| --- | --- | |-----------------------------------|-------| | | | | Fourth Quarter 2023 February 2024 | | | | | Safe Harbor This presentation has been prepared by VTEX ("we," "us," "our," "VTEX" or the "Company"). This presentation may contain forward-looking statements relating to such matters as continued growth prospects for the Company, industry trends and product and technology initiatives. These statements are based on currently available information and our current assumptions, expectations and proje ...

Introduction [Forward-Looking Statements](index=6&type=section&id=Forward-Looking%20Statements) This section outlines forward-looking statements, emphasizing their inherent risks and uncertainties, and advises against undue reliance on them - **Key business risks** highlighted include the ability to attract and retain customers, respond to technological advances, manage international expansion, and navigate macroeconomic uncertainty and competition[18](index=18&type=chunk)[25](index=25&type=chunk) [Certain Definitions](index=7&type=section&id=Certain%20Definitions) This section defines key financial and operational terms like **Gross Merchandise Value**, **Annual Recurring Revenue**, and **Net Revenue Retention** used throughout the report - **Gross Merchandise Value (GMV)** is defined as the total value of orders processed through the platform, including taxes and shipping, but excluding orders from SMB platform customers or B2B transactions[30](index=30&type=chunk) - **Annual Recurring Revenue (ARR)** is calculated as the subscription revenue from the most recent quarter multiplied by four[24](index=24&type=chunk) - **Net Revenue Retention (NRR)** is calculated monthly by dividing the current period's subscription revenue by the prior year's subscription revenue from the same base of active online stores[31](index=31&type=chunk) [Financial Information and Non-GAAP Measures](index=10&type=section&id=Financial%20Information%20and%20Non-GAAP%20Measures) The company's financial statements adhere to IFRS, using USD as currency, and include non-GAAP measures like Free Cash Flow and FX Neutral for enhanced performance analysis - Free Cash Flow is calculated as net cash from operating activities minus acquisitions of property, equipment, and intangibles It is used by management to evaluate liquidity[38](index=38&type=chunk) - FX Neutral measures are calculated by applying the prior year's average monthly exchange rates to the current year's results to exclude the impact of currency fluctuations and provide a stable comparison[39](index=39&type=chunk)[40](index=40&type=chunk) [Market Data and Emerging Growth Company Status](index=11&type=section&id=Market%20Data%20and%20Emerging%20Growth%20Company%20Status) This section details the use of third-party market data and VTEX's status as an **emerging growth company** under the JOBS Act, which grants certain reporting exemptions - As an **emerging growth company**, VTEX is exempt from certain reporting requirements, including the auditor attestation requirements of Section 404(b) of the Sarbanes-Oxley Act[48](index=48&type=chunk) Part I [Item 3. Key Information](index=13&type=section&id=Item%203.%20Key%20Information) This section outlines key risks, including business, industry, Latin American market, and Class A common share-related challenges, such as profitability and **dual-class share structure** implications [D. Risk Factors](index=14&type=section&id=D.%20Risk%20Factors) This subsection details comprehensive risks, including historical net losses, **intense competition**, customer acquisition challenges, reliance on third-party services, cybersecurity threats, international operational complexities, and dual-class share structure implications for shareholders Net Loss by Fiscal Year | Fiscal Year | Net Loss (USD Million) | | :--- | :--- | | 2023 | $13.7 | | 2022 | $52.4 | | 2021 | $60.5 | - The company faces **intense competition** from major players like SAP Hybris, Oracle Commerce, Magento (Adobe), Salesforce Commerce Cloud, and Shopify Plus, many of whom have **greater resources and brand recognition**[77](index=77&type=chunk)[78](index=78&type=chunk) - International