DeStefano David 4

4 · Vertex, Inc. · Filed Feb 24, 2026

AI-generated summary of this filing

Updated Feb 24, 2026

Vertex (VERX) Director David DeStefano Converts RSUs; 36k Shares Withheld

What Happened

David DeStefano, a Director of Vertex, converted/ exercised derivative awards on February 20, 2026 into a total of 113,541 common shares (two conversions: 69,527 and 44,014 shares) reported at $0.00 per share. To cover tax withholding, 36,228 of those shares were surrendered (disposed) at $12.74 per share, totaling $461,545. Net shares delivered to the reporting person were 77,313 (113,541 converted − 36,228 withheld).
The surrender of shares to satisfy tax liability is reported under code F; the conversions are reported under code M (exercise/conversion of derivative). No cash exercise price was reported for the conversions.

Key Details

Transaction date: February 20, 2026; filing date: February 24, 2026 (filed on the Form 4 within the required two business days).
Conversion amounts: 69,527 and 44,014 shares (total 113,541) reported at $0.00. Tax withholding: 23,705 shares and 12,523 shares (total 36,228) at $12.74, totaling $461,545.
Net shares received after withholding: 77,313.
Shares owned after the transaction: not specified in the Form 4 disclosure.
Footnotes of note:
- F1: Includes 84 shares from the company Employee Stock Purchase Plan (ESPP).
- F2: Some securities are held in trusts for the reporting person’s adult children (spouse is trustee).
- F3–F5: Explain that each restricted stock unit (RSU) converts to one share; remaining RSUs vest on stated future dates (annual installments through 2027–2029) and have no expiration.
Filing timeliness: Reported timely (Feb 24 filing for Feb 20 transaction).

Context

This appears to be a routine conversion/vesting of restricted stock units with shares withheld to satisfy tax withholding — a common, administrative insider transaction rather than an open-market purchase or sale. Code M indicates exercise/conversion of derivatives; code F indicates shares surrendered to cover taxes. These types of filings typically reflect compensation vesting and associated tax withholding rather than an active buy/sell decision.

Form 4

Period: 2026-02-20

Director

Transactions

Exercise/Conversion
Class A Common Stock
[F1]
2026-02-20+69,527→ 1,136,198 total
Tax Payment
Class A Common Stock
2026-02-20$12.74/sh−23,705$302,002→ 1,112,493 total
Exercise/Conversion
Class A Common Stock
2026-02-20+44,014→ 1,156,507 total
Tax Payment
Class A Common Stock
2026-02-20$12.74/sh−12,523$159,543→ 1,143,984 total
Exercise/Conversion
Restricted Stock Units
[F3][F4]
2026-02-20−69,527→ 139,055 total
→ Class A Common Stock (69,527 underlying)
Exercise/Conversion
Restricted Stock Units
[F3][F5]
2026-02-20−44,014→ 132,043 total
→ Class A Common Stock (44,014 underlying)

Holdings

Footnotes (5)

[F1]Includes 84 shares acquired through the Company's Employee Stock Purchase Plan.
[F2]Represents securities held by individual trusts for the benefit of the Reporting Person's three adult children. The Reporting Person's spouse serves as a trustee of each such trust.
[F3]Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.
[F4]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.
[F5]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.

Signature

/s/ Lisa Coleman, Attorney-in-Fact|2026-02-24

1 file