Geraldo do Carmo Thomaz Junior, Chief Executive Officer of VTEX (NYSE:VTEX), filed a Statement of Changes in Beneficial Ownership on August 28, 2026, reporting RSU conversions and a share withholding transaction dated August 26, 2026.

Key Highlights

  • RSU Conversions: Two separate conversion transactions (code C) each involved 17,187 Class A Common Shares acquired on August 26, 2026, at $0 per RSU.
  • Tax Withholding Sale: 10,820 Class A Common Shares were disposed of (code J) at $4.39 per share to cover tax withholding obligations in connection with the vesting RSUs.
  • Direct Ownership After Transactions: The reporting person directly holds 1,141,241 Class A Common Shares following the reported transactions.
  • Indirect Ownership: An additional 120,089 Class A Common Shares are held indirectly by Signo Inv Tech Co Ltd.
  • Remaining RSUs: Following the conversions, the reporting person holds 85,938 RSUs under one grant and 154,688 RSUs under a second grant, both directly.
  • Foreign Private Issuer Exemption: The filing notes that transactions are exempt from Sections 16(b) and 16(c) of the Securities Exchange Act of 1934, due to VTEX's status as a foreign private issuer under Rule 3a12-3(b).

VTEX CEO's RSU Vesting Details and Resulting Ownership Position

According to the filing, Geraldo do Carmo Thomaz Junior, serving as Chief Executive Officer of VTEX (NYSE:VTEX), reported transactions in Class A Common Shares on August 26, 2026. Two RSU conversion transactions (each coded C) resulted in the acquisition of 17,187 Class A Common Shares per transaction, with each RSU representing, per the filing, "a contingent right to receive shares of Issuer Class A common stock on a one-for-one basis" at a derivative price of $0.

The filing further discloses a disposition (code J) of 10,820 Class A Common Shares at $4.39, which the filing states "reflects shares of Class A common stock withheld to cover tax withholding obligations in connection with the vesting restricted stock units reported herein." After these transactions, the reporting person's direct beneficial ownership stands at 1,141,241 Class A Common Shares, with an additional 120,089 shares held indirectly through Signo Inv Tech Co Ltd.

Regarding the two RSU grants, the filing explains that one grant represents RSUs "25% of which vested on November 1, 2024, and the remaining amount of which vests in tranches of 6.25% every three (3) months thereafter," while the second grant represents RSUs "25% of which vested on November 1, 2025, and the remaining amount of which vests in tranches of 6.25% every three (3) months thereafter." Remaining balances after conversion are 85,938 and 154,688 RSUs, respectively, both held directly.

What Was Disclosed

The filing reports the conversion of RSUs into Class A Common Shares, a related tax-withholding share disposition at $4.39 per share, and the CEO's resulting direct and indirect beneficial ownership positions in VTEX as of August 26, 2026.