VTEX CEO receives 433K stock units and 433K options

The awards follow a staged vesting schedule: 25% vests November 1, 2027, followed by 6.25% tranches every three months.

Available on EDGAR 11/05/2026 - 03:33 PM EST Accepted by SEC EDGAR 11/05/2026 - 03:32 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

VTEX Chief Executive Officer de Faria Mariano Gomide received two equity awards on November 3, 2026: 433,419 restricted stock units and stock options covering 433,419 Class A common shares. The options have a $3.97 exercise price and expire November 1, 2031. For both awards, 25% vests November 1, 2027, and the remaining amount vests in 6.25% tranches every three months thereafter.

Insider Trade Summary

Grant/Award: 866,838 shares

Grant/Award 2 txns

Insider Gomide de Faria Mariano

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: 433,419 units Stock options: 433,419 shares Exercise price: $3.97 per share +3 more

6 metrics

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

Stock options 433,419 shares Underlying Class A common shares; awarded November 3, 2026

Exercise price $3.97 per share Stock options

Option expiration November 1, 2031 Stock options

Initial vesting 25% Vests November 1, 2027, for each award

Subsequent vesting tranches 6.25% Every three months after the initial vesting date

Key Terms

Restricted Stock Unit, Stock Options, tranches

3 terms

Restricted Stock Unit financial

"Each Restricted Stock Unit ("RSUs") represents a contingent right"

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.

Stock Options financial

"Represents Stock Options, of which 25% vests"

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.

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.

FAQ

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

What equity awards did VTEX's CEO receive?

The CEO received 433,419 restricted stock units and stock options covering 433,419 Class A common shares on November 3, 2026. The options have a $3.97 exercise price and expire November 1, 2031.

When do the new VTEX equity awards vest?

For both awards, 25% vests November 1, 2027, and the remaining amount vests in tranches of 6.25% every three months thereafter.

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^*

Gomide de Faria Mariano

(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/ Mariano Gomide de Faria	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)