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WERNER ENTERPRISES INC Director's Dealing 2015

Dec 1, 2015

31813_dirs_2015-12-01_c40a0299-d145-4c46-8763-e8e51d2f40bf.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: 2015-11-28

Reporting Person: SCHELBLE JIM S (Exec VP - Marketing)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-01-06 Common Stock A 196.487 $30.2045 Acquired 29046.015 Direct
2015-01-21 Common Stock A 9.765 $30.2451 Acquired 29055.78 Direct
2015-04-02 Common Stock A 166.374 $30.5584 Acquired 37545.154 Direct
2015-05-06 Common Stock A 11.419 $27.4943 Acquired 37556.573 Direct
2015-07-02 Common Stock A 227.422 $26.3161 Acquired 37783.995 Direct
2015-07-22 Common Stock A 10.977 $28.6545 Acquired 37794.972 Direct
2015-10-02 Common Stock A 203.018 $25.2212 Acquired 37997.99 Direct
2015-10-21 Common Stock A 14 $27.9807 Acquired 38011.99 Direct
2015-11-28 Common Stock F 388 $28.12 Disposed 37623.99 Direct
2015-11-29 Common Stock F 517 $28.12 Disposed 37106.99 Direct
2015-11-30 Common Stock F 647 $26.96 Disposed 36459.99 Direct
2015-12-01 Common Stock F 194 $27.30 Disposed 36265.99 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Options (Right to Buy) $17.18 2017-11-30 Common Stock (15000) 15000 Direct

Footnotes

F1: Represents shares required to satisfy tax withholding obligations in connection with the vesting of 1,200 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 1,600 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 2,000 shares of restricted stock granted to the Reporting Person on November 30, 2010.

F4: 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 1, 2009.

F5: 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.