Vertex (VERX) CAO exercises RSUs and withholds shares to cover tax

Rhea-AI Filing Summary

Vertex, Inc. Chief Accounting Officer Ryan J. Leib reported equity award activity involving restricted stock units and Class A common shares. He acquired 4,035 and 2,313 shares of Class A common stock on February 20, 2026 through exercises of restricted stock units at a price of $0.00 per share. To cover tax obligations, 1,263 and 782 shares of Class A common stock were disposed of at $12.74 per share as share-withholding transactions, not open-market sales. Following these transactions, he directly owned 7,423 Class A common shares. Remaining restricted stock units are scheduled to vest in equal installments through February 2029.

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

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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^*

Leib Ryan J

(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
X	Officer (give title below)		Other (specify below)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		M		4,035	A	$0	7,155	D
Class A Common Stock	02/20/2026		F		1,263	D	$12.74	5,892	D
Class A Common Stock	02/20/2026		M		2,313	A	$0	8,205	D
Class A Common Stock	02/20/2026		F		782	D	$12.74	7,423	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
Restricted Stock Units	(1)	02/20/2026		M			4,035	(2)	(2)	Class A Common Stock	4,035	$0	8,071	D
Restricted Stock Units	(1)	02/20/2026		M			2,313	(3)	(3)	Class A Common Stock	2,313	$0	6,941	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.

2. The remaining restricted stock units that will vest in two equal installments on each of February 22, 2027 and February 22, 2028 and have no expiration date.

3. The remaining restricted stock units that will vest in three equal installments on each of February 20, 2027, February 20, 2028 and February 20, 2029 and have no expiration date.

	/s/ Lisa Coleman, Attorney-in-Fact	02/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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FAQ

What insider transactions did Vertex (VERX) report for Ryan J. Leib?

Vertex reported that Chief Accounting Officer Ryan J. Leib exercised restricted stock units into Class A common stock and had some shares withheld to cover taxes. These were equity award-related transactions, not open-market purchases or sales, and adjusted his direct ownership stake accordingly.

How many Vertex (VERX) shares did Ryan J. Leib acquire and dispose of?

Ryan J. Leib acquired 4,035 and 2,313 shares of Vertex Class A common stock through equity award exercises. To satisfy tax obligations, 1,263 and 782 shares were disposed of via share withholding, with the remaining shares increasing his directly held position after the transactions.

At what prices were Ryan J. Leib’s Vertex (VERX) transactions reported?

The Class A common stock received from restricted stock units was acquired at a reported price of $0.00 per share, reflecting equity awards. Shares withheld to cover tax liabilities were reported at $12.74 per share, indicating the value used for the withholding transactions, not open-market trading prices.

How many Vertex (VERX) shares does Ryan J. Leib own after these transactions?

After completing the reported equity award exercises and tax-withholding dispositions, Ryan J. Leib directly owned 7,423 shares of Vertex Class A common stock. This figure reflects his updated direct ownership following all the February 20, 2026 transactions described in the insider report.

What are the vesting terms of Ryan J. Leib’s remaining Vertex (VERX) restricted stock units?

Some of Ryan J. Leib’s remaining restricted stock units will vest in two equal installments on February 22, 2027 and February 22, 2028. Another block will vest in three equal installments on February 20, 2027, February 20, 2028, and February 20, 2029, with no stated expiration date.

Do Ryan J. Leib’s Vertex (VERX) transactions indicate open-market buying or selling?

The transactions reflect exercises of restricted stock units and share withholding for tax liabilities, not open-market buying or selling. Shares acquired at $0.00 per share came from equity awards, while dispositions at $12.74 per share were specifically for payment of tax obligations using company stock.