🔒WEX names new chair of reshuffled board as hedge fund wins seats

WEX Inc. (NYSE: WEX) reshuffled its board of directors under pressure from an activist hedge fund that secured three board seats in an effort to boost the company’s flagging share price. David Foss was named board chair at the Portland-based provider of financial technology services to replace Melissa Smith, who will retain a board seat and continue to lead the company as president and CEO. Impactive Capital, a New York-based hedge fund that owns 4.9% of WEX’s shares, had sought the shakeup to address what it criticized as “chronic underperformance” and corporate governance shortcomings at WEX. WEX, staffed by more than 5,700 employees in 16 countries, provides fintech services to businesses in fleet mobility and fueling, corporate payments, travel industry payments and benefits, including health savings and flexible spending accounts. In accordance with an agreement reached with Impactive last week, WEX investors approved all three Impactive candidates to its board of directors in Thursday's annual meeting, including Lauren Taylor Wolfe, the hedge fund’s co-founder and managing partner. WEX had also agreed to separate the board chair and CEO roles and announced Foss's appointment as board chair on Thursday. Foss, the former CEO of Missouri-based fintech company Jack Henry & Associates (Nasdaq; JKHY), joined WEX’s board in 2025 and was named vice chair earlier this year.

At WEX, “I look forward to partnering closely with Melissa, our board and the broader management team as we continue advancing WEX’s strategy, strengthening governance and creating long-term value for our shareholders,” Foss said in a statement. Separately on Thursday, WEX said its board had given the green light for the company to buy back up to $1 billion in common stock, with the standard disclaimer that the timing and amount are subject to the company’s discretion. “Our $1 billion share repurchase authorization reflects our board’s conviction in the intrinsic value of our stock and commitment to returning capital to shareholders and further underscores our strong free cash flow and financial capacity,” Smith said. “We remain focused on maintaining a strong balance sheet, investing for long-term growth and returning capital to shareholders.” As of Thursday’s close on Wall Street at $134.02, WEX shares have an equity value of $4.65 billion. Over the past year, shares have fluctuated between a low of $128.91 and a high of $186.86. Last month, WEX posted first-quarter earnings and revenue that exceeded market expectations and raised its full-year financial guidance.