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Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934


Date of report (Date of earliest event reported): June 12, 2024




(Exact name of registrant as specified in its charter)



Delaware   001-39413   23-2081753

(State or other jurisdiction

of incorporation or organization)


  (Commission File Number)   (I.R.S. Employer
Identification No.)


2301 Renaissance Blvd.
King of Prussia, Pennsylvania 19406

(Address of principal executive offices) (Zip Code)


(800) 355-3500

(Registrant’s telephone number, include area code)



(Former Name or Former Address, if Changed Since Last Report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) 


¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) 
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 


Securities registered pursuant to Section 12(b) of the Act:


Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Class A Common Stock, $0.001 par value per share   VERX   The Nasdaq Stock Market LLC


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company ¨


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨






Item 5.07. Submission of Matters to a Vote of Security Holders


On June 12, 2024, Vertex, Inc. held its Annual Meeting of Stockholders.


The following nominees were elected as directors, each to hold office until the 2027 Annual Meeting of Stockholders, or the earlier to occur of his or her death, disqualification, resignation, or removal or the appointment of his or her successor, by the vote set forth below:


Nominee  For   Withheld   Broker Non-Votes 
Amanda Westphal Radcliffe   898,732,615.000    23,603,773.000    3,462,689.000 
Stefanie Westphal Thompson   903,500,953.000    18,835,435.000    3,462,689.000 
Bradley Gayton   903,736,484.000    18,599,904.000    3,462,689.000 


The appointment of Crowe LLP as our independent auditor for the fiscal year ending December 31, 2024 was ratified by the vote set forth below:


For   Against   Abstain   Broker Non-Vote 
 925,756,481.000    30,264.000    12,332.000    0 


Advisory vote to approve our Named Executive Officer compensation was approved by the vote set forth below:


For   Against   Abstain   Broker Non-Votes 
 921,551,093.000    776,872.000    8,423.000    3,462,689.000 


Advisory vote to approve the preferred frequency of future advisory votes on the compensation of our Named Executive Officers was approved for every three years by the vote set forth below:


Every Year   Every Two Years   Every Three Years   Abstain   Broker Non-Votes 
 40,359,330.000    711,989.000    881,147,498.000    117,571.000    3,462,689.000 







Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Date: June 18, 2024 By: /s/ Bryan Rowland
  Name: Bryan Rowland
  Title: General Counsel and Secretary