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WERNER ENTERPRISES INC Director's Dealing 2014

Dec 2, 2014

31813_dirs_2014-12-02_8f6fb26f-fce9-4519-b5fd-12628a2e9c30.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WERNER ENTERPRISES INC (WERN)
CIK: 0000793074
Period of Report: 2014-11-28

Reporting Person: SYNOWICKI ROBERT E JR (Exec VP-Driver Resources)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-01-03 Common Stock A 94.326 $24.5432 Acquired 19675.004 Direct
2014-01-21 Common Stock A 19.131 $26.637 Acquired 19694.135 Direct
2014-04-02 Common Stock A 76.05 $26.0778 Acquired 19770.185 Direct
2014-05-06 Common Stock A 20.5 $25.3202 Acquired 19790.685 Direct
2014-07-03 Common Stock A 87.577 $26.6251 Acquired 19878.262 Direct
2014-07-22 Common Stock A 20.003 $26.0005 Acquired 19898.265 Direct
2014-10-06 Common Stock A 80.539 $24.7999 Acquired 19978.804 Direct
2014-10-21 Common Stock A 20.417 $25.737 Acquired 19999.221 Direct
2014-11-28 Common Stock F 161 $31.02 Disposed 19838.221 Direct
2014-11-29 Common Stock F 161 $31.02 Disposed 19677.221 Direct
2014-12-01 Common Stock F 194 $30.43 Disposed 19483.221 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Options (Right to Buy) $17.18 2017-11-30 Common Stock (10000) 10000 Direct

Footnotes

F1: Represents shares required to satisfy tax withholding obligations in connection with the vesting of 500 shares of restricted stock granted to the Reporting Person on November 28, 2011.

F2: Represents shares required to satisfy tax withholding obligations in connection with the vesting of 500 shares of restricted stock granted to the Reporting Person on November 29, 2012.

F3: Represents shares required to satisfy tax withholding obligations in connection with the vesting of 600 shares of restricted stock granted to the Reporting Person on December 01, 2009.

F4: Stock options become exercisable in the following percentages at the specified number of months from grant date: 15% at 24 months; 20% each at 36, 48, and 60 months; and 25% at 72 months.