VTEX (NYSE: VTEX) director converts 2,028 RSUs into 9,965 total shares

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

VTEX director Benoit Fouilland converted restricted stock units into Class A common shares as part of equity compensation vesting. On April 1, 2026, 2,028 RSUs converted into 2,028 Class A common shares at a conversion price of $0.00 per share. Following these conversions, he directly held 9,965 Class A common shares. Footnotes state each RSU represents a one-for-one contingent right to receive Class A shares, with the underlying RSU grants vesting in 8.33% tranches every three months after initial vesting dates in October 2024 and October 2025.

Insider Trade Summary

2,028 shares exercised/converted

Mixed 4 txns

Insider Fouilland Benoit

Role Director

Type	Security	Shares	Price	Value
Conversion	Restricted Stock Unit	971	$0.00	--
Conversion	Restricted Stock Unit	1,057	$0.00	--
Conversion	Class A Common Shares	971	$0.00	--
Conversion	Class A Common Shares	1,057	$0.00	--

Holdings After Transaction: Restricted Stock Unit — 4,858 shares (Direct); Class A Common Shares — 8,908 shares (Direct)

Footnotes (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. Represents RSUs. 8.33% of which vested on October 1, 2024, and the remaining amount of which vests in tranches of 8.33% every three (3) months thereafter Represents RSUs. 8.33% of which vested on October 1, 2025, and the remaining amount of which vests in tranches of 8.33% every three (3) months thereafter

Key Figures

Shares acquired via RSU conversion: 2,028 shares Total Class A shares held after transactions: 9,965 shares First RSU conversion block: 971 shares +3 more

6 metrics

Shares acquired via RSU conversion 2,028 shares Class A common shares from RSU conversions on April 1, 2026

Total Class A shares held after transactions 9,965 shares Direct holdings of Benoit Fouilland after April 1, 2026

First RSU conversion block 971 shares Restricted Stock Units converted into Class A common shares

Second RSU conversion block 1,057 shares Restricted Stock Units converted into Class A common shares

Initial vesting tranche percentage 8.33% Portion of certain RSU grants vesting on October 1, 2024 and 2025

Ongoing vesting tranche percentage 8.33% Additional RSU vesting every three months after initial vesting dates

Key Terms

Restricted Stock Unit, Conversion of derivative security, Class A Common Shares, contingent right to receive shares, +1 more

5 terms

Restricted Stock Unit financial

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

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.

Conversion of derivative security financial

"transaction_code_description": "Conversion of derivative security""

Class A Common Shares financial

"underlying_security_title": "Class A Common Shares""

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).

contingent right to receive shares financial

"represents a contingent right to receive shares of Issuer Class A common stock"

vests in tranches financial

"the remaining amount of which vests in tranches of 8.33% every three (3) months"

Form 4 Insider Transactions: What Each Field Means →

04/02/2026 - 07:18 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^*

Fouilland Benoit

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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	04/01/2026		C		971	A	⁽¹⁾⁽²⁾	8,908	D
Class A Common Shares	04/01/2026		C		1,057	A	⁽¹⁾⁽³⁾	9,965	D

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)
Restricted Stock Unit	⁽¹⁾	04/01/2026		C			971	⁽²⁾	⁽²⁾	Class A Common Shares	971	⁽¹⁾	4,858	D
Restricted Stock Unit	⁽¹⁾	04/01/2026		C			1,057	⁽³⁾	⁽³⁾	Class A Common Shares	1,057	⁽¹⁾	9,520	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. 8.33% of which vested on October 1, 2024, and the remaining amount of which vests in tranches of 8.33% every three (3) months thereafter

3. Represents RSUs. 8.33% of which vested on October 1, 2025, and the remaining amount of which vests in tranches of 8.33% 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/ Benoit Jean-Claude Marie Fouilland	04/02/2026
	** 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 activity did VTEX (VTEX) report for Benoit Fouilland?

VTEX reported that director Benoit Fouilland converted restricted stock units into Class A common shares on April 1, 2026. These were equity compensation-related conversions at a $0.00 price, not open‑market purchases or sales, and increased his direct share ownership.

How many VTEX shares did Benoit Fouilland acquire through RSU conversions?

Benoit Fouilland acquired 2,028 VTEX Class A common shares through RSU conversions. The filing shows 971 shares and 1,057 shares converting from RSUs, with each RSU delivering one Class A common share under the company’s equity compensation arrangements.

What is Benoit Fouilland’s VTEX shareholding after the reported Form 4 transactions?

After the April 1, 2026 transactions, Benoit Fouilland directly held 9,965 VTEX Class A common shares. This total reflects the additional 2,028 shares received from converting restricted stock units, as disclosed in the Form 4 insider trading report.

How do VTEX restricted stock units (RSUs) work for Benoit Fouilland?

Each VTEX restricted stock unit represents a contingent right to receive one Class A common share. Fouilland’s RSU grants vest 8.33% initially on specified dates, then 8.33% every three months thereafter, gradually converting into Class A common shares over time.

Were Benoit Fouilland’s VTEX transactions open‑market trades?

No, the transactions were conversions of restricted stock units into Class A common shares at a $0.00 price. The Form 4 describes them as “Conversion of derivative security,” indicating compensation-related vesting rather than open‑market buying or selling activity.

What vesting schedule applies to Benoit Fouilland’s VTEX RSUs?

The VTEX RSUs referenced vest 8.33% on October 1, 2024 or October 1, 2025, depending on the grant, with the remaining amount vesting in 8.33% tranches every three months. As portions vest, they convert into Class A common shares on a one‑for‑one basis.