Vertex (NASDAQ: VERX) CFO exercises RSUs, with 16,411 shares withheld for taxes

Rhea-AI Filing Summary

Vertex, Inc. chief financial officer John R. Schwab exercised restricted stock units into 30,305 shares of Class A Common Stock on February 23, 2026. To cover tax obligations, 16,411 shares were disposed of at $12.03 per share through a tax-withholding transaction. After these transactions, Schwab directly owned 132,271 shares of Class A Common Stock. Each restricted stock unit represents one share, and the remaining units from this award are scheduled to vest on February 23, 2027.

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^*

SCHWAB JOHN 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)
	CHIEF FINANCIAL OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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	02/23/2026		M		30,305	A	$0	148,682	D
Class A Common Stock	02/23/2026		F		16,411	D	$12.03	132,271	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)	02/23/2026		M			30,305	(2)	(2)	Class A Common Stock	30,305	$0	30,305	D

Explanation of Responses:

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

2. The remaining restricted stock units will vest on February 23, 2027 and have no expiration date.

	/s/ Lisa Coleman, Attorney-in-Fact	02/25/2026
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transactions did Vertex (VERX) report for its CFO on February 23, 2026?

Vertex reported its CFO John R. Schwab exercised 30,305 restricted stock units into Class A Common Stock. On the same date, 16,411 shares were disposed of at $12.03 per share to satisfy tax withholding obligations tied to the equity award settlement.

How many Vertex (VERX) shares does CFO John R. Schwab hold after this Form 4?

After these transactions, John R. Schwab directly owns 132,271 shares of Vertex Class A Common Stock. This figure reflects shares acquired from restricted stock unit conversion, net of the 16,411 shares disposed of to cover tax-related obligations.

What type of equity award did Vertex (VERX) CFO John R. Schwab exercise?

John R. Schwab exercised restricted stock units, each representing a contingent right to receive one share of Vertex’s Class A Common Stock. On February 23, 2026, 30,305 restricted stock units were converted into 30,305 Class A Common Stock shares at a price of $0.00 per share.

Why were some Vertex (VERX) shares disposed of in the CFO’s Form 4 filing?

The Form 4 shows 16,411 Vertex Class A Common Stock shares were disposed of at $12.03 per share. This transaction is coded “F,” indicating the shares were withheld to pay the exercise price or satisfy tax liabilities related to the restricted stock unit settlement.

When will the remaining Vertex (VERX) restricted stock units for the CFO vest?

The remaining restricted stock units for John R. Schwab will vest on February 23, 2027. According to the filing, these units have no expiration date and each unit corresponds to one share of Vertex’s Class A Common Stock upon vesting and settlement.

Does the Vertex (VERX) Form 4 indicate any open-market buying or selling by the CFO?

The Form 4 reflects derivative exercises and a tax-withholding disposition, not open-market trading. Shares were acquired through restricted stock unit conversion and a portion was disposed of under code “F” solely to cover exercise price or tax liabilities.