Vertex (VERX) general counsel converts RSUs and withholds shares for tax

Rhea-AI Filing Summary

Vertex, Inc. general counsel Rowland Bryan T.R. reported equity transactions involving Class A Common Stock on February 10, 2026. A fully vested restricted stock unit award covering 4,088 shares was exercised, converting into the same number of Class A shares at $0 per share.

To cover tax obligations related to this equity event, 1,341 Class A shares were withheld and disposed of at $14.88 per share. Following these transactions, the reporting person directly owned 3,339 Class A shares, which include 460 shares acquired through the company’s Employee Stock Purchase Plan.

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^*

Rowland Bryan T.R.

(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)
	GENERAL COUNSEL

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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	02/10/2026		M		4,088	A	$0	4,680(1)	D
Class A Common Stock	02/10/2026		F		1,341	D	$14.88	3,339	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	(2)	02/10/2026		M			4,088	(3)	(3)	Class A Common Stock	4,088	$0	0	D

Explanation of Responses:

1. Includes 460 shares acquired through the Company's Employee Stock Purchase Plan.

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

3. This restricted stock unit award is fully vested.

	/s/ Lisa Coleman, Attorney-in-Fact	02/12/2026
	** 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 Vertex (VERX) report for its general counsel?

Vertex’s general counsel exercised a fully vested restricted stock unit award for 4,088 Class A shares, then had 1,341 shares withheld to satisfy tax obligations. After these transactions, the reporting person directly owned 3,339 Class A shares in Vertex, including shares from the Employee Stock Purchase Plan.

How many Vertex (VERX) RSUs were converted into Class A Common Stock?

A total of 4,088 restricted stock units were converted into 4,088 shares of Vertex Class A Common Stock at an exercise price of $0 per share. Each restricted stock unit represented the right to receive one share of Class A Common Stock upon vesting and settlement.

Why were 1,341 Vertex (VERX) shares disposed of in this Form 4 filing?

The 1,341 Class A shares were disposed of to satisfy tax withholding obligations related to the restricted stock unit conversion. This was reported under transaction code F, which indicates payment of tax liability by delivering or withholding securities instead of an open-market sale.

How many Vertex (VERX) shares does the insider own after the reported transactions?

After the reported equity transactions, the insider directly owns 3,339 shares of Vertex Class A Common Stock. This total includes 460 shares acquired through the company’s Employee Stock Purchase Plan, as indicated in the footnotes accompanying the Form 4 insider filing.

What role does the reporting person hold at Vertex (VERX)?

The reporting person serves as Vertex’s general counsel, an executive officer role responsible for legal affairs. The Form 4 confirms officer status and reports equity transactions in the company’s Class A Common Stock and restricted stock units held in a direct ownership capacity.

Were the Vertex (VERX) restricted stock units fully vested before conversion?

Yes, the restricted stock unit award was fully vested before conversion into Class A Common Stock. A footnote clarifies that this RSU award was fully vested, and each unit represented a contingent right to receive one share of Vertex’s Class A Common Stock upon settlement.