operations are a key part of the business, with **45.7% of total revenue** in 2023 generated from customers outside Brazil This exposes the company to risks including currency fluctuations, regulatory compliance, and political instability[85](index=85&type=chunk)[86](index=86&type=chunk) - The dual-class share structure gives Class B shareholders **10 votes per share**, concentrating approximately **61.6% of the voting power** with controlling shareholders, which limits the influence of Class A shareholders[255](index=255&type=chunk)[257](index=257&type=chunk) [Item 4. Information on the Company](index=59&type=section&id=Item%204.%20Information%20on%20the%20Company) This section provides a detailed overview of VTEX's business, including its history, corporate structure, physical properties, enterprise digital commerce platform, revenue model, and **market leadership in Latin America** [A. History and Development of the Company](index=59&type=section&id=A.%20History%20and%20Development%20of%20the%20Company) Founded in 2000, VTEX evolved into a SaaS platform, expanded globally from Latin America, and became publicly listed on the NYSE in July 2021 - The company completed its Initial Public Offering (IPO) on July 21, 2021, raising net proceeds of **US$296.3 million**[315](index=315&type=chunk) [B. Business Overview](index=59&type=section&id=B.%20Business%20Overview) VTEX offers an enterprise digital commerce platform integrating commerce, marketplace, and OMS, emphasizing 'Collaborative' and 'Composable Commerce' approaches, serving **2,600 customers** globally with a **subscription-based revenue model** Gross Merchandise Value Performance | Metric | 2023 | 2022 | | :--- | :--- | :--- | | GMV | US$16.5 billion | US$12.7 billion | | GMV Growth (USD) | 30.2% | 31.3% | | GMV Growth (FX Neutral) | 25.3% | 26.8% | - The company serves **2,600 customers** with **3,500 active online stores** across **43 countries** Approximately **86% of its GMV** comes from large, blue-chip companies[297](index=297&type=chunk) - The subscription-based revenue model, which accounted for **94.4% of revenue** in 2023, includes a fixed fee and a transaction-based fee tied to customer GMV[312](index=312&type=chunk) - VTEX has received multiple industry recognitions in 2023, including being named a **'Visionary'** in Gartner's Magic Quadrant for Digital Commerce and a **'Leader'** in IDC's Marketscape for Midmarket B2B Digital Commerce[302](index=302&type=chunk) [C. Organizational Structure](index=81&type=section&id=C.%20Organizational%20Structure) This section illustrates VTEX's corporate structure, detailing subsidiaries and ownership stakes as of the report date - The report includes a **corporate structure chart** that outlines the company's subsidiaries and major shareholders, including founders, LA Holdings DE LLC (**SoftBank**), **Riverwood Managed Entities**, and others[397](index=397&type=chunk)[398](index=398&type=chunk) [D. Property, Plant and Equipment](index=81&type=section&id=D.%20Property,%20Plant%20and%20Equipment) The company leases all its facilities, with significant office spaces in Rio de Janeiro, São Paulo, and New York Leased Office Spaces | Location | Square meters (m2) | Lease Expiration Date | | :--- | :--- | :--- | | João Pessoa, Brazil | 235 | 03/31/2024 | | New York, USA | 719 | 02/28/2025 | | Rio de Janeiro, Brazil | 3,100 | 05/30/2024 | | São Paulo, Brazil | 1,106 | 09/30/2027 | [Item 5. Operating and Financial Review and Prospects](index=82&type=section&id=Item%205.%20Operating%20and%20Financial%20Review%20and%20Prospects) This section provides management's analysis of VTEX's financial condition and operations, detailing **key performance metrics**, revenue and cost components, liquidity, capital resources, R&D, and market trends [A. Operating Results](index=82&type=section&id=A.