VTEX awards CEO 433K stock units and 433K options

The awards vest over time, beginning November 1, 2027; the stock options carry a $3.97 exercise price and expire November 1, 2031.

Available on EDGAR 11/05/2026 - 03:39 PM EST Accepted by SEC EDGAR 11/05/2026 - 03:39 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

VTEX Chief Executive Officer Carmo Thomaz Junior Geraldo do received awards of 433,419 restricted stock units and 433,419 stock options on November 3, 2026. Each restricted stock unit represents a contingent right to receive one Class A common share. Both awards vest 25% on November 1, 2027, then in 6.25% tranches every three months. The options have a $3.97 exercise price and expire November 1, 2031.

Insider Trade Summary

Grant/Award: 866,838 shares

Grant/Award 2 txns

Insider do Carmo Thomaz Junior Geraldo

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Unit F1, F2	433,419	$0.00	$0.00
Grant/Award	Stock Options F3	433,419	$0.00	$0.00

Holdings After Transaction: Restricted Stock Unit — 433,419 contracts (Direct); Stock Options — 433,419 contracts (Direct)

Holdings Before and After: Restricted Stock Unit, 0 to 433,419 contracts (Direct); Stock Options, 0 to 433,419 contracts (Direct)

Footnotes (3)

1. F1. Each Restricted Stock Unit ("RSUs") represents a contingent right to receive shares of Issuer Class A common stock on a one-for-one basis.
2. F2. Represents RSUs, 25% of which vests on November 01, 2027, and the remaining amount of which vests in tranches of 6.25% every three (3) months thereafter.
3. F3. Represents Stock Options, of which 25% vests on November 01, 2027, and the remaining amount of which vests in tranches of 6.25% every three (3) months thereafter.

Key Figures

Restricted stock units awarded: 433,419 restricted stock units Stock options awarded: 433,419 stock options Exercise price: $3.97 per share +3 more

6 metrics

Restricted stock units awarded 433,419 restricted stock units Awarded November 3, 2026

Stock options awarded 433,419 stock options Awarded November 3, 2026

Exercise price $3.97 per share Stock options

Initial vesting tranche 25% Vests November 1, 2027

Subsequent vesting tranches 6.25% Every three months after November 1, 2027

Option expiration November 1, 2031 Stock options

Key Terms

Restricted Stock Unit, contingent right, tranches, exercise price

4 terms

Restricted Stock Unit financial

"Each Restricted Stock Unit represents a contingent right to receive shares"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

contingent right financial

"contingent right to receive shares of Issuer Class A common stock"

tranches financial

"remaining amount of which vests in tranches of 6.25%"

Tranches are portions or slices of a larger financing deal—such as a loan, bond issue, or equity round—that are released at different times or under different conditions. For investors they matter because each tranche can carry different risk, interest or payout terms and may be paid only if certain targets are met; think of funding as slices of a cake handed out as progress is made.

exercise price financial

"Stock Options with a $3.97 exercise price"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What awards did VTEX's CEO receive?

VTEX Chief Executive Officer Carmo Thomaz Junior Geraldo do received 433,419 restricted stock units and 433,419 stock options on November 3, 2026. Each restricted stock unit represents a contingent right to receive one Class A common share. Both awards vest 25% on November 1, 2027, then in 6.25% tranches every three months; the options have a $3.97 exercise price and expire November 1, 2031.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

do Carmo Thomaz Junior Geraldo

(Last) (First) (Middle)

4TH FLOOR, HARBOUR PLACE

103 SOUTH CHURCH STREET

(Street)

GRAND CAYMAN KYI-1002

(City) (State) (Zip)

CAYMAN ISLANDS

(Country)

2. Issuer Name and Ticker or Trading Symbol
VTEX [ NYSE: VTEX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
11/03/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

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 Unit	(1)	11/03/2026		A(2)		433,419		(2)	(2)	Class A Common Shares	433,419	$0	433,419	D
Stock Options	$3.97	11/03/2026		A(3)		433,419		(3)	11/01/2031	Class A Common Shares	433,419	$0	433,419	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSUs") represents a contingent right to receive shares of Issuer Class A common stock on a one-for-one basis.

2. Represents RSUs, 25% of which vests on November 01, 2027, and the remaining amount of which vests in tranches of 6.25% every three (3) months thereafter.

3. Represents Stock Options, of which 25% vests on November 01, 2027, and the remaining amount of which vests in tranches of 6.25% every three (3) months thereafter.

Remarks:

Due to the Issuer's status as a foreign private issuer pursuant to Rule 3a12-3(b) under the Securities Exchange Act of 1934 (the "Act"), the reporting person's transactions in the Issuer's equity securities are exempt from Sections 16(b) and 16(c) of the Act.

	/s/ Geraldo do Carmo Thomaz Junior	11/05/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)