United States securities and exchange commission logo

                             July 24, 2020

       Bryan Rowland
       General Counsel
       Vertex, Inc.
       2301 Renaissance Blvd.
       King of Prussia, PA 19406

                                                        Re: Vertex, Inc.
                                                            Amendment No. 1 to
Registration Statement on Form S-1
                                                            Filed July 20, 2020
                                                            File No. 333-239644

       Dear Mr. Rowland:

             We have reviewed your amended registration statement and have the
       comments. In some of our comments, we may ask you to provide us with
information so we
       may better understand your disclosure.

              Please respond to this letter by amending your registration
statement and providing the
       requested information. If you do not believe our comments apply to your
facts and
       circumstances or do not believe an amendment is appropriate, please tell
us why in your

              After reviewing any amendment to your registration statement and
the information you
       provide in response to these comments, we may have additional comments.

       Amendment No. 1 to Form S-1

       Dilution, page 49

   1.                                                   Please explain how you
computed pro forma net tangible book value in the amount of
                                                        $(315.8) million, or
$(2.62) per share, and adjusted pro forma net tangible book value in
                                                        amount of $(27.4)
million, or $(0.19) per share, as of March 31, 2020, after giving pro
                                                        forma effect to the
transactions described.
       Management's Discussion and Analysis of Financial Condition and Results
of Operations
       Critical Accounting Policies and Estimates
       Stock-Based Compensation, page 83

   2.                                                   Consistent with your
response to comment 5 in your letter dated June 18, 2020, please
                                                        update your disclosure
regarding the impact of the change in accounting for the SARs
 Bryan Rowland
Vertex, Inc.
July 24, 2020
Page 2
      upon becoming a public company. Revise to address your accounting for the
      of the outstanding SARs as part of this offering, including the financial
impact upon the
      modification and on future results.
Notes to Consolidated Financial Statements, page F-8

3.    Please revise to provide subsequent events disclosures pursuant to ASC
855-10-50-1 and
Note 1. Summary of significant accounting policies
Unaudited Pro Forma Earnings Per Share, page F-23

4.    You indicate that the determination of pro forma shares outstanding gives
effect to the
      exchange of the Class A and Class B common stock outstanding at December
31, 2019
      and March 31, 2020 for the respective new series of Class A and B common
      However, it appears that the denominator only includes the number of
shares whose
      proceeds would be necessary to repay the term loans. Please revise your
computation to
      also include the new series of Class A and B common shares outstanding
exchanged for
      the Class A and Class B common stock outstanding.

5.    We note your 3-for-1 forward split of your common stock, which will occur
prior to the
      closing of this offering. When the forward split occurs, please ensure
disclosures through
      the filing are consistently presented to give retroactive effect to the
change. Revise
      financial statements presented to reflect the stock split in accordance
with ASC 260-10-
      55-12 and SAB Topic 4C. Also ensure your independent auditor revises its
report on page
      F-2 to reference the stock split and dual-date its opinion in accordance
        You may contact Becky Chow, Staff Accountant, at (202) 551-6524 or
Walsh, Staff Accountant, at (202) 551-3224 if you have questions regarding
comments on the
financial statements and related matters. Please contact Michael C. Foland,
Staff Attorney, at
(202) 551-6711 or Kathleen Krebs, Special Counsel at (202) 551-3350 with any
other questions.

FirstName LastNameBryan Rowland
                                                          Division of
Corporation Finance
Comapany NameVertex, Inc.
                                                          Office of Technology
July 24, 2020 Page 2
cc:       Joel Trotter
FirstName LastName