%20Operating%20Results) This subsection details financial performance, including a **27.8% increase** in total revenue to **US$201.5 million** in 2023, a **net loss of US$13.7 million**, and key metrics like **NRR of 107.4%** on an FX neutral basis Gross Merchandise Value Performance | Metric | Q1 2023 | Q2 2023 | Q3 2023 | Q4 2023 | | :--- | :--- | :--- | :--- | :--- | | GMV (USD Million) | $3,303.7 | $3,838.5 | $3,999.3 | $5,382.7 | | GMV Growth FX Neutral (%) | 20.6% | 21.2% | 27.8% | 29.9% | - Net Revenue Retention (NRR) was **107.4%** on an FX Neutral basis for the year ended December 31, 2023, compared to **105.3%** in 2022[410](index=410&type=chunk) Summary of Operating Results | (in millions of U.S. Dollars) | 2023 | 2022 | | :--- | :--- | :--- | | Total revenue | 201.5 | 157.6 | | Gross Profit | 140.6 | 104.8 | | Loss from operations | (14.6) | (49.9) | | Net loss for the year | (13.7) | (52.4) | - Sales and marketing expenses decreased by **12.3%** to **US$59.5 million** in 2023 from **US$67.8 million** in 2022, primarily due to headcount reductions made in the second half of 2022[460](index=460&type=chunk) [B. Liquidity and Capital Resources](index=97&type=section&id=B.%20Liquidity%20and%20Capital%20Resources) As of December 31, 2023, VTEX held **US$28.0 million** in cash, generated **US$4.3 million** in operating cash flow, and had no outstanding indebtedness Cash Flow Summary | (in millions of U.S. Dollars) | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | 4.3 | (29.2) | (53.0) | | Net cash provided by (used in) investing activities | 38.4 | (43.4) | (166.8) | | Net cash provided by (used in) financing activities | (38.4) | (19.6) | 283.7 | - The company had **no outstanding indebtedness** as of December 31, 2023, down from **US$1.2 million** at the end of 2022[504](index=504&type=chunk) [C. Research and Development, Patents and Licenses, etc.](index=99&type=section&id=C.%20Research%20and%20Development,%20Patents%20and%20Licenses,%20etc.) The company holds approximately **119 trademark registrations** worldwide, one pending patent application in the USA, and numerous registered domain names - As of December 31, 2023, the company has been issued **trademark registrations** in Brazil, the United States, Mexico, Argentina, Colombia, Chile, India, Peru, the United Kingdom, and Europe[378](index=378&type=chunk)[505](index=505&type=chunk) [D. Trend Information](index=99&type=section&id=D.%20Trend%20Information) This subsection discusses the company's business seasonality, with the **fourth quarter** typically **strongest** due to holiday sales and the **first quarter** being the **slowest** - The business experiences seasonality, with the **fourth quarter** being the **strongest** due to holiday sales and events like "Black November" in Brazil, while the **first quarter** is the **slowest**[507](index=507&type=chunk) [Item 6. Directors, Senior Management and Employees](index=102&type=section&id=Item%206.%20Directors,%20Senior%20Management%20and%20Employees) This section details the company's leadership, including **board and executive team composition**, **compensation policies**, equity incentive plans, and **employee statistics** [A. Directors and Senior Management](index=102&type=section&id=A.%20Directors%20and%20Senior%20Management) The company is managed by a seven-member board, including two co-founders and four independent members, with co-founders also serving as Co-CEOs - The board of directors consists of **7 members**: Geraldo do Carmo Thomaz Júnior (Co-Chairman), Mariano Gomide de Faria (Co-Chairman), Francisco Alvarez-Demalde, and **four independent members**: Alejandro Raul Scannapieco, Arshad Matin, Benoit Fouilland, and Silvia Mazzucchelli[531](index=531&type=chunk) [B. Compensation](index=106&type=section&id=B.%20Compensation) Director and executive compensation totaled **US$10.1 million** in 2023, utilizing equity incentive plans like the VTEX 2021 Share Plan for stock options and RSUs Aggregate Compensation (USD Million) | Year | Aggregate Compensation (USD Million) | | :--- | :--- | | 2023 | $10.1 | | 2022 | $8.2 | | 2021 | $8.3 | - The VTEX 2021 Share Plan is the current equity incentive plan As of December 31, 2023, **4,951,689 stock options** and **2,879,265 RSUs** were outstanding under this plan[554](index=554&type=chunk) [C. Board Practices](index=107&type=section&id=C.