SCHWAB JOHN R 4
4 · Vertex, Inc. · Filed Feb 24, 2026
Research Summary
AI-generated summary of this filing
Vertex (VERX) CFO John Schwab Exercises RSUs; 18,232 Net Shares
What Happened
John R. Schwab, Chief Financial Officer of Vertex, had restricted stock units (RSUs) convert into common shares on February 20, 2026. A total of 39,766 RSUs converted to shares (23,888 + 15,878). To satisfy tax withholding, 21,534 shares were surrendered at $12.74 per share (value withheld $274,344), leaving a net issuance of 18,232 shares to Mr. Schwab (net value ≈ $232,272 at $12.74). This was a routine vesting/conversion event rather than an open‑market purchase or sale.
Key Details
- Transaction date: February 20, 2026; Form 4 filed February 24, 2026 (filed within the typical 2 business‑day window).
- Conversion totals: 39,766 shares converted from RSUs (reported as derivative conversion, code M).
- Tax withholding: 21,534 shares withheld (code F) at $12.74/share; total withheld value $274,344 (12,936 shares = $164,805; 8,598 shares = $109,539).
- Net shares issued to insider: 18,232 shares (≈ $232,272 at $12.74).
- Shares owned after transaction: not stated in the filing.
- Relevant footnotes: F1 = each RSU = right to one Class A share; F2/F3 = remaining RSUs vest in annual installments through 2027–2029 (see filing for exact schedules).
- Transaction codes: M = exercise/conversion of derivative (RSU conversion here); F = payment of tax liability via share withholding (common, cashless withholding).
Context
This filing reflects vested RSUs being converted into shares with a portion withheld to cover tax obligations — a routine corporate compensation event. Such withholding is not an open‑market sale by the insider and should be interpreted differently from discretionary insider selling or purchasing. No indication of gifts, 10% owner trades, or a 10b5‑1 plan was reported in this transaction.
Insider Transaction Report
- Exercise/Conversion
Class A Common Stock
2026-02-20+23,888→ 124,033 total - Tax Payment
Class A Common Stock
2026-02-20$12.74/sh−12,936$164,805→ 111,097 total - Exercise/Conversion
Class A Common Stock
2026-02-20+15,878→ 126,975 total - Tax Payment
Class A Common Stock
2026-02-20$12.74/sh−8,598$109,539→ 118,377 total - Exercise/Conversion
Restricted Stock Units
[F1][F2]2026-02-20−23,888→ 47,776 total→ Class A Common Stock (23,888 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F3]2026-02-20−15,878→ 47,635 total→ Class A Common Stock (15,878 underlying)
Footnotes (3)
- [F1]Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.
- [F2]The remaining restricted stock units will vest in two equal annual installments on each of February 22, 2027 and February 22, 2028 and have no expiration date.
- [F3]The remaining restricted stock units will vest in three equal annual installments on each of February 20, 2027, February 20, 2028 and February 20, 2029 and have no expiration date.