VTEX (VTEX) CSO sells 3,000 shares under Rule 10b5-1 plan

Rhea-AI Filing Summary

VTEX Chief Strategy Officer Gomes Andre Spolidoro Ferreira reported routine insider sales totaling 3,000 Class A Common Shares on May 18, 2026 at $3.51 per share in open-market transactions.

One 1,500-share sale was executed through Botsmark LLC as indirect ownership, leaving 42,400 indirectly held shares. A separate 1,500-share sale reduced his direct holdings to 312,029 shares.

All transactions were carried out under a pre-arranged Rule 10b5-1 Trading Plan adopted on February 28, 2025, indicating they were scheduled in advance rather than timed discretionarily.

Insider Trade Summary 10b5-1

Net Seller: 3,000 shares ($10,530)

Net Sell 2 txns

Insider Gomes Andre Spolidoro Ferreira

Role Chief Strategy Officer

Sold 3,000 shs ($11K)

Type	Security	Shares	Price	Value
Sale	Class A Common Shares	1,500	$3.51	$5K
Sale	Class A Common Shares	1,500	$3.51	$5K

Holdings After Transaction: Class A Common Shares — 312,029 shares (Direct, null); Class A Common Shares — 42,400 shares (Indirect, By Botsmark LLC)

Footnotes (1)

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Key Figures

Shares sold: 3,000 shares Sale price: $3.51 per share Indirect sale size: 1,500 shares +5 more

8 metrics

Shares sold 3,000 shares Total Class A Common Shares sold on May 18, 2026

Sale price $3.51 per share Open-market sale price for VTEX Class A Common Shares

Indirect sale size 1,500 shares Sold from indirect holdings via Botsmark LLC

Direct sale size 1,500 shares Sold from directly held VTEX shares

Indirect holdings after sale 42,400 shares Class A Common Shares held indirectly after transactions

Direct holdings after sale 312,029 shares Class A Common Shares held directly after transactions

Net share change -3,000 shares Net selling across reported transactions

10b5-1 plan adoption date February 28, 2025 Date CSO adopted Rule 10b5-1 Trading Plan

Key Terms

Rule 10b5-1 Trading Plan, open-market sale, Class A Common Shares, indirect ownership, +1 more

5 terms

Rule 10b5-1 Trading Plan regulatory

"Represents sales effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person on February 28, 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.

open-market sale financial

"transaction_action: open-market sale, with code S described as Sale in open market or private transaction."

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Class A Common Shares financial

"security_title: Class A Common Shares for each reported transaction on May 18, 2026."

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).

indirect ownership financial

"direct_or_indirect: I with nature_of_ownership: By Botsmark LLC, indicating indirect ownership."

Form 4 regulatory

"INSIDER FILING DATA (Form 4) describing the insider transactions by the VTEX executive."

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

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).

X

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^*

Gomes Andre Spolidoro Ferreira

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026

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	05/18/2026		S(1)		1,500	D	$3.51	312,029	D
Class A Common Shares	05/18/2026		S(1)		1,500	D	$3.51	42,400	I	By Botsmark LLC

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

Explanation of Responses:

1. Represents sales effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person on February 28, 2025.

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/ Andre Spolidoro Gomes	05/19/2026
	** 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 insider transaction did VTEX (VTEX) report for Gomes Andre Spolidoro Ferreira?

VTEX reported that Chief Strategy Officer Gomes Andre Spolidoro Ferreira sold 3,000 Class A Common Shares. The sales occurred on May 18, 2026 at $3.51 per share in open-market transactions, split evenly between indirect holdings via Botsmark LLC and his direct holdings.

At what price were the VTEX (VTEX) shares sold in this Form 4 filing?

The reported VTEX shares were sold at $3.51 per share. Two open-market transactions on May 18, 2026 each involved 1,500 Class A Common Shares, one from indirect ownership through Botsmark LLC and one from the executive’s directly held shares.

How many VTEX (VTEX) shares does the CSO hold after these insider sales?

After the transactions, the CSO holds 312,029 VTEX shares directly and 42,400 shares indirectly. The indirect position is held through Botsmark LLC, while the direct position reflects his personal ownership following the 1,500-share open-market sale.

Were the VTEX (VTEX) insider sales made under a Rule 10b5-1 trading plan?

Yes. The filing states the sales were made under a Rule 10b5-1 Trading Plan. The plan was adopted on February 28, 2025, meaning the May 18, 2026 transactions were pre-scheduled rather than newly decided based on short-term market developments.

What portion of the VTEX (VTEX) insider sales involved indirect holdings?

Half of the reported sales, or 1,500 shares, came from indirect holdings. These shares were held through Botsmark LLC, leaving 42,400 VTEX Class A Common Shares indirectly owned after the transaction, alongside 312,029 shares held directly by the executive.