---
schema_version: "secwatch.filing_event.v1"
accession: "0001558370-24-005939"
form_type: "8-K"
ticker: "VERX"
cik: "0001806837"
company_name: "Vertex, Inc."
filed_at: "2024-04-26T23:59:59+00:00"
generated_at: "2026-06-03T06:38:21.082723+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Vertex closes $345M 0.750% convertible notes due 2029 with capped call transactions

## Summary
- $345M aggregate principal of 0.750% convertible senior notes due 2029; initial conversion price ~$36.32/share.
- Net proceeds ~$333.7M after discounts and expenses; ~$42.4M used for capped call transactions.
- Remainder for working capital, potential acquisitions, or general corporate purposes; no specific uses designated.
- Capped call transactions (cap price $55.88/share) reduce potential dilution upon conversion.
- Notes sold in Rule 144A private placement; shares issuable upon conversion not registered.

## SEC filing metadata
- accession: 0001558370-24-005939
- form_type: 8-K
- ticker: VERX
- cik: 0001806837
- company_name: Vertex, Inc.
- filed_at: 2024-04-26T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1806837/000155837024005939/0001558370-24-005939-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1806837/000155837024005939/verx-20240423x8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001558370-24-005939
- JSON: https://secwatch.observer/filing/0001558370-24-005939.json
- Plain text: https://secwatch.observer/filing/0001558370-24-005939.txt

## Key facts
- Debt Financings
  Vertex, Inc. incurred convertible notes of $345 million aggregate principal amount with Morgan Stanley & Co. LLC at 0.750% per annum maturing May 1, 2029.
  - Instrument: convertible notes
  - Principal: $345 million aggregate principal amount
  - Counterparty: Morgan Stanley & Co. LLC
  - Rate: 0.750% per annum
  - Maturity: May 1, 2029
  - Event: incurrence
  source text: for a period of 13 days from, and including, the date the base notes were issued. The Initial Purchasers elected to exercise the option in full. The issuance of the entire $345 million aggregate principal amount of notes was consummated on April 26, 2024 (the “Closing Date”). The net proceeds from the offering of the notes were approximately $333.7 million,
  evidence_url: https://www.sec.gov/Archives/edgar/data/1806837/000155837024005939/0001558370-24-005939-index.htm
- Material Agreements
  Vertex, Inc. entered into Indenture with U.S. Bank Trust Company, National Association, as trustee valued at $345 million aggregate principal amount of notes (effective 2024-04-26).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: U.S. Bank Trust Company, National Association, as trustee
  - Value: $345 million aggregate principal amount of notes
  - Effective: 2024-04-26
  source text: The notes were issued pursuant to, and are and will be governed by, an indenture, dated as of the Closing Date (the “Indenture”), between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1806837/000155837024005939/0001558370-24-005939-index.htm
- Material Agreements
  Vertex, Inc. entered into Purchase Agreement with Morgan Stanley & Co. LLC as representative of the several initial purchasers valued at $300 million aggregate principal amount (effective 2024-04-23).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: Morgan Stanley & Co. LLC as representative of the several initial purchasers
  - Value: $300 million aggregate principal amount
  - Effective: 2024-04-23
  source text: On April 23, 2024, Vertex, Inc. (the “Company”) agreed to sell to the several initial purchasers (the “Initial Purchasers”) for whom Morgan Stanley & Co. LLC acted as representative (the “Representative”), and the Initial Purchasers agreed to purchase from the Company, $300 million aggregate principal amount of the Company’s 0.750% Convertible Senior Notes due 2029 (the “base notes”), pursuant to a purchase agreement (the “Purchase Agreement”) between the Company and the Representative.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1806837/000155837024005939/0001558370-24-005939-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.