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VTEX (NYSE: VTEX) shareholders approve 2025 accounts and reappoint PwC at AGM

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6-K

Rhea-AI Filing Summary

VTEX reported the results of its 2026 annual general meeting of shareholders. Shareholder participation was very high, with 61,671,652 Class A shares and 80,356,730 Class B shares represented, corresponding to 96.82% of the company’s voting power.

Shareholders ratified and approved the financial statements and auditor’s report for the year ended December 31, 2025, with 865,074,798 votes for, 33,300 against, and 130,854 abstentions. They also approved the appointment of PricewaterhouseCoopers Auditores Independentes Ltda. as independent auditor for the year ending December 31, 2026, with 865,235,926 votes for, 737 against, and 2,289 abstentions.

Positive

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Negative

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Voting power represented 96.82% Voting power present at 2026 AGM
Class A shares represented 61,671,652 shares Class A participation at 2026 AGM
Class B shares represented 80,356,730 shares Class B participation at 2026 AGM
Votes for 2025 financial statements 865,074,798 votes Proposal to ratify 2025 financials
Votes against 2025 financial statements 33,300 votes Proposal to ratify 2025 financials
Votes for 2026 PwC appointment 865,235,926 votes Appointment of PwC as 2026 auditor
Votes against 2026 PwC appointment 737 votes Appointment of PwC as 2026 auditor
annual general meeting of shareholders financial
"announced today that the following matters were approved in its annual general meeting of shareholders"
independent registered public accounting firm financial
"as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
forward-looking statements financial
"This announcement contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
voting power financial
"which indicates 96.82% of the voting power of our share capital was represented"
Voting power is the ability shareholders have to influence a company's major decisions—like electing the board, approving mergers, or changing corporate rules—based on the voting rights attached to the shares they hold. For investors it matters because greater voting power is like holding more keys to a building: it gives you a stronger say over management choices and the company’s strategy, which can affect future value and risk.
fiscal year financial
"for the fiscal year ended December 31, 2025"
A fiscal year is a 12-month period that companies and governments use for financial planning and reporting, which might not match the calendar year (January to December). It’s like a school year that starts in one month and ends in another—helping organizations track their income, expenses, and budgets over a specific period.
Form 6-K: How Foreign Companies Report to the SEC →

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of May 2026.

 

Commission File Number 001-40626

 

VTEX

(Exact name of registrant as specified in its charter)

 

 

N/A

(Translation of registrant’s name into English)

 

Harbour Place, 103 South Church Street

Grand Cayman, KY1-1002

Cayman Islands

(Address of principal executive office)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

 

Form 20-F ☒ Form 40-F ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

VTEX Announces the Results of its 2026 Annual General Meeting of Shareholders

 

NEW YORK, May 26, 2026 – VTEX (NYSE: VTEX), the backbone for connected commerce, announced today that the following matters were approved in its annual general meeting of shareholders (“AGM”) held on May 26, 2026:

1.
Proposal No. 1: the ratification and approval of financial statements and the auditor’s report for the fiscal year ended December 31, 2025.
2.
Proposal No. 2: the appointment of PricewaterhouseCoopers Auditores Independentes Ltda. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

61,671,652 Class A shares and 80,356,730 Class B shares were represented at the AGM, in person or by proxy, which indicates 96.82% of the voting power of our share capital was represented.

AGM Results

The detailed results of the AGM were as follows:

1. The ratification and approval of financial statements and the auditor’s report for the fiscal year ended December 31, 2025.

FOR

% FOR

AGAINST

% AGAINST

ABSTAIN

% ABSTAIN

865,074,798

99.98%

33,300

0.00%

130,854

0.02%

 

2. The appointment of PricewaterhouseCoopers Auditores Independentes Ltda. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

FOR

% FOR

AGAINST

% AGAINST

ABSTAIN

% ABSTAIN

865,235,926

100.00%

737

0.00%

2,289

0.00%

 

Final voting results on all matters voted on at the AGM will be filed on VTEX’s profile on EDGAR at www.sec.gov.