%20Board%20Practices) This subsection outlines director duties and board committee structures, including an audit committee with **three independent members** and a compensation committee with **two members** - The Audit Committee consists of **three independent members**: Alejandro Raul Scannapieco, Benoit Fouilland, and Silvia Mazzucchelli[559](index=559&type=chunk) - The Compensation Committee consists of Francisco Alvarez-Demalde and Arshad Matin[560](index=560&type=chunk) [D. Employees](index=108&type=section&id=D.%20Employees) As of December 31, 2023, VTEX had **1,277 employees**, with **32.7% in R&D** and **73.1% located in Brazil** Employee Distribution by Department | Department | Employee Percentage | | :--- | :--- | | Research and Development | 32.7% | | Sales and Marketing | 26.9% | | Professional Services & Support | 21.1% | | General and Administrative | 19.3% | [Item 7. Major Shareholders and Related Party Transactions](index=108&type=section&id=Item%207.%20Major%20Shareholders%20and%20Related%20Party%20Transactions) This section details the company's ownership structure, highlighting **co-founder voting control** via Class B shares, and outlines related party transaction policies and registration rights agreements - Co-founders Geraldo do Carmo Thomaz Júnior and Mariano Gomide de Faria each beneficially own approximately **33.0%** of Class B shares, collectively controlling approximately **61.6%** of the total voting power as of December 31, 2023[569](index=569&type=chunk)[583](index=583&type=chunk) - Other major shareholders include entities affiliated with **SoftBank** (LA Holdings DE LLC), **Riverwood Capital**, **Dynamo**, and **GIC Private Limited**[569](index=569&type=chunk) [Item 8. Financial Information](index=112&type=section&id=Item%208.%20Financial%20Information) This section incorporates consolidated financial statements by reference, discusses legal proceedings including a **lawsuit with Mirakl, Inc.**, and states the company's **lack of a dividend policy** - The company is a defendant in a **lawsuit** filed by competitor **Mirakl, Inc.** in October 2020, alleging misappropriation of confidential information The case is currently in the discovery phase, and the outcome cannot be predicted[587](index=587&type=chunk)[588](index=588&type=chunk) - The company has **not adopted a dividend policy** and intends to retain future earnings to fund business development and expansion[590](index=590&type=chunk) [Item 9. The Offer and Listing](index=113&type=section&id=Item%209.%20The%20Offer%20and%20Listing) This section details the listing of VTEX's Class A common shares on the **New York Stock Exchange** under the symbol **VTEX** since July 23, 2021 - VTEX's Class A common shares are listed on the **New York Stock Exchange** under the ticker symbol "**VTEX**"[593](index=593&type=chunk) [Item 10. Additional Information](index=114&type=section&id=Item%2010.%20Additional%20Information) This section provides detailed information on corporate governance, including memorandum and articles of association, share capital structure, material contracts, exchange controls, and taxation, highlighting the **dual-class share structure** and **director appointment rights** [B. Memorandum and Articles of Association](index=114&type=section&id=B.%20Memorandum%20and%20Articles%20of%20Association) This subsection details the company's governing documents, including a **dual-class share structure** with differential voting rights and provisions granting controlling shareholders the right to appoint a majority of the board - The company has a **dual-class share structure**: Class A common shares (**1 vote per share**) and Class B common shares (**10 votes per share**)[604](index=604&type=chunk)[611](index=611&type=chunk) - Controlling shareholders have the right to appoint a **majority of the board of directors** as long as they hold at least **25% of the outstanding voting power**[648](index=648&type=chunk) - The board of directors will become **classified into three classes** (Class I, II, and III) after the controlling shareholders' beneficial ownership drops **below 50% of the total voting power**[650](index=650&type=chunk) [C. Material Contracts](index=133&type=section&id=C.