do Carmo Thomaz Junior Geraldo 4

What Happened

• Geraldo do Carmo Thomaz Jr., CEO of VTEX (NYSE: VTEX), sold 4,808 Class A shares in an open-market transaction on May 7, 2026 at a weighted average price of $4.01 for total proceeds of about $19,280.
• On April 29, 2026 the reporting person converted 125,000 Class B common shares into 125,000 Class A common shares (recorded as a derivative conversion at $0.00 per share). Under the issuer’s rules each Class B share converts one-for-one into a Class A share (see footnote F1).

Key Details

• Sale date and price: 5/7/2026 — 4,808 shares sold at a weighted avg $4.01 (range $4.00–$4.03) for ~$19,280 (F3).
• Conversion date: 4/29/2026 — 125,000 Class B → Class A conversion recorded at $0.00 (derivative conversion) (F1, F4).
• Sale executed under a pre-arranged Rule 10b5-1 trading plan adopted Oct 11, 2025 (F2).
• Report filed 5/11/2026 covering transactions with period ending 4/29/2026; issuer is a foreign private issuer, so these transactions are exempt from Sections 16(b) and 16(c) of the Exchange Act (Remarks).
• Reported holdings include a large Class B position transferred from Itacare Corporation (13,280,668 Class B shares referenced in F5). See the full Form 4 for the exact “shares owned after transaction” totals.

Context

• The small open-market sale (~$19k) appears to be a routine sale under a 10b5-1 plan rather than an opportunistic one-off trade; 10b5-1 plans are pre-arranged and commonly used to avoid timing issues.
• The conversion of Class B to Class A is a structural share-class event (one-for-one conversion) and did not involve cash. This is distinct from a purchase or sale and simply changes share class reporting.