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AI brief of an SEC Form 8-K · Waystar Holding (WAY)

Waystar grants CEO Hawkins 396,197 target PSUs; board to expand to 12 seats

Neutral Impact 3 of 5 leadership Written later

Waystar's compensation committee granted CEO Matt Hawkins a target of 396,197 performance stock units tied to relative total shareholder return over April 1, 2025 to April 1, 2029. The company also plans to add two directors, Aashima Gupta and Michael Roman, if shareholders approve removing the board size limit at the 2025 annual meeting.

Key points

  • CEO Matt Hawkins received a target grant of 396,197 PSUs, vesting from 0% to 200% of target based on relative TSR against the S&P SmallCap 600 Information Technology index
  • Performance period runs April 1, 2025 to April 1, 2029
  • Board would expand from ten to twelve directors, adding Aashima Gupta (Class III) and Michael Roman (Class I), subject to stockholder approval and board action
  • Roman, a former 3M CEO, would join the Audit and Risk and Nominating committees; Gupta would join the Audit and Risk Committee

The filing

CompanyWaystar Holding (WAY)
Form8-K, current report
Filed with the SECMay 12, 2025, 7:05 AM ET
Accession number0001104659-25-047008

Items reported: 5.02 Director / Officer Change8.01 Other Events

Read the filing on SEC.gov ↗

Written by AI on Nov 8, 2026, 1:05 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on May 12, 2025.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.