%20Material%20Contracts) This subsection describes a material contract with Amazon Web Services (AWS) for cloud storage services, valid until December 31, 2025, with usage-based monthly charges and an annual commitment - The company has a private pricing addendum with **Amazon Web Services (AWS)** for cloud storage services, valid until **December 31, 2025**[736](index=736&type=chunk) [E. Taxation](index=133&type=section&id=E.%20Taxation) This subsection summarizes tax considerations for shareholders in the Cayman Islands and the United States, noting no Cayman Islands taxes and the company's belief it is not a Passive Foreign Investment Company (PFIC) - The Cayman Islands **does not levy taxes** on profits, income, or capital gains, and the company has received a **20-year undertaking** against future taxation[742](index=742&type=chunk)[744](index=744&type=chunk) - The company **does not believe it was a Passive Foreign Investment Company (PFIC)** for its most recent taxable year and does not expect to become one in the foreseeable future[759](index=759&type=chunk) [Item 11. Quantitative and Qualitative Disclosures about Market Risk](index=139&type=section&id=Item%2011.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section discusses the company's exposure to market risks, primarily **interest rate and foreign currency exchange risks**, and its use of derivatives to hedge foreign exchange exposure - The company's primary market risks are **interest rate risk** on its cash and investments, and **foreign currency risk** from its international operations[780](index=780&type=chunk) - In 2023, **20.3% of revenues** were denominated in or linked to U.S. dollars As of December 31, 2023, **61.3% of assets** and **11.7% of liabilities** were in U.S. dollars[784](index=784&type=chunk) Part II [Item 15. Controls and Procedures](index=141&type=section&id=Item%2015.%20Controls%20and%20Procedures) This section confirms the **effectiveness of disclosure controls** and the **remediation of a previously identified material weakness** in internal control over financial reporting as of December 31, 2023 - Management concluded that the company's disclosure controls and procedures were **effective** as of December 31, 2023[797](index=797&type=chunk) - A **material weakness** in internal control over financial reporting related to restricted access management, identified as of December 31, 2022, has been **remediated** as of December 31, 2023[800](index=800&type=chunk) [Item 16. Corporate Governance and Other Matters](index=142&type=section&id=Item%2016.%20Corporate%20Governance%20and%20Other%20Matters) This section covers **corporate governance**, including audit committee experts, accountant fees, share repurchase programs, foreign private issuer exemptions, and **cybersecurity risk management** [Item 16C. Principal Accountant Fees and Services](index=142&type=section&id=Item%2016C.%20Principal%20Accountant%20Fees%20and%20Services) This subsection details the **US$0.5 million** in fees paid to Pricewaterhousecoopers Auditores Independentes Ltda. for fiscal year 2023, primarily for audit services Principal Accountant Fees | Fee Type | 2023 (USD Million) | 2022 (USD Million) | | :--- | :--- | :--- | | Audit fees | 0.5 | 0.5 | | All other fees | 0.0 | 0.1 | | **Total fees** | **0.5** | **0.6** | [Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers](index=143&type=section&id=Item%2016E.%20Purchases%20of%20Equity%20Securities%20by%20the%20Issuer%20and%20Affiliated%20Purchasers) This subsection describes the company's share repurchase programs, including a **US$20 million** program authorized in August 2023, and the repurchase of **7,388,846 Class A common shares** in 2023 - In 2023, the company repurchased **7,388,846 Class A common shares** for a total of approximately **US$35.2 million** under its publicly announced buyback programs[812](index=812&type=chunk)[814](index=814&type=chunk) - A new share repurchase program for up to **US$20.0 million** was authorized on August 8, 2023, and is scheduled to expire on August 8, 2024[810](index=810&type=chunk) [Item 16G. Corporate Governance](index=144&type=section&id=Item%2016G.