#1W VERTEX#2Safe harbor This presentation has been prepared by Vertex, Inc. (the "Company") for the exclusive use of the party to whom the Company delivers this presentation, The Company has filed a registration a registration statement on Form S-1 (No. 353-239644) (the "Registration Statement"], including a prospectus, with the Securities and Exchange Commission (the "SEC") for the initial public offering of the Company's common stock (Common Stock") to which this communication relates. The Registration Statement has not yet become effective The Common Stock may not be sold, nor may offers be accepted, prior to the time the Registration Statement becomes effective. Before you vest, you should read the prospectus in the Registration Statement, including the Risk Factors set forth therein, and the other documents that the Company has fied with the SFC for more complete information about the Company and this offering. You can obtain these documents for free by visiting EDCAR on the SEC website at www.sec.gov. Alternatively, copies of the prospectus may be obtained from Goldman Sachs & Co. LLC, Attr: Prospectus Department, 200 West Street, New York, NY 10282, or Morgan Stanley & Co. LLC, Attr Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014. Any statements made in this presentation that are not statements of historical fact, including statements about the Company's beliefs and expectations, are forward-looking statements and should be evaluated as such. Forward- looking statements include information concerning possible or assumed future results of operations, including descriptions of our business plan and strategies. These statements often include words such as "anticipate," "expect" "suggests," "plan" "believe intend estimates," "targets." "projects," "should" "could "would." "may." "will" "forecast and other similar expressions. The Company bases these forward-looking statements on its current expectations, plans and assumptions that the Company has made in light of its experience in the industry, as well as its perceptions of historical trends, current conditions, expected future developments and other factors the Company believes are appropriate under the circumstances at such time. As you read and consider this opresentation, you should understand that these statements are not guarantees of future performance or results. The forward-looking statements are subject to and involve risks, uncertainties and assumptions, and you should not place undue reliance on these forward-looking statements. Although the Company believes that these forward-looking statements are based on reasonable assumptions at the time they are made you should be aware that many factors could affect the Company's actual results at results of operations and could cause actual results to differ materially from those expressed in the forward-looking statements Factors that may matenally affect such forward-looking statements include the Company's ability to attract new customers on a cost-effective basis and the extent to which existing customers renew and upgrade their subscriptions; the Company's ability to sustain and expand revenues, maintain profitability, and to effectively manage our anticipated growth; the timing of our introduction of new solutions or updates to existing solutions: the Company's ability to successfully diversify its solutions by developing or introducing new solutions or acquiring and integrating additional businesses, products, services or content the Company's ability to maintain and expand its strategic relationships with third parties, risks related to the Company's expanding international operations, the Company's ability to deliver its solutions to customers without disruption or delay, the Company's exposure to liability from errors, delays, fraud or system failures, which may not be covered by insurance, risks related to the Company's determinations of customers' transaction tax and tax payments, risks related to changes in tax laws and regulations or their interpretation or enforcement, the Company's ability to manage cybersecurity and data privacy risks, risks related to failures in information technology, infrastructure and third party service providers, the Company's ability to effectively protect, maintain and enhance its brand; global economic weakness and uncertainties, and disruption in the capital and credit markets; business disruptions related to natural disasters, epidemic outbreaks, terrorist acts, political events or other events outside of the Company's contro, the Company's ability to comply with anti-corruption, anti-bribery and similar laws; changes