WERNER ENTERPRISES INC — Director's Dealing 2019

Feb 11, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WERNER ENTERPRISES INC (WERN)
CIK: 0000793074
Period of Report: 2018-01-03

Reporting Person: LEATHERS DEREK J (President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-01-03	Common Stock	A	131.037	$38.7847	Acquired	209430.837	Direct
2018-01-17	Common Stock	A	18.033	$40.30	Acquired	209448.87	Direct
2018-04-03	Common Stock	A	161.985	$37.0574	Acquired	228982.855	Direct
2018-05-02	Common Stock	A	21.157	$35.3781	Acquired	229004.012	Direct
2018-07-03	Common Stock	A	134.407	$38.2514	Acquired	229138.419	Direct
2018-07-18	Common Stock	A	26.338	$36.6111	Acquired	229164.757	Direct
2018-10-02	Common Stock	A	169.661	$35.3774	Acquired	229334.418	Direct
2018-10-16	Common Stock	A	29.474	$33.2064	Acquired	229363.892	Direct
2019-02-07	Common Stock	F	3427	$34.54	Disposed	225936.892	Direct
2019-02-08	Common Stock	F	2758	$34.17	Disposed	223178.892	Direct
2019-02-10	Common Stock	F	4814	$34.17	Disposed	218364.892	Direct
2019-02-10	Common Stock	F	4126	$34.17	Disposed	214238.892	Direct
2019-02-11	Common Stock	A	34040	—	Acquired	248278.892	Direct

Footnotes

F1: Represents shares required to satisfy tax withholding obligations in connection with the vesting of 7,475 shares of restricted stock granted to the Reporting Person on February 7, 2018.

F2: Represents shares required to satisfy tax withholding obligations in connection with the vesting of 6,016 shares of restricted stock granted to the Reporting Person on February 8, 2017.

F3: Represents shares required to satisfy tax withholding obligations in connection with the vesting of 10,500 shares of performance-based restricted stock granted to the Reporting Person on February 10, 2015.

F4: Represents shares required to satisfy tax withholding obligations in connection with the vesting of 9,000 shares of performance-based restricted stock granted to the Reporting Person on February 10, 2014.

F5: Restricted stock awarded February 11, 2019 under stockholder approved equity plan. This award shall vest, subject to continued employment, in four annual increments of 25% each beginning February 11, 2020 (1 year after the grant date). The award will become fully vested on February 11, 2023.