VTEX (VTEX) CEO converts 125,000 Class B and sells 4,808 Class A shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
VTEX Chief Executive Officer Gomide de Faria Mariano, through affiliated entities, reported both a share conversion and a small open-market sale of Class A Common Shares.
Mira Limited converted 125,000 Class B Common Shares into 125,000 Class A Common Shares and then sold 4,808 Class A shares at a weighted average price of $4.01 per share. The sale was executed under a Rule 10b5-1 Trading Plan adopted on October 11, 2025, with individual sale prices ranging from $4.00 to $4.02.
After these transactions, Mira Limited holds 142,201 Class A Common Shares and 2,059,313 Class B Common Shares indirectly for the reporting person. The filing also shows 579,813 Class A Common Shares held directly, 14,100 Class A shares held indirectly through Class M, and 32,153,276 Class B shares held indirectly through Abrolhos One Limited, each Class B share being convertible at any time into one Class A share.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 4,808 shares ($19,280)
Net Sell
6 txns
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 | $4.01 | $19K |
| Conversion | Class B Common Shares | 125,000 | $0.00 | -- |
| Conversion | Class A Common Shares | 125,000 | $0.00 | -- |
| holding | Class B Common Shares | -- | -- | -- |
| holding | Class A Common Shares | -- | -- | -- |
| holding | Class A Common Shares | -- | -- | -- |
Holdings After Transaction:
Class A Common Shares — 142,201 shares (Indirect, By Mira Limited);
Class B Common Shares — 2,059,313 shares (Indirect, By Mira Limited);
Class A Common Shares — 579,813 shares (Direct, null)
Footnotes (1)
- Each Issuer Class B Common Share is convertible at any time by the holder into one Issuer Class A Common Share. Each Class B Common Share automatically converts into one Class A Common Share upon transfer to a recipient that is not a permitted transferee. Represents sales effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person on October 11, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from USD $4.00 to USD $4.02, 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. These Class B Common Shares were previously reported in Table I and are now being reported in Table II.
Key Figures
Open-market sale: 4,808 shares
Sale price range: $4.00–$4.02 per share
Weighted average sale price: $4.01 per share
+5 more
8 metrics
Open-market sale
4,808 shares
Class A Common Shares sold by Mira Limited at weighted $4.01
Sale price range
$4.00–$4.02 per share
Range of individual trade prices for sold Class A shares
Weighted average sale price
$4.01 per share
Average price for 4,808 Class A shares sold
Converted shares
125,000 shares
Class B Common Shares converted into Class A via Mira Limited
Mira Class A holding
142,201 shares
Class A Common Shares indirectly held by Mira Limited after transactions
Mira Class B holding
2,059,313 shares
Class B Common Shares indirectly held by Mira Limited after conversion
Direct Class A holding
579,813 shares
Class A Common Shares held directly by the reporting person
Abrolhos One Class B holding
32,153,276 shares
Class B Common Shares indirectly held via Abrolhos One Limited
Key Terms
Rule 10b5-1 Trading Plan, Class B Common Shares, derivative conversion, weighted average price, +1 more
5 terms
Rule 10b5-1 Trading Plan financial
"Represents sales effected pursuant to a Rule 10b5-1 Trading Plan adopted by the Reporting Person on October 11, 2025."
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.
derivative conversion financial
"transaction_action": "derivative conversion""
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.
permitted transferee financial
"Each Class B Common Share automatically converts into one Class A Common Share upon transfer to a recipient that is not a permitted transferee."
FAQ
What insider transactions did VTEX CEO Gomide de Faria Mariano report on this Form 4?
The CEO reported a derivative conversion of 125,000 Class B Common Shares into 125,000 Class A Common Shares through Mira Limited, followed by an open-market sale of 4,808 Class A shares at a weighted average price of $4.01 per share, all executed indirectly.