in interest rates, security ratings and market perceptions of the industry in which the Company operates, or the Company's ability to obtain capital on commercially reasonable terms or at alt any statements of belief and any statements of assumptions underlying any of the foregoing, and other factors beyond the Company's control The Company undertakes no obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by applicable law. All written and oral forward-looking statements made in connection with this presentation attributable to the Company or persons acting on the Company's behall are expressly qualified in their entirety by the above paragraph This presentation contains non-GAAP financial measures such as Adjusted EBITDA and free cash flow. These measures are not prepared in accordance with generally accepted accounting principles in the United States of America [GAAP) and have important limitations as analytical tools. Non GAAP financial measures are supplemental, should only be used in conjunction with results presented in accordance with GAAP and should not be considered in isolation or as a substitute for such GAAP results Refer to the Appendix of this presentation for a reconciliation of each non GAAP financial measure to the most directly comparable financial measure calculated and presented in accordance with GAAP. Market data and industry information used throughout this presentation are based on management's knowledge of the industry and the good faith estimates of management. The Company also relied to the extent available, upon management's review of independent industry surveys and publications and other publicly available information prepared by a number of third party sources. All of the market data and industry information used in this presentation mvolves a number of assumptions and imitations, and you are cautioned not to give undue weight to such estimates. Although the Company believes that these sources are reliable, the Company cannot guarantee the accuracy or completeness of this information, and the Company has not independently verified this information. While the Company believes the estimated market position, market opportunity and market size information included in this presentation are generally reliable, such information, which is derived in part from management's estimates and beliefs, is inherently uncertain and imprecise. No representations or warranties are made by the Company, any of its affiliates or the underwriters as to the accuracy of any such statements or projections Projections, assumptions and estimates of the Company's future performance and the future performance of the industry in which the Company operates are necessarily subject to a high degree of uncertainty and risk due to a variety of factors, including those described above. These and other factors could cause results to differ materially from those expressed in the Company's estimates and beliefs and in the estimates prepared by independent parties MVERTEX 2#3Offering Summary Issuer Listing / ticker Shares offered Overallotment option Filing range Expected pricing date Use of proceeds Lock-up period Joint bookrunners (alphabetical) Vertex, Inc. NASDAQ Global Market / VERX Primary: 21,150,000 Shares of Class A Common Stock 3,172,500 Shares of Class A Common Stock 15% (combination Primary/Secondary) $14-16 July 28th, 2020 Repayment of all outstanding indebtedness under the Company's existing credit agreement and related fees and expenses as well as equity related obligations, with the remainder used for working capital and other general corporate purposes 180 day lock-up period for the company, its executive officers, directors and existing holders of substantially all of the Company's existing Class A and Class B Common Stock Goldman Sachs & Co. LLC | Morgan Stanley Bank of America | Citigroup | Jefferies | JMP Securities | Stifel | William Blair | CastleOak Securities, L.P. VERTEX#4Our vision is to accelerate global commerce#5Vertex: pioneering tax technology for over 40 years chi 4,000+ Customers(¹) >50% of the Fortune 5000) 86% Subscription revenue?) 109% Net revenue retention rate(13) >130 Countries supported) $322MM 2019 Revenue $31MM 2019 Net income $7B TAM) We deliver leading indirect tax software, services and content Tax determination Tax data management Compliance and reporting Document management Industry-specific solutions Monthly tax content updates VERTEX#6Indirect taxes are significant and growing Sales tax Use tax VAT Imports Exports Excise Payroll - $3.7T Indirect tax revenue - $1.3T Corporate income tax revenue 2.5x Indirect tax revenue vs. corporate income tax revenue 21% VAT as a % of GDP in OECD countries MVERTEX#7Indirect taxes are incredibly complex... 