%20Corporate%20Governance) As a foreign private issuer, VTEX utilizes **exemptions from certain NYSE corporate governance rules**, including requirements for independent directors and formal committees - The company relies on **foreign private issuer exemptions** from NYSE rules, including those requiring a majority of independent directors and the establishment of a formal nomination committee[819](index=819&type=chunk) [Item 16K. Cybersecurity](index=145&type=section&id=Item%2016K.%20Cybersecurity) This subsection details VTEX's cybersecurity risk management and governance, including its specialized Information Security team, multi-level oversight, and key security certifications - The Information Security team is structured into a **Blue Team** (defense), **Red Team** (simulated attacks), and **SecOps Team** (policy and risk management)[825](index=825&type=chunk)[826](index=826&type=chunk)[827](index=827&type=chunk) - Cybersecurity governance follows an **escalation path** from the Information Security Team to a Privacy & Security Committee, then to the Audit Committee, and ultimately to the **Board of Directors** for material incidents[833](index=833&type=chunk)[834](index=834&type=chunk) - VTEX holds key security certifications including Service Organization Control (**SOC) type 1 and type 2** and Payment Card Industry Data Security Standard (**PCI DSS**) certifications[837](index=837&type=chunk) Part III [Item 18. Financial Statements](index=149&type=section&id=Item%2018.%20Financial%20Statements) This section presents the company's **audited consolidated financial statements** for fiscal years 2021-2023, prepared under **IFRS**, including balance sheets, income statements, and cash flow statements Consolidated Balance Sheet | (in thousands of U.S. dollars) | Dec 31, 2023 | Dec 31, 2022 | | :--- | :--- | :--- | | **Total assets** | **341,145** | **357,673** | | Total current assets | 266,253 | 287,157 | | Total non-current assets | 74,892 | 70,516 | | **Total liabilities and equity** | **341,145** | **357,673** | | Total current liabilities | 77,244 | 62,016 | | Total non-current liabilities | 23,569 | 20,980 | | **Total shareholders' equity** | **240,332** | **274,677** | Consolidated Statement of Profit or Loss | (in thousands of U.S. dollars) | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | | Total revenue | 201,517 | 157,620 | 125,773 | | Gross profit | 140,568 | 104,788 | 76,181 | | Loss from operations | (14,602) | (49,919) | (65,929) | | **Net loss for the year** | **(13,694)** | **(52,419)** | **(60,514)** | [Item 19. Exhibits](index=149&type=section&id=Item%2019.%20Exhibits) This section lists **all exhibits filed** with the annual report, including corporate documents, material contracts, and required certifications

Financial Performance - Total revenue for the three months ended December 31, 2023, was $60,721,000, a 33.4% increase from $45,485,000 in the same period of 2022[7] - Subscription revenue for the twelve months ended December 31, 2023, reached $190,302,000, up 28.2% from $148,475,000 in 2022[7] - Gross profit for the twelve months ended December 31, 2023, was $140,568,000, compared to $104,788,000 in 2022, reflecting a 34.2% increase[7] - Net income for the three months ended December 31, 2023, was $3,223,000, compared to a loss of $322,000 in the same period of 2022[7] - Total revenue for the twelve months ended December 31, 2023, was $201.5 million, a 27.8% increase from $157.6 million in 2022[48] - Subscription revenue for the three months ended December 31, 2023, was $58.2 million, up 36.2% from $42.7 million in the same period of 2022[48] - Basic earnings per share for the three months ended December 31, 2023, was $0.018, compared to a loss of $0.002 in the same period of 2022[50] - Net income for the period was $3.2 million, a significant improvement compared to a net loss in the same quarter of the previous year[107] Assets and Liabilities - Total current assets decreased to $266,253,000 as of December 31, 2023, from $287,157,000 in 2022, a decline of 7.2%[4] - Total liabilities