Gomide de Faria Mariano 4

4 · VTEX · Filed Jun 3, 2026

AI-generated summary of this filing

Updated Jun 3, 2026

VTEX CEO Gomide de Faria Mariano Receives RSUs, Sells 4,808

What Happened

VTEX CEO Gomide de Faria Mariano had restricted stock units (RSUs) vest and converted into Class A common shares on May 29, 2026 (reported as conversion of derivative securities). Some of the vested shares were withheld to cover tax obligations (12,392 shares withheld, value $48,453). Under a Rule 10b5-1 trading plan, Mariano sold 4,808 shares on June 1, 2026 at an average price of about $4.00 per share for proceeds of $19,232. The RSU conversions are reported as $0 derivative conversions because they were transfers of contingent awards into common stock.

Key Details

Conversion / vesting date(s): May 29, 2026 — reported conversions of RSUs (entries of 17,188 shares in the filing).
Tax withholding: 12,392 shares withheld to satisfy taxes related to the vesting (value reported $48,453).
Sale: June 1, 2026 — 4,808 shares sold; weighted average price reported about $4.00 (filing notes sales occurred in $4.00–$4.01 range), total proceeds ~$19,232. Sale executed under a Rule 10b5-1 trading plan (adopted Oct 11, 2025).
Shares owned after transaction: not specified in this filing.
Vesting schedule notes: filings reference RSU schedules (initial 25% vesting then quarterly tranches) for the awards.
Regulatory note: VTEX is a foreign private issuer; these transactions are exempt from Sections 16(b) and 16(c) of the Exchange Act per the filing.

Context

These were primarily vesting RSU conversions (awarded shares converted 1-for-1 to Class A stock) with shares withheld to cover tax withholding — a routine administrative outcome of vesting. The small open-market sale was pre-planned under a 10b5-1 plan, not necessarily an ad hoc disposition. The filing does not indicate any late reporting.

Form 4

Period: 2026-05-29

VTEXNYSE: VTEX

Chief Executive Officer

Transactions

Conversion
Class A Common Shares
[F1]
2026-05-29+17,188→ 597,001 total
Conversion
Class A Common Shares
[F1]
2026-05-29+17,188→ 614,189 total
Other
Class A Common Shares
[F2]
2026-05-29$3.91/sh+12,392$48,453→ 601,797 total
Sale
Class A Common Shares
[F3][F4]
2026-06-01$4.00/sh−4,808$19,232→ 137,393 total(indirect: By IRA)
Conversion
Restricted Stock Unit
[F1][F5]
2026-05-29−17,188→ 103,125 total
→ Class A Common Shares (17,188 underlying)
Conversion
Restricted Stock Unit
[F1][F6]
2026-05-29−17,188→ 171,875 total
→ Class A Common Shares (17,188 underlying)

Holdings

Footnotes (6)

[F1]Each Restricted Stock Unit ("RSUs") represents a contingent right to receive shares of Issuer Class A common stock on a one-for-one basis.
[F2]Reflects shares of Class A common stock withheld to cover tax withholding obligations in connection with the vesting restricted stock units reported herein
[F3]Represents sales effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person on October 11, 2025.
[F4]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from USD $4.00 to USD $4.01, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
[F5]Represents 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
[F6]Represents 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.

Signature

/s/ Mariano Gomide de Faria|2026-06-03

1 file