About VTEX

VTEX (NYSE: VTEX) is the AI-native commerce suite designed for CIOs and CEOs, focused on driving operational efficiency. Evolving from software into a connected platform, VTEX unifies a multi-product ecosystem—comprising a Commerce platform (VTEX Commerce Platform), an Ads platform (VTEX Ads Platform), and an AI conversational platform (VTEX CX Platform)—to deliver solutions such as B2C Omnichannel, B2B commerce, agent-assisted customer service, WhatsApp Store, distributed OMS, marketplace enablement, and advertising solutions. This architecture enables brands and retailers to eliminate friction, orchestrate operations, and accelerate profitable growth.

Trusted by approximately 2,200 customers—including Carrefour, Colgate, OBI, Stanley Black & Decker, KitchenAid, Whirlpool, and Electrolux—across 44 countries, VTEX brings the best of Brazilian engineering to the global market. For more information, visit www.vtex.com.

 

 

Forward-looking Statements

This announcement contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements contained herein that are not clearly historical in nature, including statements about the VTEX strategies and business plans, are forward-looking, and the words “anticipate,” “believe,” “continues,” “expect,” “estimate,” “intend,” ”strategy,” “project,” “target” and similar expressions and future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “can,” “may,” or similar expressions are generally intended to identify forward-looking statements.

VTEX may also make forward-looking statements in its periodic reports filed with the U.S. Securities and Exchange Commission, or the SEC, in press releases and other written materials and in oral statements made by its officers and directors. These forward-looking statements speak only as of the date they are made and are based on the VTEX’s current plans and expectations and are subject to a number of known and unknown uncertainties and risks, many of which are beyond VTEX’s control. A number of factors and risks could cause actual results to differ materially from those contained in any forward-looking statement. Further information regarding these and other risks is included in VTEX filings with the SEC.

As a consequence, current plans, anticipated actions and future financial position and results of operations may differ significantly from those expressed in any forward-looking statements in this announcement. You are cautioned not to unduly rely on such forward-looking statements when evaluating the information presented as there is no guarantee that expected events, trends or results will actually occur. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information or future events or for any other reason.

This announcement may also contain estimates and other information concerning our industry that are based on industry publications, surveys and forecasts. This information involves a number of assumptions and limitations, and we have not independently verified the accuracy or completeness of the information.

VTEX IR Contact

Julia Vater Fernández

VP of Investor Relations

investors@vtex.com

 

SIGNATURES


 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized.


 

Date: May 26, 2026


 

VTEX

 

By: /s/ Ricardo Camatta Sodre

Name: Ricardo Camatta Sodre

Title: Chief Financial Officer



 

Source: View Original Filing on SEC EDGAR

FAQ

What did VTEX (VTEX) announce in its May 2026 Form 6-K?

VTEX announced the results of its 2026 annual general meeting of shareholders. Investors approved the 2025 financial statements and auditor’s report and confirmed the appointment of PricewaterhouseCoopers as independent auditor for the 2026 fiscal year, reflecting broad shareholder support for governance items.

Were VTEX (VTEX) 2025 financial statements approved at the 2026 AGM?

Yes, shareholders ratified and approved VTEX’s financial statements and auditor’s report for the year ended December 31, 2025. The resolution received 865,074,798 votes for, 33,300 against, and 130,854 abstentions, indicating very strong backing for the company’s reported 2025 financial results and audit.

Which audit firm did VTEX (VTEX) shareholders appoint for fiscal year 2026?

Shareholders appointed PricewaterhouseCoopers Auditores Independentes Ltda. as VTEX’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The proposal received 865,235,926 votes for, 737 against, and 2,289 abstentions, signaling near-unanimous support for retaining this audit firm.

What was shareholder turnout at VTEX (VTEX) 2026 annual general meeting?

Turnout at VTEX’s 2026 annual general meeting was very high. A total of 61,671,652 Class A shares and 80,356,730 Class B shares were represented in person or by proxy, corresponding to 96.82% of the company’s total voting power being present for the meeting’s decisions.

Does the VTEX (VTEX) Form 6-K include forward-looking statements?

Yes, the report includes forward-looking statements regarding VTEX’s strategies and business plans. It explains such statements involve risks and uncertainties and directs readers to VTEX’s SEC filings for further discussion of factors that could cause actual results to differ materially.