increased to $100,813,000 as of December 31, 2023, from $83,996,000 in 2022, representing a 19.9% increase[6] - Total shareholders' equity decreased to $240,332,000 as of December 31, 2023, down from $274,677,000 in 2022, a decline of 12.5%[6] - Total trade receivables increased to $52,446 thousand in 2023 from $43,084 thousand in 2022, indicating growth in customer transactions[24] - The total accounts payable and accrued expenses rose to $41,360 thousand in 2023, compared to $34,647 thousand in 2022, reflecting a 19.5% increase[38] - The total financial liabilities decreased to $18,925 thousand in 2023 from $20,852 thousand in 2022, a reduction of 9.2%[71] Cash Flow - Cash provided by operating activities was $4,177 thousand in 2023, a turnaround from $(28,910) thousand in 2022[10] - The company reported a net cash provided by investing activities of $38,425 thousand in 2023, compared to $(43,379) thousand in 2022, reflecting a positive cash flow trend[10] - For the twelve months ended December 31, 2023, net cash provided by operating activities was US$4.3 million, a significant improvement from a net cash used of US$29.2 million in the same period of 2022[154] - Net cash provided by investing activities amounted to US$38.4 million in 2023, compared to US$43.4 million used in 2022, primarily due to an increase in redemption of short-term investments to US$171.2 million[155] Expenses - Research and development expenses for the twelve months ended December 31, 2023, were $60,116,000, compared to $57,205,000 in 2022, an increase of 5.1%[7] - Operating expenses for Q4 2023 included $9.1 million in general and administrative costs, $15.1 million in sales and marketing, and $14.3 million in research and development[107] - Total cost for the three-month period ended December 31, 2023 increased by US$1.3 million, or 8.7%, to US$15.9 million[131] - Total cost for the twelve-month period ended December 31, 2023 increased by US$8.1 million, or 15.4%, to US$60.9 million[132] Shareholder Information - The total share capital decreased from $19 million on December 31, 2022, to $18 million on December 31, 2023, with the number of ordinary shares decreasing from 188,992,529 to 184,027,008[46] - Share-based compensation increased to $16,360 thousand in 2023 from $12,202 thousand in 2022, reflecting higher employee incentives[10] - The company incurred $19.1 million in total expenses related to share-based compensation for the year ended December 31, 2023, compared to $12.4 million in 2022[61] Market Position and Strategy - The company has over 2,500 customers and 3,500 active online stores across 43 countries, indicating strong market penetration[96] - VTEX's technology is designed to support large enterprises, with approximately 86% of GMV coming from blue-chip companies[96] - The company was recognized as a leader in the IDC MarketScape and a Visionary in the 2023 Gartner Magic Quadrant for Digital Commerce, highlighting its competitive positioning[97] - The company plans to continue expanding its sales and marketing efforts in existing and new regions to enhance brand awareness and attract new customers[122] Foreign Exchange and Risk Management - The company is exposed to foreign exchange fluctuations and uses derivative financial instruments for hedging purposes[166] - As of December 31, 2023, 20.3% of revenues were denominated in or linked to U.S. dollars, up from 15.6% in 2022[165] - The company's assets were represented by 61.3% in U.S. dollars as of December 31, 2023, compared to 66.1% in 2022[165] - Liabilities, excluding total shareholders' equity, were 11.7% in U.S. dollars as of December 31, 2023, down from 13.2% in 2022[165]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION VTEX Washington, D.C. 20549 (Exact name of registrant as specified in its charter) FORM 6-K N/A (Translation of registrant's name into English) REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 125 Kingsway, WC2B 6NH London, United Kingdom (Address of principal executive office) For the month of November 2023. Commission File Number 001-40626 Indicate by check mark whether the registrant files or will ...

