Trust tied to Vertex (VERX) insider buys 397,740 Class A shares

Rhea-AI Filing Summary

Vertex, Inc. insider Jeffrey Westphal reported indirect open-market purchases totaling 397,740 shares of Class A Common Stock through The 2009 Jeffrey R. Westphal Generation Skipping Trust. The trust bought 247,740 shares at a weighted average price of $13.0825 on February 13, 2026, and 150,000 shares at $12.5349 on February 17, 2026.

Following these transactions, the trust held 397,740 Class A shares and 1,125,927 Class B shares, while Westphal also held 7,895 Class A and 388,000 Class B shares directly. The Class B Common Stock is convertible into Class A on a one-to-one basis and will automatically convert upon transfer, subject to certain exceptions, or if its voting power falls below 10% of the combined voting power of all outstanding common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Westphal Jeffrey

(Last) (First) (Middle)

C/O VERTEX, INC.

2301 RENAISSANCE BLVD

(Street)

KING OF PRUSSIA PA 19406

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vertex, Inc. [ VERX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	02/13/2026		P		247,740	A	$13.0825(1)	247,740	I	By The 2009 Jeffrey R. Westphal Generation Skipping Trust
Class A Common Stock	02/17/2026		P		150,000	A	$12.5349(2)	397,740	I	By The 2009 Jeffrey R. Westphal Generation Skipping Trust
Class A Common Stock								7,895	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	1,125,927		1,125,927	I	By The 2009 Jeffrey R. Westphal Generation Skipping Trust
Class B Common Stock	(3)							(3)	(3)	Class A Common Stock	388,000		388,000	D

Explanation of Responses:

1. The shares of Class A Common Stock were purchased in multiple transactions at prices ranging from $12.73 to $13.44 per share on February 13, 2026. The $13.0825 purchase price reported above is the weighted average purchase price. The Reporting Person undertakes to provide upon request by the Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.

2. The shares of Class A Common Stock were purchased in multiple transactions at prices ranging from $12.35 to $13.13 per share on February 17, 2026. The $12.5349 purchase price reported above is the weighted average purchase price. The Reporting Person undertakes to provide upon request by the Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.

3. The Class B Common Stock is convertible at any time at the option of the holder into one share of the Issuer's Class A Common Stock and has no expiration date. The Class B Common Stock will automatically convert into shares of the Issuer's Class A Common Stock on a one-to-one basis either (i) upon any transfer of the Class B Common Stock by the holder, whether or not for value, subject to certain exceptions or (ii) if the voting power of the Issuer's outstanding Class B Common Stock represents less than 10% of the combined voting power of all of the Issuer's outstanding common stock.

Remarks:

By virtue of being party to a certain Third Amended and Restated Stockholders' Agreement (the "Stockholders'Agreement"), the Reporting Person may be deemed to be a member of a "group" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), with respect to the securities reported herein with the other parties who are bound by the Stockholders'Agreement, which such "group" beneficially owns, in the aggregate, in excess of 10% of the outstanding shares of common stock of the Issuer. The Reporting Person disclaims beneficial ownership of any securities owned by any of the other signatories to the Stockholders'Agreement and the filing of this Form 4 shall not be deemed an admission, for purposes of Section 16 of the Exchange Act or otherwise, that the Reporting Person and any other person or persons constitute a "group" for purposes of Section 13(d)(3) of the Exchange Act or Rule 13d-5 thereunder. The Reporting Person does not have any pecuniary interest in any of the securities beneficially owned by any of the other signatories to the Stockholders'Agreement.

	/s/ Anton Pamer, Attorney-in-Fact	02/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did VERX report for Jeffrey Westphal?

Vertex, Inc. reported that a trust associated with Jeffrey Westphal bought 397,740 Class A shares. The 2009 Jeffrey R. Westphal Generation Skipping Trust executed open-market purchases on February 13 and 17, 2026, increasing its indirect ownership position in Vertex.

How many Vertex (VERX) shares did the Westphal trust buy and at what prices?

The Westphal trust acquired 247,740 Class A shares at a $13.0825 weighted average and 150,000 shares at $12.5349. Both purchases were made in multiple open-market trades, with detailed price breakdowns available upon request from the reporting person.

What is Jeffrey Westphal’s indirect and direct ownership in Vertex (VERX) after the Form 4?

After the reported trades, the trust held 397,740 Class A and 1,125,927 Class B shares indirectly. Jeffrey Westphal also held 7,895 Class A and 388,000 Class B shares directly, reflecting both trust-based and personal ownership stakes in Vertex.

How is Vertex (VERX) Class B Common Stock related to Class A shares?

Vertex Class B Common Stock is convertible into Class A on a one-to-one basis with no expiration. It also automatically converts to Class A upon transfer, subject to certain exceptions, or if Class B voting power falls below 10% of total common voting power.

Were the recent VERX insider purchases made in the open market?

Yes. The Form 4 states the Class A purchases were open-market transactions by the Westphal trust. Prices ranged from $12.73 to $13.44 on February 13 and $12.35 to $13.13 on February 17, with weighted averages reported in the filing.