Executive Officers Stockholder and Corporate Information David DeStefano, President, Chief ExecutiveOfficer & Chairperson Annual Meeting of StockholdersWednesday, June 11, 20259:00 a.m., Eastern TimeVia live webcast John Schwab, Chief Financial Officer Board of Directors Eric AndersenOperating partner at PeakEquity David DeStefanoPresident, Chief Executive Officer & Chairperson ofVertex, Inc. Bradley GaytonFormer Senior Vice President, General Counsel ofthe Coca-Cola Company Philip SaundersChief Executive Officer of Relativity J. Richard StammFormer partner at PricewaterhouseCoopers LLP Amanda Westphal RadcliffeDirector of Vertex, Inc. Stephanie Westphal ThompsonDirector of Vertex, Inc. Vertex, Inc.Attention: Secretary2301 Renaissance Blvd.King of Prussia, PA 19406 A reasonable fee will be charged for copies ofexhibits. UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, DC 20549FORM 10-K (Mark One) ցANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 duringthe preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past90 days.YesցNoտ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of RegulationS-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).YesցNoտ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerginggrowth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of theExchange Act. ցAccelerated filerտSmall reporting companyEmerging 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 orrevised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.տ Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control overfinancial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.7262(b)) by the registered public accounting firm that prepared or issued its audit report.ց If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filingreflect the correction of an error to previously issued financial statements.Ƒ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by anyof the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).Ƒ The aggregate market value of the voting and non-voting common equity held by non-affiliates of Vertex, Inc. as of June 30, 2024, totaled approximately$2,080,796,194. Such value excludes common stock held by executive officers, directors and 10% or greater stockholders as of June 30, 2024. The identification of 10%or greater stockholders as of June 30, 2024, is based on Schedule 13G and amended Schedule 13G reports publicly filed before June 30, 2024. This calculation does notreflect a determination that such parties are affiliates for any other purposes. As of February 21, 2025, the registrant had 71,702,437shares of Class A common stock, $0.001 par value per share, and 86,480,641 shares of Class B commonstock, $0.001 par value per share, outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Registrant’s Definitive Proxy Statement relating to the 2025 Annual Meeting of Shareholders, are incorporated by reference into Part III of this report.The Definitive Proxy Statement will be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year ended December 31, 2024. TABLE OF CONTENTS Special Note Regarding Forward-Looking Statementsii PART I Item 1.BusinessItem 1A.Risk FactorsItem 1B.Unresolved Staff CommentsItem 1C.Cybersecurity DisclosuresItem 2.PropertiesItem 3.Legal ProceedingsItem 4.Mine Safety Disclosures PART IIMarket for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Item 5.Equity Securities28Item 6.Reserved29Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations30Item 7A.Quantitative and Qualitative Disclosures About Market Risk54Item 8.Financial Statements and Supplementary Data55Item 9.Changes in and Disagreements with Accounta