On May 4, 2026, Impactive Capital Master Fund LP announced that on May 3, 2026, in connection with the entry into a cooperation agreement with WEX Inc., Impactive withdrew its slate of nominees for election to the Board of Directors of the Company at the Annual Meeting and it will not vote any proxies received from stockholders of the Company at the Annual Meeting. In addition, pursuant to the agreement, the Board agreed to 1) set the size of the Board to 11 directors as of the Annual Meeting, 2) supplement the Company?s proxy statement for the Annual Meeting to include Kurt Adams and Ellen Alemany (the Independent Director Nominees) and Lauren Taylor Wolfe (the Impactive Designee) as nominees of the Board for election at the Annual Meeting, and 3) nominate each of the New Director Nominees, Daniel Callahan, Aimee Cardwell, David Foss, James Groch, Derrick Roman, Melissa Smith, Stephen Smith and Susan Sobbott for election to the Board at the Annual Meeting. Further, Impactive Capital stated that the Cooperation Agreement further provides that the Board will postpone the Annual Meeting but will convene the Annual Meeting as promptly as possible, and in any event, prior to the Board Meeting.