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WERNER ENTERPRISES INC Director's Dealing 2014

Jul 29, 2014

31813_dirs_2014-07-29_5b81e673-eac7-4418-adf4-e07d7a189a28.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: 2014-07-28

Reporting Person: LEATHERS DEREK J (President & COO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-07-28 Common Stock F 2588 $25.29 Disposed 141458.381 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Options (Right to Buy) $16.68 2015-10-22 Common Stock (20000) 20000 Direct
Stock Options (Right to Buy) $17.18 2017-11-30 Common Stock (25000) 25000 Direct

Footnotes

F1: Represents 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 July 27, 2012.

F2: Stock options become exercisable in the following percentages at the specified number of months from grant date: 25% at 24 months; 20% each at 36, 48, and 60 months; and 15% at 72 months.

F3: 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.