Leib Ryan J 4

What Happened

• Ryan J. Leib, Chief Accounting Officer of Vertex (VERX), had 4,019 restricted stock units (RSUs) convert into 4,019 shares on 2026-01-30 (reported on Form 4).
• Of those shares, 1,359 were withheld to satisfy tax withholding at $18.55 per share, generating proceeds of $25,209 (tax-withholding disposition). The RSUs converted at an exercise/conversion price of $0.00 (no cash purchase price).
• Net shares issued to Leib from this conversion: 4,019 − 1,359 = 2,660 shares retained.

Key Details

• Transaction date: 2026-01-30; filing date: 2026-02-03 (filed within the required two business days — timely).
• Conversion/Exercise entry: 4,019 shares @ $0.00 (code M — exercise/conversion of derivative/RSUs).
• Tax withholding/disposition entry: 1,359 shares @ $18.55 = $25,209 (code F — shares surrendered/withheld to cover taxes).
• Net shares received by the insider: 2,660 shares.
• Footnotes: F1 notes 460 shares acquired through the company’s Employee Stock Purchase Plan; F2 clarifies each RSU equals one share upon settlement; F3 states the remaining RSUs vest in two equal installments on Feb 1, 2027 and Feb 1, 2028 and have no expiration date.
• The filing does not indicate a 10b5-1 plan or a gift; this activity appears to be routine RSU vesting with tax withholding.

Context

• This was a conversion/settlement of RSUs (derivative to common stock). The $0.00 conversion price means the shares were issued upon vesting rather than bought.
• Withholding of shares to satisfy tax obligations is common with RSU settlements and is not the same as an open-market sale of newly acquired shares.
• Purchases or conversions (like RSU vesting) are often more informative about insider exposure than routine withholding; however, the filing alone does not indicate the insider’s broader trading intent.