Financial Data and Key Metrics Changes - VTEX achieved a GMV growth of 23.4% year-over-year, demonstrating strong performance despite macroeconomic challenges [6][23] - Revenue for Q2 2023 reached $47.9 million, reflecting a year-over-year increase of 23.7% in USD and 22.9% on an FX-neutral basis [23][24] - Subscription revenue increased to $44.8 million, up 22.2% year-over-year, while services revenue rose to $3.1 million, marking a significant increase [24] - Non-GAAP subscription gross margin improved to 75.3%, up from 72.5% in the same quarter of the previous year, indicating effective cost management [25][26] - Non-GAAP operating income margin improved to negative 3.2%, a significant improvement from negative 45.1% year-over-year [28] Business Line Data and Key Metrics Changes - Subscription revenue growth was driven by new customer acquisitions and existing customer performance, with same-store sales growth in the teens range [7][24] - The company added several new customers across various regions, including Brazil, Romania, Mexico, New Zealand, and the U.S. [8][9] Market Data and Key Metrics Changes - The overall e-commerce market continues to grow in single digits, while VTEX consistently outperformed the market, particularly in the U.S. and Europe [52][54] - Existing customers showed resilient growth, integrating physical stores with digital experiences, leading to improved conversion rates and inventory management [53] Company Strategy and Development Direction - VTEX aims to become the backbone of connected commerce, focusing on providing a composable and complete platform that reduces total cost of ownership for customers [7][31] - The company is committed to enhancing its service offerings and expanding its customer base, particularly in the U.S. and Europe, where it sees significant growth opportunities [22][48] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's growth trajectory despite uncertain macroeconomic conditions, highlighting a strong pipeline of new customer implementations [30][36] - The company anticipates revenue for Q3 2023 to be in the range of $48.2 million to $49.0 million, reflecting a year-over-year growth of 19% on an FX-neutral basis [30] Other Important Information - VTEX announced a new share repurchase program of up to $20 million, reflecting confidence in its financial position and commitment to delivering long-term shareholder value [29][49] Q&A Session Summary Question: What contributed to the better-than-expected P2 revenues? - Management attributed the overperformance to new customer acquisitions and stabilization of the sales cycle, which positively impacted project go-lives [34][35] Question: What changes are being made regarding headcount? - Management indicated that headcount has remained stable, with no significant changes anticipated, aligning with current demand [37][38] Question: How have new product launches been received by clients? - Management noted positive reception of new products, emphasizing the importance of organic channels for customer growth [41] Question: Is there increased competition in the market? - Management observed no significant changes in competitive dynamics, although there is increased awareness among clients regarding total cost of ownership [40][56] Question: What is the outlook for the e-commerce market in key regions? - Management indicated that while the e-commerce market is growing slowly, VTEX continues to outperform, particularly in the U.S. and Europe [52][54]

VTEX (Exact name of registrant as specified in its charter) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2023 Commission File Number 001-40626 N/A (Translation of registrant's name into English) 125 Kingsway, WC2B 6NH London, United Kingdom (Address of principal executive office) Indicate by check mark whether the registrant files or will fi ...

VTEX (NYSE:VTEX) Q1 2023 Results Conference Call May 9, 2023 4:30 PM ET Company Participants Julia Vater Fernandez - IR Director Geraldo Thomaz Jr. - Founder and Co-CEO Ricardo Camatta Sodre - CFO Mariano Gomide de Faria - Founder and Co-CEO Andre Spolidoro - Chief Strategy Officer Conference Call Participants Marcelo Santos - JPMorgan Clarke Jeffries - Piper Sandler Franco Granda - D.A. Davidson Cesar Medina - Morgan Stanley Julia Vater Fernandez Hello, everyone, and welcome to the VTEX Earnings conference ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023. Commission File Number 001-40626 VTEX (Exact name of registrant as specified in its charter) N/A (Translation of registrant's name into English) 125 Kingsway, WC2B 6NH London, United Kingdom (Address of principal executive office) PART I - FINANCIAL INFORMATION Item 1 - Financial Statements Ind ...

VTEX (NYSE:VTEX) Q4 2022 Earnings Conference Call March 2, 2023 4:30 PM ET Company Participants Julia Fernandez - Director, IR Geraldo do Carmo Thomaz - Founder & Co-CEO Ricardo Sodre - CFO Mariano Gomide de Faria - Founder & Co-CEO Conference Call Participants Marcelo Santos - JPMorgan Fred Mendes - Bank of America Merrill Lynch Clarke Jeffries - Piper Sandler Andre Salles - UBS Operator Good afternoon. Thank you for attending today's VTEX 2022 Financial Results Conference Call. My name is Megan, and I'll ...

| --- | --- | --- | --- | --- | |----------------------------------------|-------|-------|-------|-------| | | | | | | | | | | | | | | | | | | | | | | | | | Business Overview Fourth Quarter 2022 | | | | | | March 2022 | | | | | SAFE HARBOR This presentation has been prepared by VTEX ("we," "us," "our," "VTEX" or the "Company"). This presentation may contain forward-looking statements relating to such matters as continued growth prospects for the Company, industry trends and product and technology initiative ...