VTEX CEO sells shares, converts Class B to Class A
VTEX Chief Executive Officer do Carmo Thomaz Junior Geraldo reported several equity moves.
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Form Type
4
Rhea-AI Filing Summary
VTEX Chief Executive Officer do Carmo Thomaz Junior Geraldo reported several equity moves. He converted 125,000 Class B Common Shares into Class A Common Shares at a conversion price of $0.00 per share and then sold 4,808 Class A Common Shares in an open-market sale at a weighted average price of $4.01 per share, executed under a Rule 10b5-1 Trading Plan.
Following these transactions, he holds 382,411 Class A Common Shares directly and additional Class A and Class B interests through entities including Signo Inv Tech Co Ltd and Imbetiba Parent Limited.
Insider Trade Summary 10b5-1
Exercise and sale activity reported; no spread calculated
Exercise and Sale
6 txns
Insider
do Carmo Thomaz Junior Geraldo
Role
Chief Executive Officer
Sold
4,808 shs ($19K)
Approx. gross sale proceeds
$19K
Approx. exercise cost
$0.00
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Shares | 4,808 | $4.01 | $19K |
| Conversion | Class B Common Shares | 125,000 | $0.00 | $0.00 |
| Conversion | Class A Common Shares | 125,000 | $0.00 | $0.00 |
| holding | Class B Common Shares | -- | -- | -- |
| holding | Class B Common Shares | -- | -- | -- |
| holding | Class A Common Shares | -- | -- | -- |
Holdings After Transaction:
Class B Common Shares — 14,118,788 contracts (Direct);
Class A Common Shares — 382,411 shares (Direct);
Class B Common Shares — 2,000,000 contracts (Indirect, By Signo Inv Tech Co Ltd);
Class B Common Shares — 18,420,307 contracts (Indirect, Imbetiba Parent Limited);
Class A Common Shares — 120,089 shares (Indirect, By Signo Inv Tech Co Ltd)
Footnotes (5)
- F1. Each Issuer Class B Common Share is convertible at any time by the holder into one Issuer Class A Common Share. Each Class B Common Share automatically converts into one Class A Common Share upon transfer to a recipient that is not a permitted transferee.
- F2. Represents sales effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person on October 11, 2025.
- F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from USD $4.00 to USD $4.03, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
- F4. These Class B Common Shares were previously reported in Table I and are now being reported in Table II.
- F5. Includes 13,280,668 Class B Common Shares transferred from Itacare Corporation to the Reporting Person in a transaction exempted from reporting under Rule 16a-13.
Key Figures
Open-market sale: 4,808 Class A shares at $4.01
Direct Class A holdings: 382,411 Class A shares
Class B to Class A conversion: 125,000 shares at $0.00
+4 more
7 metrics
Open-market sale
4,808 Class A shares at $4.01
Sale on 2026-05-07 under Rule 10b5-1 plan
Direct Class A holdings
382,411 Class A shares
Shares held directly after reported transactions
Class B to Class A conversion
125,000 shares at $0.00
Conversion of Class B into Class A on 2026-04-29
Direct Class B holdings
14,118,788 Class B shares
Direct Class B position following conversion
Indirect convertible Class B block 1
18,420,307 underlying Class A shares
Class B shares indirectly held, convertible 1:1 into Class A
Indirect convertible Class B block 2
2,000,000 underlying Class A shares
Additional Class B shares indirectly held, convertible 1:1
Indirect Class A holdings
120,089 Class A shares
Held indirectly through Signo Inv Tech Co Ltd
Key Terms
Rule 10b5-1 Trading Plan, Class B Common Shares, conversion of derivative security, weighted average price, +1 more
5 terms
Rule 10b5-1 Trading Plan financial
"Represents sales effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person on October 11, 2025."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
conversion of derivative security financial
"transaction_code_description": "Conversion of derivative security""
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Rule 16a-13 regulatory
"transferred from Itacare Corporation to the Reporting Person in a transaction exempted from reporting under Rule 16a-13."
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transactions did VTEX CEO do Carmo Thomaz Junior Geraldo report?
The VTEX CEO reported converting 125,000 Class B Common Shares into Class A shares and selling 4,808 Class A Common Shares. The sale was an open-market transaction executed under a pre-arranged Rule 10b5-1 Trading Plan at a weighted average price of $4.01 per share.
What indirect VTEX holdings are reported for the CEO in this Form 4?
Indirect holdings include 120,089 Class A Common Shares held through Signo Inv Tech Co Ltd. Additionally, Class B Common Shares convertible into 18,420,307 and 2,000,000 Class A shares are reported as indirectly held through entities such as Imbetiba Parent Limited and Signo Inv Tech Co Ltd.
AI-generated analysis. How Rhea-AI works. Not financial advice.
