Companies Werner Enterprises Inc
Werner Enterprises (WERN): executive pay, fiscal 2025
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Compensation figures for fiscal year 2025 are temporarily unavailable — recheck shortly.
Executives and directors
Frequently asked questions
Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.
Full detail
Every table from the filing. Open any section.
Summary compensation table
No Summary Compensation Table is on file for fiscal year 2025.
Equity grants and outstanding awards
No plan-based awards are on file for this fiscal year.
Outstanding equity awards at fiscal year-end 2025
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Downing | RSU | 1,256 | — | $37,693 |
| Mahon | RSU | 1,256 | — | 37,693 |
| Meisgeier | RSU | 1,436 | — | 43,094 |
| Mahon | RSU | 3,255 | — | 97,683 |
| Mahon | RSU | 3,426 | — | 102,814 |
| Wikoff | RSU | 3,499 | — | 105,005 |
| Wikoff | RSU | 3,807 | — | 114,248 |
| Downing | RSU | 3,807 | — | 114,248 |
| Meisgeier | RSU | 4,069 | — | 122,111 |
| Downing | RSU | 4,069 | — | 122,111 |
| Meisgeier | RSU | 4,569 | — | 137,116 |
| Wikoff | RSU | 5,081 | — | 152,481 |
| Mahon | RSU | 6,746 | — | 202,447 |
| Wikoff | RSU | 7,496 | — | 224,955 |
| Downing | RSU | 7,496 | — | 224,955 |
| Meisgeier | RSU | 8,995 | — | 269,940 |
| Mahon | RSU | 10,161 | — | 304,932 |
| Meisgeier | RSU | 12,702 | — | 381,187 |
| Downing | RSU | 12,702 | — | 381,187 |
| Leathers | RSU | 12,917 | — | 387,639 |
| Wikoff | RSU | 13,804 | — | 414,258 |
| Leathers | RSU | 31,733 | — | 952,307 |
| Leathers | RSU | 31,978 | — | 959,660 |
| Leathers | RSU | 62,966 | — | 1,889,610 |
Director compensation
No director compensation table is on file for fiscal year 2025.
Peer group, and who names Werner Enterprises as a peer
Companies that benchmark against WERN
The list of companies that name WERN as a peer is temporarily unavailable — recheck shortly.
The disclosed peer group is temporarily unavailable — recheck shortly.
Say-on-pay history and pay ratio
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-05-12 | 54,000,280 | 1,369,015 | 840,801 | 97.53% | Passed |
| 2025 | 2025-05-13 | 49,281,522 | 4,486,858 | 1,733,387 | 91.66% | Passed |
| 2024 | 2024-05-14 | 52,667,129 | 6,776,302 | 59,989 | 88.51% | Passed |
| 2023 | 2023-05-09 | 53,577,646 | 2,220,232 | 37,400 | 95.96% | Passed |
| 2022 | 2022-05-10 | 55,177,917 | 2,827,839 | 53,846 | 95.04% | Passed |
| 2021 | 2021-05-11 | 60,476,402 | 1,885,428 | 77,270 | 96.86% | Passed |
Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year’s compensation.
Say-on-pay — history, company’s computation
| Meeting year | Meeting date | Approval — company’s computation |
|---|---|---|
| 2026 | 2026-05-12 | 97.53%a |
| 2025 | 2025-05-13 | 91.66%b |
| 2024 | 2024-05-14 | 88.51%c |
a. Approved under the standard stated in the filing — “Abstentions and broker non-votes will not be counted as votes cast and will have no effect on the outcome of such vote.”.
b. Approved under the standard stated in the filing — “Abstentions and broker non-votes will not be counted as votes cast and will have no effect on the outcome of such vote.”.
c. Approved under the standard stated in the filing — “Abstentions will be counted as votes cast and will have the same effect as a vote against the resolution.”.
Approval percentages are the company’s own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.
Insider trades since the proxy
No insider equity transactions reported since the proxy statement.
Sources (3 citations)
Each figure is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.
- Section 06, 2026 vote. Form 8-K, filed 2026-05-13. Item 5.07 · say-on-pay result. As reported: 97.53% (votes for as printed: 54,000,280). View filing ↗
- Section 06, 2025 vote. Form 8-K, filed 2025-05-15. Item 5.07 · say-on-pay result. As reported: 91.66% (votes for as printed: 49,281,522). View filing ↗
- Section 06, 2024 vote. Form 8-K, filed 2024-05-15. Item 5.07 · say-on-pay result. As reported: 88.51% (votes for as printed: 52,667,129). View filing ↗