WERNER ENTERPRISES INC — Director's Dealing 2026

Feb 17, 2026

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WERNER ENTERPRISES INC (WERN)
CIK: 0000793074
Period of Report: 2026-02-12

Reporting Person: CALLAHAN CRAIG T (Exec VP-Chief Commercial Offcr)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2026-02-12	Common Stock	A	6340	—	Acquired	70723.822	Direct
2026-02-13	Common Stock	F	943	$33.21	Disposed	69780.822	Direct

Footnotes

F1: Restricted stock awarded February 12, 2026 under stockholder approved equity plan. This award shall vest, subject to continued employment, 34% on February 12, 2027 (1 year after the grant date) and two annual increments of 33% each beginning February 12, 2028. The award will become fully vested on February 12, 2029.

F2: Represents shares required to satisfy tax withholding obligations in connection with the vesting of 2,038 shares of restricted stock granted to the Reporting Person on February 13, 2025.