AI brief of an SEC Form 8-K · Werner Enterprises (WERN)

Werner Enterprises sets 2026 pay for five executives, including CEO Derek Leathers

Neutral Impact 2 of 5 leadership Written later

On February 12, 2026, Werner Enterprises' Compensation Committee approved 2026 base salaries, restricted stock and performance stock awards for five named executive officers, effective February 13, 2026. The filing also sets the parameters of the 2026 annual incentive cash bonus program, tied to operating income and revenue excluding fuel surcharge, plus individual performance. Performance stock vests based on three-year diluted EPS growth for 2026 through 2028, adjusted by a relative total shareholder return modifier.

Key points

  • CEO Derek J. Leathers: base salary of $980,000, 66,572 restricted stock units and 74,137 performance stock units at target
  • Restricted stock vests in three installments of 34%, 33% and 33% over the first three anniversaries of the grant
  • Performance stock payout ranges from 0% to 200% of target based on average annual diluted EPS growth for January 1, 2026 through December 31, 2028, with a plus or minus 25% TSR modifier
  • 2026 annual bonus targets range from 80% to 125% of each executive's base salary, with payouts from 0% to 200% of target

The filing

CompanyWerner Enterprises (WERN)
Form8-K, current report
Filed with the SECFeb 18, 2026, 4:05 PM ET
Accession number0000793074-26-000049

Items reported: 5.02 Director / Officer Change

Read the filing on SEC.gov ↗

Written by AI (Anthropic Claude, claude-haiku-5-5) on Nov 8, 2026, 6:57 AM ET, from the text of the filing and its press-release exhibits 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 February 18, 2026.

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