SEC Form 4 · accession 0001193125-26-368023
VTEX · NYSE: VTEX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andre Spolidoro Ferreira Gomes
Officer — Chief Strategy Officer
Period of report
Aug 26, 2026
Accepted (ET)
Aug 26, 2026 · 3:48 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 | Aug 26, 2026 | C | 6,875 | — | A | 305,306 | D | |
| Class A Common SharesF1 | Aug 26, 2026 | C | 6,875 | — | A | 312,181 | D | |
| Class A Common Shares | Aug 26, 2026 | J | 3,350 | $4.39 | A | 308,831 | D | |
| Class A Common Shares | holding | — | — | — | 33,400 | I | By Botsmark LLC |
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,F3 | — | Aug 26, 2026 | C | 6,875 | D | — | — | Class A Common Shares | 6,875 | 34,375 | D |
| Restricted Stock UnitF1,F4 | — | Aug 26, 2026 | C | 6,875 | D | — | — | Class A Common Shares | 6,875 | 61,875 | 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.
- F2Reflects shares of Class A common stock withheld to cover tax withholding obligations in connection with the vesting restricted stock units reported herein
- F3Represents RSUs, 25% of which vested on November 1, 2024, and the remaining amount of which vests in tranches of 6.25% every three (3) months thereafter
- F4Represents RSUs, 25% of which vested on November 1, 2025, and the remaining amount of which vests in tranches of 6.25% 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.