STOCK TITAN

VTEX (VTEX) CEO logs small 4,808-share sale under Rule 10b5-1 plan

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

VTEX Chief Executive Officer Gomide de Faria Mariano reported an indirect open-market sale of 4,808 Class A Common Shares at $4.00 per share through Mira Limited. After this transaction, Mira Limited holds 1,067,585 Class A shares indirectly for the reporting person.

The filing also shows 601,797 Class A shares held directly and 14,100 Class A shares held indirectly through Class M. The sale was executed under a pre-arranged Rule 10b5-1 Trading Plan adopted on October 11, 2025, indicating it was scheduled in advance rather than timed discretionarily.

Positive

  • None.

Negative

  • None.
Insider Gomide de Faria Mariano
Role Chief Executive Officer
Sold 4,808 shs ($19K)
Type Security Shares Price Value
Sale Class A Common Shares 4,808 $4.00 $19K
holding Class A Common Shares -- -- --
holding Class A Common Shares -- -- --
Holdings After Transaction: Class A Common Shares — 1,067,585 shares (Indirect, By Mira Limited); Class A Common Shares — 601,797 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Shares sold 4,808 shares Indirect open-market sale by Mira Limited on Class A Common Shares
Sale price $4.00 per share Price for 4,808 Class A Common Shares sold indirectly
Indirect holdings via Mira Limited 1,067,585 shares Class A Common Shares held indirectly after the sale
Direct holdings 601,797 shares Class A Common Shares held directly after reported transactions
Indirect holdings via Class M 14,100 shares Class A Common Shares held indirectly through Class M
Net shares sold 4,808 shares Net buy/sell direction in transaction summary is net-sell
Rule 10b5-1 Trading Plan regulatory
"Represents sales effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person"
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 for 4,808 Class A Common Shares"
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 in each reported transaction"
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
"ownership_type: indirect with nature_of_ownership By Mira Limited and By Class M"
Form 4 regulatory
"INSIDER FILING DATA (Form 4) reporting VTEX CEO transactions"
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.
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Gomide de Faria Mariano

(Last)(First)(Middle)
4TH FLOOR, HARBOUR PLACE
103 SOUTH CHURCH STREET

(Street)
GRAND CAYMANKYI-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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/26/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Shares06/26/2026S(1)4,808D$41,067,585IBy Mira Limited
Class A Common Shares601,797D
Class A Common Shares14,100IBy Class M
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 October 11, 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/ Mariano Gomide de Faria06/29/2026
** Signature of Reporting PersonDate
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 CEO Gomide de Faria Mariano report in this Form 4 filing for VTEX?

The CEO reported an indirect open-market sale of 4,808 VTEX Class A Common Shares at $4.00 per share through Mira Limited. The filing also updates his total direct and indirect shareholdings across multiple entities after the transaction.

How many VTEX shares did Mira Limited sell and what does it hold after the sale?

Mira Limited sold 4,808 VTEX Class A Common Shares at $4.00 per share. Following the sale, Mira Limited holds 1,067,585 Class A shares indirectly for the reporting person, according to the Form 4 disclosure for VTEX.

What are Gomide de Faria Mariano’s total reported VTEX share holdings after this transaction?

After the reported transactions, the Form 4 shows 1,067,585 VTEX Class A shares held indirectly through Mira Limited, 601,797 Class A shares held directly, and 14,100 Class A shares held indirectly through Class M, reflecting his updated equity position.

Was the VTEX CEO’s share sale made under a Rule 10b5-1 trading plan?

Yes. A footnote states the sales were effected pursuant to a Rule 10b5-1 Trading Plan adopted by the reporting person on October 11, 2025. Such plans schedule trades in advance, reducing the significance of short-term market timing.

Is the VTEX CEO’s 4,808-share sale a large portion of his holdings?

The sale of 4,808 VTEX Class A shares is small compared with the 1,067,585 shares Mira Limited still holds indirectly, plus additional direct and indirect positions. The filing indicates a limited reduction relative to his overall reported ownership.

What types of VTEX securities are covered in this Form 4 filing?

All transactions in this Form 4 involve VTEX Class A Common Shares. The filing lists one open-market sale and two holding entries that update the reporting person’s direct and indirect ownership after the sale, with no derivative securities reported.