WEX Inc. shareholders approve plan amendment, elect directors

In a recent 8-K filing with the Securities and Exchange Commission, WEX (NYSE:WEX) Inc., a leading provider of business services with annual revenue of $2.61 billion and a market capitalization of $4.7 billion, announced the results of its annual stockholders’ meeting held on May 15, 2025. According to InvestingPro data, the company maintains strong profitability with a healthy gross margin of 72%. At the meeting, shareholders approved several key proposals, including an amendment to the company’s equity and incentive plan and the election of directors.

The approved amendment to the Amended and Restated 2019 Equity and Incentive Plan (A&R 2019 Plan) increases the number of shares available for issuance by approximately 3.4 million, bringing the total to 4.0 million shares of the company’s common stock. The amendment was detailed in Proposal 3 of the Definitive Proxy Statement filed on April 17, 2025.

Additionally, shareholders elected nominees to the company’s Board of Directors for one-year terms expiring at the 2026 annual meeting. The elected directors include Nancy Altobello, Daniel Callahan, Aimee Cardwell, Shikhar Ghosh, James Groch, James (Jim) Neary, Derrick Roman, Melissa Smith, Stephen Smith, Susan Sobbott, and Jack VanWoerkom.

Other matters voted on at the meeting included a non-binding advisory proposal on executive compensation, which passed, and the ratification of Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2025.

Following the meeting, on May 16, 2025, WEX Inc. filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation with the Secretary of State of Delaware to provide for exculpation of the company’s officers as permitted by Delaware law. With a P/E ratio of 17.43 and demonstrated profitability over the last twelve months, InvestingPro maintains additional insights about WEX’s financial health and growth potential in its comprehensive Pro Research Report, available to subscribers. This information is based on the press release statement provided by WEX Inc.

In other recent news, WEX Inc. reported its first-quarter 2025 earnings, with an earnings per share (EPS) of $3.51, which surpassed the forecasted $3.38. The company’s revenue for the quarter was $636.6 million, slightly above the forecast of $632.35 million, although it represented a 2.5% decrease year-over-year. Despite the positive earnings surprise, the market’s reaction was muted due to broader economic concerns and specific operational challenges discussed during the earnings call. Impactive Capital, a significant shareholder, announced its intention to vote against three incumbent directors at the upcoming annual meeting, citing dissatisfaction with WEX’s performance and advocating for stronger shareholder representation. The investment firm’s call for change comes after its request for a board seat was denied. WEX is also investing $25 million in sales and marketing initiatives, aiming to enhance its business segments, particularly mobility and benefits. The company has reduced its share count by 13.1% since year-end, reflecting its strategic focus on capital allocation. Additionally, WEX provided a full-year 2025 revenue guidance of $2.57 billion to $2.63 billion, with adjusted EPS expected between $14.72 and $15.32.

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