SEC Form 4 · accession 0001193125-26-372367

VTEX · NYSE: VTEX

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

de Faria Mariano Gomide

Officer — Chief Executive Officer

Period of report

Aug 26, 2026

Accepted (ET)

Aug 28, 2026 · 8:37 am 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 Shares^F1	Aug 26, 2026	C	17,187	—	A	618,984	D
Class A Common Shares^F1	Aug 26, 2026	C	17,187	—	A	636,171	D
Class A Common Shares	Aug 26, 2026	J	12,392	$4.39	D	623,779	D
Class A Common Shares	holding	—	—		—	14,100	I	By Class M
Class A Common Shares	holding	—	—		—	913,929	I	By Mira Limited

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Unit^F1,F3	—	Aug 26, 2026	C	17,187	D	—	—	Class A Common Shares	17,187	85,938	D
Restricted Stock Unit^F1,F4	—	Aug 26, 2026	C	17,187	D	—	—	Class A Common Shares	17,187	154,688	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.