SEC Form 4 · accession 0001193125-26-296001
VTEX · NYSE: VTEX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Benoit Fouilland
Director
Period of report
Jul 1, 2026
Accepted (ET)
Jul 6, 2026 · 2:00 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001793663
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common SharesF1,F2 | Jul 1, 2026 | C | 972 | — | A | 10,937 | D | |
| Class A Common SharesF1,F3 | Jul 1, 2026 | C | 1,057 | — | A | 11,994 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF1,F2 | — | Jul 1, 2026 | C | 972 | D | — | — | Class A Common Shares | 972 | 3,886 | D |
| Restricted Stock UnitF1,F3 | — | Jul 1, 2026 | C | 1,057 | D | — | — | Class A Common Shares | 1,057 | 8,463 | D |
| Restricted Stock UnitF1,F4 | — | Jul 1, 2026 | J | 31,439 | A | — | — | Class A Common Shares | 31,439 | 31,439 | D |
| Stock OptionsF5 | $4.18 | Jul 1, 2026 | J | 31,439 | A | — | Jul 1, 2030 | Class A Common Shares | 31,439 | 31,439 | D |
Explanation of responses
- F1Each Restricted Stock Unit ("RSUs") represents a contingent right to receive shares of Issuer Class A common stock on a one-for-one basis.
- F2Represents RSUs. 8.33% of which vested on October 1, 2024, and the remaining amount of which vests in tranches of 8.33% every three (3) months thereafter
- F3Represents RSUs. 8.33% of which vested on October 1, 2025, and the remaining amount of which vests in tranches of 8.33% every three (3) months thereafter
- F4Represents RSUs granted on July 1, 2026, of which 8.33% will vest every three (3) months thereafter.
- F5Represents Stock Options granted on July 1, 2026, of which 8.33% will vest every three (3) months thereafter.
Remarks
Due to the Issuer's status as a foreign private issuer pursuant to Rule 3a12-3(b) under the Securities Exchange Act of 1934 (the "Act"), the reporting person's transactions in the Issuer's equity securities are exempt from Sections 16(b) and 16(c) of the Act.