period (Not Less Than $300,000.00 on an Annualized Basis), Less Applicable Taxes and Withholdings. Your Base Salary Will Be Subject to Annual Reviews, Typically Conducted Around March, Which May Result in Increases of the Base Salary as the Board of Directors of the Company Shall Determine in Its Discretion. Annual Incentive: You Will Be Eligible to Participate in the Company's Short-Term Incentive Bonus Program (Stip). Your Target Bonus Will Be at 45% of Base Salary at Target Performance (Pro-Rated Based on Date of Employment), With Opportunity Range From O - 200% Based on Achievement of Annual Strategic Objectives (As Determined by the Company in Its Sole Discretion). Stip Payouts Typically Occur in March of Each Year, Provided You Are an Active Employee at the Time of Payment. Equity: Subject to Approval of the Board, You Will Be Granted a Sign-On Equity Award of Restricted Stock Units With a Value of $300,000 (The "Sign-On Rsu Award") as Soon as Practicable After the Start Date and in Accordance With the Company's Equity Awards Process. the Sign-On Rsu Award Will Cliff Vest on the 3-Year Anniversary Date of the Grant, and Will Be Subject to the Terms and Conditions In
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