[Form 3] Wesco International Inc. Initial Statement of Beneficial Ownership

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07/02/2025 - 05:09 PM

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Naylor Dirk Waugh

(Last)

(First)

(Middle)

225 WEST STATION SQUARE DRIVE

SUITE 700

(Street)

PITTSBURGH

15219

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/30/2025

3. Issuer Name and Ticker or Trading Symbol
WESCO INTERNATIONAL INC [ WCC ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP & GM, Comm & Sec Solutions

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	9,487.3328⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Appreciation Rights	02/11/2024	02/11/2031	Common Stock	1,513	$76.8	D
Stock Options (Right to Buy)	02/17/2025	02/17/2032	Common Stock	1,310	$122.09	D
Stock Options (Right to Buy)	⁽²⁾	02/16/2033	Common Stock	997	$171.96	D
Stock Options (Right to Buy)	⁽³⁾	03/01/2034	Common Stock	1,214	$152.07	D
Stock Options (Right to Buy)	⁽⁴⁾	03/01/2035	Common Stock	1,306	$180.47	D

Explanation of Responses:

1. The total reported in Column 2 includes 4,895.3328 Restricted Stock Units and 4,592 shares of common stock.

2. The stock options become exercisable in three equal annual installments beginning on the first anniversary of the date of grant. The option was granted on February 16, 2023.

3. The stock options become exercisable in three equal annual installments beginning on the first anniversary of the date of grant. The option was granted on March 1, 2024.

4. The stock options become exercisable in three equal annual installments beginning on the first anniversary of the date of grant. The option was granted on March 1, 2025.

	/s/ Michele Nelson, as Attorney-in-Fact	07/02/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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