7 EVERY transaction THOUSANDS of jurisdictions THOUSANDS of products and services. In REAL-TIME = MY ORDERS Today Small Lotte Large Coffee Tax TOTAL View Order INC $3.99 $4.99 $0.72 59.70 / VERTEX#8...and occur across the supply chain... A global coffee retailer's tax reality RAW MATERIALS Bean Growers Pulp /Lumber Columbia VAT TAX TAX MANUFACTURING Processor A Processor B TAX TAX Brazil VAT U.S. sales and use tax DISTRIBUTION Shipping Warehouse TAX TAX U.S. sales and use tax UK VAT RETAIL Shipping Mobile App eCommerce Marketplace France VAT India GST TAX TAX TAX TAX MY ORDERS MVERTEX#9...and many enterprises still address them manually, with in-house systems, native ERP or outsourcing X Excel M Inaccurate Error-prone Inefficient Unscalable Costly MVERTEX#10Macroeconomic shifts are compounding complexity and providing sustained tailwinds for our growth Complexity 10 Business Growth Drivers Regulatory Technology VERTEX#11Strong and diversified revenue opportunities for eCommerce growth Traditional retailers accelerating omnichannel strategies ✓ Global enterprises expanding mobile applications for order & pay Digital services companies in food delivery, logistics, leasing ✓ Marketplace transaction growth and regional expansion ✓ Payment systems and infrastructure. 11 ✓ Ecommerce platforms. Enterprises Digital Services Vertex Solutions Platforms & Infrastructure Marketplaces MVERTEX#12Addressing this complexity for enterprises is an enormous opportunity 12 Addressable businesses Nave TAX $ Potential Revenue per customer = || Global Market $7Bn Estimated U.S. TAM(¹) MVERTEX#13Our software and solutions automate end-to-end, indirect tax processes 13 eCommerce TAX DETERMINATION Taxability, Calculation Sales Tax Consumer Use Tax PRE-BUILT INTEGRATIONS WITH LEADING CORE BUSINESS APPLICATIONS Procurement COMPLIANCE & REPORTING Returns, Forms, e-Filing, Remittance TAX GEO-LOCATION Our Solutions Seller's Use Tax Enterprise Resource Planning TAX DATA MANAGEMENT Validation, Reconciliation, Audit Our Technology VAT REAL-TIME CALCULATION ENGINE GLOBAL CONTENT DATABASE Communications Tax Billing DOCUMENT MANAGEMENT Exemptions, Payments, Notifications Leasing Tax TAX CONFIGURABILITY Payroll Tax Point-of-Sale INDUSTRY-SPECIFIC SOLUTIONS Retail, Leasing. Telecommunications Lodging & Occupancy Tax MVERTEX#14Tax content subscription provides differentiated value through its scale, breadth and depth II LIBRARY M CONTENT 300M+ Effective tax rules and growing(¹) 14 EXPERTISE 70+ Tax-content professionals) 12/31/2014 COVERAGE 19,000+ Jurisdictions worldwide(¹) VERTEX#15We have built a marquee customer base that spans a diverse set of industries 15 4,000+ Customers(1) 16 7 of the Top 10 Retail (2) &12/31/2014 8 of the Top 10 Wholesale Trade (2) 9 of the Top 10 Technology(2) 7 of the Top 10 Manufacturing (2) >50% of the Fortune 500(1) 7 of the Top 10 Financial Services (²) 9 of the Top 10 Communications and Transport2) ON 7 of the Top 10 Marketplaces VERTEX#16Over 4,000 Customers and growing MetLife SIEMENS 16 CONA SERVICES LLC TREMCO G GORDON FLESCHⓇ BUSINESS TECHNOLOOT, MANABERT TOYOTA Bright Computing P&G ETE comentity patagonia GraybaR U UNIVERSAL PHOTONICS FORTIVE O Air Liquide DEGRENNE BOSE A SUMMIT ELECTRIC SUPPLY AmeriGas. LL.Bean HBC HUDSON'S BAY COMPANY DURACELL® LEGO redbox. Microsoft Weatherford Lhoist Walmart acxiom. DriveTime® → MVERTEX#17Land-and-expand go-to-market model provides operating leverage 17 Sales Field sales Inside sales Channel sales Strategic accounts Tax & accounting firms Deloitte KPMG pwc Alliance Ecosystem System integrators Customer Experience Customer success managers Technical account managers Account services Product analytics Grant Thornton |BDO accenture Tax community CPA.com 70+ Other Consulting Firms MVERTEX#18Customer case study: Acxiom . 18 Overview Acxiom enables people-based marketing everywhere through a simple, open approach to connecting systems and data Since 2004, Vertex has enabled Acxiom to manage its sales and use tax obligations on a global scale Automating compliance and reporting has freed up valuable time and resources for the Acxiom tax team to increase its strategic focus and accelerate time-to-market for company mergers and acquisitions Solutions Offered * Tax Determination * Compliance & Reporting Document Management acxiom Problem x Identify taxability across a wide range of marketing and technology services x Determine applicable tax rates and/or exemptions to ensure accurate client billing x Expanded tax support for