VTEX (VTEX) director exercises fully vested options into 182,000 shares

Rhea-AI Filing Summary

VTEX director Benoit Fouilland exercised stock options to acquire 182,000 Class A Common Shares at $3.55 per share. This was an in-the-money derivative exercise, not an open‑market purchase or sale. Following the transaction, he directly owns 191,965 Class A Common Shares. The exercised stock options were fully vested, and this filing shows that the related option position has been fully converted into common shares, with no remaining options from this grant.

Insights

Equity compensation analyst

Director converts fully vested options into VTEX shares and holds them.

Director Benoit Fouilland exercised fully vested stock options covering 182,000 VTEX Class A Common Shares at an exercise price of $3.55 per share. The transaction is coded as an in-the-money derivative exercise, not an open-market trade.

After the exercise, Fouilland directly holds 191,965 Class A Common Shares, indicating this is an exercise-and-hold pattern with no same-date sale reported. The derivative position tied to these options goes to zero in this filing, meaning this specific option grant has been fully converted into equity.

Because there is no sale and no new grant, this looks like a routine compensation event that increases direct share ownership. The filing does not reference any Rule 10b5-1 trading plan, so timing context is limited to the disclosed June 3, 2026 transaction date.

Insider Trade Summary

182,000 shares exercised/converted

Mixed 2 txns

Insider Fouilland Benoit

Role null

Type	Security	Shares	Price	Value
X	Stock Options	182,000	$0.00	--
X	Class A Common Shares	182,000	$3.55	$646K

Holdings After Transaction: Stock Options — 0 shares (Direct, null); Class A Common Shares — 191,965 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Options exercised: 182,000 shares Exercise price: $3.55 per share Shares owned after: 191,965 shares +2 more

5 metrics

Options exercised 182,000 shares Class A Common Shares acquired via option exercise on June 3, 2026

Exercise price $3.55 per share Conversion price for stock options into Class A Common Shares

Shares owned after 191,965 shares Direct VTEX Class A Common Share holdings following the transaction

Options remaining from grant 0 options Stock options total shares following transaction for this grant

Exercise transactions 1 exercise, 182,000 shares Transaction summary exerciseCount and exerciseShares

Key Terms

Class A Common Shares, Stock Options, Exercise of in-the-money or at-the-money derivative security, fully vested

4 terms

Class A Common Shares financial

"security_title: "Class A Common Shares""

A Class A common share is a specific type of ordinary company share that represents an ownership stake and usually carries particular voting rights or payout priorities compared with other share classes. For investors it matters because those differences affect how much influence you have over company decisions, how dividends or liquidation proceeds might be distributed, and how easily the shares trade — like choosing between car models where one has extra features (more control) and another focuses on price or availability (liquidity).

Stock Options financial

"security_title: "Stock Options""

Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.

Exercise of in-the-money or at-the-money derivative security financial

"transaction_code_description: "Exercise of in-the-money or at-the-money derivative security""

fully vested financial

"footnote: "These stock options are fully vested.""

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Form 4 Insider Transactions: What Each Field Means →

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^*

Fouilland Benoit

(Last) (First) (Middle)

4TH FLOOR, HARBOUR PLACE

103 SOUTH CHURCH STREET

(Street)

GRAND CAYMAN CAYMAN ISLANDS 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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026

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
Class A Common Shares	06/03/2026		X		182,000	A	$3.55	191,965	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
Stock Options	$3.55	06/03/2026		X			182,000	(1)	(1)	Class A Common Shares	182,000	$0	0	D

Explanation of Responses:

1. These stock options are fully vested.

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/ Benoit Jean-Claude Marie Fouilland	06/05/2026
	** 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)

FAQ

What did VTEX director Benoit Fouilland report in this Form 4?

Benoit Fouilland reported exercising stock options to acquire 182,000 VTEX Class A Common Shares at $3.55 per share. The transaction is coded as an in-the-money derivative exercise, with no related open-market sale disclosed in this filing.

Did Benoit Fouilland buy or sell VTEX shares on the market?

The filing shows an option exercise, not an open-market trade. Fouilland exercised options to acquire 182,000 Class A Common Shares at $3.55, then held the resulting shares, with no same-date sale transaction reported in this Form 4.

How many VTEX shares does Benoit Fouilland own after this transaction?

After exercising options, Fouilland directly owns 191,965 VTEX Class A Common Shares. This total reflects his position following the conversion of 182,000 stock options into common shares in the reported transaction on June 3, 2026.

What was the exercise price of the VTEX stock options in this Form 4?

The stock options were exercised at an exercise price of $3.55 per VTEX Class A Common Share. The Form 4 describes the transaction as an exercise of in-the-money or at-the-money derivative security for 182,000 underlying shares.

Does Benoit Fouilland still hold VTEX stock options after this exercise?

For this specific option grant, the filing shows zero stock options remaining after the exercise of 182,000 options. The related derivative entry lists 0.0000 options following the transaction, indicating that grant has been fully converted into VTEX common shares.

Were the VTEX stock options exercised by Fouilland already vested?

Yes. A footnote states that these VTEX stock options are fully vested. This means Fouilland had already earned the right to exercise them before converting 182,000 options into Class A Common Shares at the disclosed $3.55 exercise price.