[144] VTEX SEC Filing

Rhea-AI Filing Summary

VTEX filed a Form 144 notifying the market of a proposed sale of 65,489 common shares with an aggregate market value of $282,257.59. The sale is scheduled to occur on 08/11/2025 on the NYSE through Morgan Stanley Smith Barney LLC. The filing shows these shares were originally acquired as founders shares on 10/25/2019 and reports the issuer has 103,947,244 shares outstanding, making this a disclosure of an insider sale.

The Form also lists multiple recent 10b5-1 sales by "SIGNO INV TECH CO LTD" between May and August 2025 (including sales of 100; 6,250; and several 8,173-share transactions), indicating ongoing plan-based dispositions. The filing does not provide a date for adoption of any 10b5-1 plan or a stated reason for the proposed sale.

Positive

• Clear disclosure of proposed sale: 65,489 shares and aggregate market value $282,257.59 are specified
• Execution through major broker: Morgan Stanley Smith Barney LLC is named as the broker, indicating an institutional execution channel
• Founders shares identified: The shares were acquired as founders shares on 10/25/2019, which is explicitly disclosed
• Prior 10b5-1 activity listed: Multiple 10b5-1 sales between May and August 2025 are recorded, showing consistent plan-based sales activity

Negative

• No plan adoption date provided: The filing does not state the date the 10b5-1 plan was adopted or when instructions were given
• No stated reason for the sale: The filing does not explain the purpose of the proposed sale or use of proceeds
• Additional shares entering the market: The proposed sale on 08/11/2025 will add 65,489 shares to public trading

Insights

Securities Analyst

TL;DR: Scheduled insider sale of 65,489 VTEX shares via major broker; prior 10b5-1 activity shows systematic disposals.

The filing is a routine disclosure under Rule 144: it notifies the market that an insider or related person intends to sell 65,489 common shares valued at $282,257.59 on 08/11/2025 on the NYSE through Morgan Stanley Smith Barney LLC. The shares were acquired as founders shares on 10/25/2019. The record of multiple 10b5-1 transactions by SIGNO INV TECH CO LTD between May and August 2025 suggests sales are part of an established trading approach rather than an ad hoc disposition. The filing omits the plan adoption date, limiting clarity on when pre-clearance occurred.

Corporate Governance Expert

TL;DR: Disclosure is procedurally complete but lacks plan-adoption date; prior 10b5-1 sales provide context on selling behavior.

This Form 144 documents a proposed sale of 65,489 shares and lists multiple recent 10b5-1 sales by SIGNO INV TECH CO LTD, which is relevant to governance and insider-transactions transparency. The shares were founders shares acquired on 10/25/2019, and the filing names the executing broker and exchange. The absence of an explicit plan adoption or instruction date reduces traceability of the trading plan timeline, which is useful for assessing compliance with pre-established trading policies.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	65489	282257.59	103947244	08/11/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	10/25/2019	Founders Shares	Issuer			65489	10/25/2019	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for SIGNO INV TECH CO LTD Harbour Place, 103 South Church Street Grand Cayman E9 KY1-1002	Common	08/06/2025	100	600.00
10b5-1 Sales for SIGNO INV TECH CO LTD Harbour Place, 103 South Church Street Grand Cayman E9 KY1-1002	Common	08/04/2025	6250	36810.39
10b5-1 Sales for SIGNO INV TECH CO LTD Harbour Place, 103 South Church Street Grand Cayman E9 KY1-1002	Common	07/28/2025	8173	51026.59
10b5-1 Sales for SIGNO INV TECH CO LTD Harbour Place, 103 South Church Street Grand Cayman E9 KY1-1002	Common	07/21/2025	8173	51490.85
10b5-1 Sales for SIGNO INV TECH CO LTD Harbour Place, 103 South Church Street Grand Cayman E9 KY1-1002	Common	07/14/2025	8173	50486.64
10b5-1 Sales for SIGNO INV TECH CO LTD Harbour Place, 103 South Church Street Grand Cayman E9 KY1-1002	Common	07/07/2025	8173	52772.34
10b5-1 Sales for SIGNO INV TECH CO LTD Harbour Place, 103 South Church Street Grand Cayman E9 KY1-1002	Common	06/30/2025	8173	53866.33
10b5-1 Sales for SIGNO INV TECH CO LTD Harbour Place, 103 South Church Street Grand Cayman E9 KY1-1002	Common	06/23/2025	8173	52750.95
10b5-1 Sales for SIGNO INV TECH CO LTD Harbour Place, 103 South Church Street Grand Cayman E9 KY1-1002	Common	06/16/2025	8173	54359.83
10b5-1 Sales for SIGNO INV TECH CO LTD Harbour Place, 103 South Church Street Grand Cayman E9 KY1-1002	Common	06/09/2025	8173	54000.60
10b5-1 Sales for SIGNO INV TECH CO LTD Harbour Place, 103 South Church Street Grand Cayman E9 KY1-1002	Common	06/02/2025	8173	51734.66
10b5-1 Sales for SIGNO INV TECH CO LTD Harbour Place, 103 South Church Street Grand Cayman E9 KY1-1002	Common	05/27/2025	8173	53832.28
10b5-1 Sales for SIGNO INV TECH CO LTD Harbour Place, 103 South Church Street Grand Cayman E9 KY1-1002	Common	05/19/2025	8173	51198.04
10b5-1 Sales for SIGNO INV TECH CO LTD Harbour Place, 103 South Church Street Grand Cayman E9 KY1-1002	Common	05/12/2025	8173	50069.28

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does VTEX's Form 144 disclose?

The filing discloses a proposed sale of 65,489 common shares valued at $282,257.59, to be sold on 08/11/2025 on the NYSE through Morgan Stanley Smith Barney LLC.

Who acquired the shares and when were they acquired?

The shares were acquired as founders shares on 10/25/2019, as stated in the filing.

Does the filing show prior sales by the same holder?

Yes. The filing lists multiple 10b5-1 sales by SIGNO INV TECH CO LTD between May and August 2025, including transactions of 100, 6,250, and several 8,173-share sales.

Is the 10b5-1 plan adoption date provided in the filing?

No. The filing does not provide a date for the adoption of a 10b5-1 plan or the date instructions were given.

How many shares are outstanding according to the filing?

The filing reports 103,947,244 shares outstanding for the issuer.