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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Checkbox not checked   Rule 13d-1(b)
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SCHEDULE 13D/A 0000902664-22-005089 0001786767 XXXXXXXX LIVE 1 Common Stock, $0.01 par value per share 03/04/2025 false 0001309108 96208T104 WEX Inc. 1 HANCOCK STREET PORTLAND ME 04101 CHRISTIAN ASMAR 212-218-8810 IMPACTIVE CAPITAL LP 450 West 14th Street, 12th Floor New York NY 10014 LAUREN TAYLOR WOLFE 212-218-8810 IMPACTIVE CAPITAL LP 450 West 14th Street, 12th Floor New York NY 10014 ANDREW FREEDMAN, ESQ. 212-451-2300 OLSHAN FROME WOLOSKY LLP 1325 Avenue of the Americas New York NY 10019 0001786767 N Impactive Capital LP AF N DE 0.00 2584047.00 0.00 2584047.00 2584047.00 N 6.7 IA PN 0001786731 N Impactive Capital LLC AF N DE 0.00 2584047.00 0.00 2584047.00 2584047.00 N 6.7 OO 0001699118 N Wolfe Lauren Taylor AF N X1 0.00 2584047.00 0.00 2584047.00 2584047.00 N 6.7 IN 0001787532 N Asmar Christian AF N X1 0.00 2584047.00 0.00 2584047.00 2584047.00 N 6.7 IN Common Stock, $0.01 par value per share WEX Inc. 1 HANCOCK STREET PORTLAND ME 04101 Item 2(b) is hereby amended and restated as follows: The principal business address of each of the Reporting Persons is 450 West 14th Street, 12th Floor, New York, New York 10014. Item 3 is hereby amended and restated as follows: The 2,584,047 Shares beneficially owned by the Impactive Funds were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases. The aggregate purchase price of the 2,584,047 Shares beneficially owned by the Impactive Funds is approximately $425,590,195, including brokerage commissions. Item 4 is hereby amended to add the following: The Reporting Persons have recently engaged in, and intend to continue to engage in, discussions with the Issuer's board of directors (the "Board") and management regarding the Issuer's operational and share price performance and certain corporate governance matters, including the addition of a shareholder representative to the Board. Item 5(a) is hereby amended and restated as follows: The aggregate percentage of Shares reported owned by each person named herein is based upon 38,815,490 Shares outstanding as of February 13, 2025, which is the total number of Shares outstanding as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 20, 2025. A. Impactive Capital As of the date hereof, Impactive Capital beneficially owned 2,584,047 Shares held by the Impactive Funds. Percentage: Approximately 6.7% B. Impactive Capital GP As the general partner of Impactive Capital, Impactive Capital GP may be deemed to beneficially own the 2,584,047 Shares held by the Impactive Funds. Percentage: Approximately 6.7% C. Ms. Taylor Wolfe and Mr. Asmar Each of Ms. Taylor Wolfe and Mr. Asmar, as Managing Members of Impactive Capital GP, may be deemed to beneficially own the 2,584,047 Shares held by the Impactive Funds. Percentage: Approximately 6.7% Item 5(b) is hereby amended and restated as follows: A. Impactive Capital 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 2,584,047 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 2,584,047 B. Impactive Capital GP 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 2,584,047 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 2,584,047 C. Ms. Taylor Wolfe and Mr. Asmar 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 2,584,047 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 2,584,047 Item 5(c) is hereby amended and restated as follows: A. Impactive Capital The transactions in the Shares by Impactive Capital through the Impactive Funds during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference. B. Impactive Capital GP Impactive Capital GP has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Impactive Capital through the Impactive Funds during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference. C. Ms. Taylor Wolfe and Mr. Asmar Each of Ms. Taylor Wolfe and Mr. Asmar have not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Impactive Capital through the Impactive Funds during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference. Item 7 is hereby amended to add the following exhibit: 1 - Transactions in Securities Impactive Capital LP /s/ Lauren Taylor Wolfe Lauren Taylor Wolfe, Managing Member of Impactive Capital LLC, its General Partner 03/06/2025 Impactive Capital LLC /s/ Lauren Taylor Wolfe Lauren Taylor Wolfe, Managing Member 03/06/2025 Wolfe Lauren Taylor /s/ Lauren Taylor Wolfe Lauren Taylor Wolfe 03/06/2025 Asmar Christian /s/ Christian Asmar Christian Asmar 03/06/2025