company mergers and acquisitions Key Benefits ✓ Accurate client billing across global customer and partner network Accelerate time-to-market for M&A ✓ Increased strategic focus and analysis VERTEX#19Customer case study: global omnichannel retailer H 19 Company serves customers in over 10,000 stores. spanning more than 20 countries The Company's eCommerce sales are one of its fastest growing areas, with over 40% sales growth and up to 100 million unique visitors each month Customer since 2017 ** • Tax Determination Overview ** * Document Management Retail Industry Solution ** Solutions Offered ** Needed solution that could support more than 90 million products SKUs and high transaction volumes in real-time across multiple channels including in-store point of sale, eCommerce and marketplace, which allows third-party vendors to sell on the Company's website Tax & Deployment Types Supported Sales Tax Problem ✓ Consumer Use Tax ✓ On-Premise MVERTEX#20Customer case study: specialty retailer Multiple Integrations • Over 700% ARR growth in the past 10 years ARR/Solution Milestones 20 2006-15 CUT O Sales Tax O Sales Tax Q&L VAT O $2,000,000 $1,600,000 $1,200,000 $800,000 $400,000 SO 2007- 2013 2014 2015 2016 2017 2018 2019 2020 2012 2016-17 Data Mgt. ARR VRA 2018-2020 STO Cloud Additional Connectors MVERTEX#21Customer case study: global technology services provider • Microsoft and SAP Integrations • 300% ARR increase in the past 10 years ARR/Solution Milestones 21 2009-12 CUT O Sales Tax O $800,000 $700,000 $600,000 $500,000 $400,000 $300,000 $200,000 $100,000 $O 2013-15 Tools O Additional Connectors ARR 2008- 2013 2014 2015 2016 2017 2018 2019 2020 2012 2016 Sales Tax O 2017-19 VAT O Comm O MVERTEX#22Deeply-integrated ecosystem with unparalleled scale ERP ORACLE SAP workday. ORACLE NETSUITE 22 infor Microsoft Dynamics Acumatica Procurement & Billing M VERTEX SAP Ariba A coupa zuora Recurly CRM & E-Commerce salesforce SAP Hybris (v) Commerce BIGCOMMERCE Magento VERTEX#23Flexible delivery model aligned to customer IT roadmap adoption On-premise Cloud 3 Hybrid MVERTEX#24Our solutions address the complexities of the broadest set of large customers Vertex targets companies with cross- border revenues, increasing audit risk and complex tax operations. Complex tax operations include: • Large # of jurisdictions Large # products / SKUs Multi-channel distribution I i i . Low N Multiple transaction systems High transaction volumes Avalara Complexity-tax, business, and technological In-House Solutions MVERTEX High THOMSON REUTERS SOVOS MVERTEX#25Driven management team leveraging deep industry experience and expertise 25 David DeStefano President and CEO John Schwab Chief Financial Officer Jen Kurtz Chief Technology Officer Steve Hinckley Chief Operating Officer Bryan Rowland General Counsel Chris Jones Chief Revenue Officer Kate Shields Chief Customer Officer VERTEX#26Vertex is values-driven 26 Core values Collaboration Performance | Integrity Innovation | Fun Common purpose We build trusted relationships at work, in business and in our communities Employer of choice Corporate philanthropy Community service 1000 strong and growing#27Multiple drivers of future growth 27 MI Expand existing customer revenues Acquire new customers Broaden & deepen our partner ecosystem Extend global footprint Sustained investment in product innovation MVERTEX#28Drivers of long-term revenue growth 18% 2019A Revenue Growth 28 HOME 109% Net revenue retention rate!!! 090 New customer adds in current segments 2 Expansion with existing customers X Business model expansion and diversification Upsell to cloud New customer adds in segments with increasing complexity Expansion across geographies, tax types, existing products Expansion of eCommerce. digital goods and services Drivers of new growth areas Investments in new integrations to access more customers Enablers Expanding go-to-market investments across sales, marketing, and account management Broader industry drivers New channel partnerships Technology refreshes (cloud & ERP), best-of-breed Marketplaces New products and services in pipeline Regulatory pressure / scrutiny post-COVID-19 Expansion of our geographic coverage YA Innovation Marketplace facilitator regulations Robust long-term growth H MVERTEX#29Financial Overview 29#30Vertex financial highlights Highly visible and predictable financial performance 30 Strong historical revenue growth Majority subscription revenue drives visibility Meaningful land-and-expand motion with strong upsell track record Disciplined business model with attractive historical margins Healthy historical free cash flow generation VERTEX