WEX: Results Of Operations And Financial Condition, Departure Of Directors Or Certain Officers; Election Of Directors; Appointment Of Certain Officers; Compensatory Arrangements Of Certain Officers, Financial Statements And Exhibits

Item 2.02 Results of Operations and Financial Condition.On October 29, 2025, WEX Inc. (the “Company”) issued a news release announcing its third-quarter 2025 results and posted its earnings supplement to the investor section of the Company’s website at www.wexinc.com. A copy of the release and supplement are attached as Exhibits 99.1 and 99.2 and are incorporated by reference herein in their entirety.The information in this item, including Exhibits 99.1 and 99.2, is being furnished, not filed. Accordingly, the information in this item will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified as being incorporated into it by reference.Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.On October 26, 2025, the Company’s Board of Directors (the “Board”) increased the size of the Board from 11 to 12 members and appointed David Foss as a director to fill the resulting vacancy, effective November 3, 2025, with a term expiring at the Company’s 2026 Annual Meeting of Stockholders. The Board determined that Mr. Foss is an independent director under applicable NYSE requirements and the Company’s Corporate Governance Guidelines. The Board has not yet determined committee assignments for Mr. Foss.Mr. Foss is currently the board chair of Jack Henry & Associates, Inc. (“Jack Henry”), a leading financial services technology company, and a member of the board of directors at CNO Financial Group, a nationwide life and health insurer and financial services provider. Mr. Foss served as President of Jack Henry from 2014 to 2022 and as Chief Executive Officer from 2016 until his retirement from that role in 2024. Earlier in his career, Mr. Foss held several key roles in the financial services sector at BancTec, Advanced Computer Systems and NCR.There is no arrangement or understanding between Mr. Foss and any other person pursuant to which he was selected to become a member of the Board. Additionally, there are no related person transactions involving Mr. Foss and the Company or any subsidiary of the Company that would require disclosure under Item 404(a) of Regulation S-K.Mr. Foss will receive compensation for his service as a non-employee director consistent with the compensation provided to other non-employee directors. Mr. Foss will enter into the Company’s standard form of director and officer indemnification agreement. The form of indemnification agreement is attached hereto as Exhibit 10.1 and is incorporated herein by reference.A copy of the press release announcing the appointment of Mr. Foss to the Board is attached as Exhibit 99.3 to this Current Report on Form 8-K and is incorporated herein by reference.Item 9.01 Financial Statements and Exhibits.(d) Exhibit Index.EXHIBIT INDEXExhibit No.Description10.1WEX Inc. Form of Director and Officer Indemnification Agreement99.1Press release of WEX Inc. dated October 29, 2025 with respect to Earnings99.2Earnings Supplement of WEX Inc. dated October 29, 202599.3Press release of WEX Inc. dated October 29, 2025 with respect to the appointment of David Foss104Cover Page Interactive Data File (embedded within the Inline XBRL document)SIGNATUREPursuant to the requirements of the Securities Exchange Act of 1934 the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.WEX INC.Date: October 29, 2025By:/s/ Jagtar NarulaJagtar NarulaChief Financial Officer

WEX: Results Of Operations And Financial Condition, Departure Of Directors Or Certain Officers; Election Of Directors; Appointment Of Certain Officers; Compensatory Arrangements Of Certain Officers, Financial Statements And Exhibits

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