CEO entity trims VTEX (NYSE: VTEX) stake with 125K-share sale

Filing Impact

(High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

VTEX reported that Mira Limited, an entity associated with Chief Executive Officer Gomide de Faria Mariano, executed open-market sales of Class A common shares. Mira Limited sold 82,075 shares on June 2, 2026 at a weighted average price of $3.91 per share in transactions ranging from $3.87 to $3.95. It then sold 42,925 shares on June 3, 2026 at a weighted average price of $3.78 per share in transactions ranging from $3.70 to $3.82. After these sales, Mira Limited is shown as holding 12,393 VTEX Class A common shares indirectly.

Insider Trade Summary

Net Seller: 125,000 shares ($483,170)

Net Sell 2 txns

Insider Gomide de Faria Mariano

Role Chief Executive Officer

Sold 125,000 shs ($483K)

Type	Security	Shares	Price	Value
Sale	Class A Common Shares	42,925	$3.78	$162K
Sale	Class A Common Shares	82,075	$3.91	$321K

Holdings After Transaction: Class A Common Shares — 12,393 shares (Indirect, By Mira Limited)

Footnotes (1)

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from USD $3.87 to USD $3.95, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from USD $3.70 to USD $3.82, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

Key Figures

Shares sold June 2, 2026: 82,075 shares Weighted average price June 2, 2026: $3.91 per share Shares sold June 3, 2026: 42,925 shares +3 more

6 metrics

Shares sold June 2, 2026 82,075 shares Open-market sale of Class A common shares

Weighted average price June 2, 2026 $3.91 per share Trades ranged from $3.87 to $3.95

Shares sold June 3, 2026 42,925 shares Open-market sale of Class A common shares

Weighted average price June 3, 2026 $3.78 per share Trades ranged from $3.70 to $3.82

Total shares sold 125,000 shares Two open-market sales summarized in Form 4

Indirect holdings after transactions 12,393 shares Mira Limited Class A common shares post-sale

Key Terms

open-market sale, weighted average price, indirect ownership, Class A Common Shares

4 terms

open-market sale financial

"transaction_action is described as "open-market sale" for each entry"

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.

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

indirect ownership financial

"ownership_type is "indirect" and nature_of_ownership is "By Mira Limited""

Class A Common Shares financial

"security_title is listed as "Class A Common Shares" for both transactions"

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).

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Form 4 Insider Transactions: What Each Field Means →

06/03/2026 - 03:37 PM

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

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 Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/02/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Shares	06/02/2026		S		82,075	D	$3.91⁽¹⁾	55,318	I	By Mira Limited
Class A Common Shares	06/03/2026		S		42,925	D	$3.78⁽²⁾	12,393	I	By Mira Limited

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from USD $3.87 to USD $3.95, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from USD $3.70 to USD $3.82, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

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	06/04/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did VTEX (VTEX) disclose in this Form 4?

VTEX disclosed that Mira Limited, an entity associated with its CEO, sold 125,000 Class A common shares in two open-market transactions on June 2 and June 3, 2026, as reported in the Form 4 filing.

How many VTEX (VTEX) shares did Mira Limited sell and at what prices?

Mira Limited sold 82,075 VTEX Class A shares at a weighted average price of $3.91 and 42,925 shares at a weighted average price of $3.78, with trades executed within narrow price ranges around each average.

On which dates did the VTEX (VTEX) CEO-linked entity sell shares?

The CEO-linked entity, Mira Limited, sold VTEX Class A common shares on June 2, 2026, and June 3, 2026, in open-market transactions, according to the Form 4 insider trading report filed with the Securities and Exchange Commission.

How many VTEX (VTEX) shares does Mira Limited hold after the reported sales?

After the reported transactions, Mira Limited is shown as holding 12,393 VTEX Class A common shares indirectly. This post-transaction balance reflects the holdings reported in the most recent line of the Form 4 filing for the CEO-associated entity.

What do the weighted average prices mean in the VTEX (VTEX) Form 4?

The weighted average prices of $3.91 and $3.78 mean each day’s sales combined multiple trades at different prices. For June 2, trades ranged from $3.87 to $3.95, and for June 3, from $3.70 to $3.82, producing the reported averages.

Are the VTEX (VTEX) insider sales direct or indirect holdings of the CEO?

The reported VTEX insider sales involve indirect holdings, as the shares are held by Mira Limited. The Form 4 identifies ownership type as indirect and lists the nature of ownership as “By Mira Limited,” an entity associated with the Chief Executive Officer.