0001209191-21-015872.txt : 20210302 0001209191-21-015872.hdr.sgml : 20210302 20210302161322 ACCESSION NUMBER: 0001209191-21-015872 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210226 FILED AS OF DATE: 20210302 DATE AS OF CHANGE: 20210302 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Frome James J. CENTRAL INDEX KEY: 0001489265 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34702 FILM NUMBER: 21703685 MAIL ADDRESS: STREET 1: 333 SOUTH SEVENTH STREET STREET 2: SUITE 1000 CITY: MINNEAPOLIS STATE: MN ZIP: 55402 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SPS COMMERCE INC CENTRAL INDEX KEY: 0001092699 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 411593154 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 333 SOUTH SEVENTH STREET STREET 2: SUITE 1000 CITY: MINNEAPOLIS STATE: MN ZIP: 55402 BUSINESS PHONE: 612-435-9400 MAIL ADDRESS: STREET 1: 333 SOUTH SEVENTH STREET STREET 2: SUITE 1000 CITY: MINNEAPOLIS STATE: MN ZIP: 55402 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-02-26 0 0001092699 SPS COMMERCE INC SPSC 0001489265 Frome James J. 333 SOUTH SEVENTH STREET SUITE 1000 MINNEAPOLIS MN 55402 0 1 0 0 EVP & Chief Operating Officer Common Stock 2021-02-26 4 M 0 6124 27.85 A 67023 D Common Stock 2021-02-26 4 M 0 10056 54.54 A 77079 D Common Stock 2021-02-26 4 M 0 28290 27.37 A 105369 D Common Stock 2021-02-26 4 S 0 2400 99.5807 D 102969 D Common Stock 2021-02-26 4 S 0 38771 101.1028 D 64198 D Common Stock 2021-02-26 4 S 0 15066 101.8973 D 49132 D Common Stock 2021-02-26 4 S 0 2632 103.1753 D 46500 D Common Stock 2021-02-26 4 S 0 802 103.7128 D 45698 D Common Stock 2021-03-01 4 S 0 500 100.566 D 45198 D Common Stock 2021-03-01 4 S 0 933 101.6977 D 44265 D Common Stock 2021-03-01 4 S 0 3979 102.62 D 40286 D Common Stock 2021-03-01 4 S 0 1323 103.3418 D 38963 D Common Stock 336.402 I By 401(k) Plan Employee Stock Option (right to buy) 27.85 2021-02-26 4 M 0 6124 0.00 D 2024-02-14 Common Stock 6124 0 D Employee Stock Option (right to buy) 54.54 2021-02-26 4 M 0 10056 0.00 D 2026-02-19 Common Stock 10056 10058 D Employee Stock Option (right to buy) 27.37 2021-02-26 4 M 0 28290 0.00 D 2025-02-13 Common Stock 28290 9432 D Stock option exercise and sales effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 11, 2020. On July 25, 2019, the Issuer announced that its board of directors declared a two-for-one stock split of the Common Stock of the Issuer, effected in the form of a 100 percent stock dividend as of the record date on August 8, 2019. The stock split dividend was distributed on August 22, 2019, and at that time pursuant to anti-dilution provisions of the Issuer's 2010 Equity Incentive Plan, an option for 10,057 shares of Common Stock held by the reporting person on August 22, 2019 became an option for 20,114 shares of Common Stock. This option was previously reported as an option for 10,057 shares of Common stock at an exercise price of $109.07 per share, but was adjusted to reflect the stock dividend declared by the Issuer on July 25, 2019. On July 25, 2019, the Issuer announced that its board of directors declared a two-for-one stock split of the Common Stock of the Issuer, effected in the form of a 100 percent stock dividend as of the record date on August 8, 2019. The stock split dividend was distributed on August 22, 2019, and at that time pursuant to anti-dilution provisions of the Issuer's 2010 Equity Incentive Plan, an option for 18,861 shares of Common Stock held by the reporting person on August 22, 2019 became an option for 37,722 shares of Common Stock. This option was previously reported as an option for 18,861 shares of Common stock at an exercise price of $54.68 per share, but was adjusted to reflect the stock dividend declared by the Issuer on July 25, 2019. Reflects the weighted average price of 2,400 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on February 26, 2021 with sales prices ranging from $99.5800 to $99.5814 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price. Reflects the weighted average price of 38,771 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on February 26, 2021 with sales prices ranging from $100.62 to $101.61 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price. Reflects the weighted average price of 15,066 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on February 26, 2021 with sales prices ranging from $101.62 to $102.45 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price. Reflects the weighted average price of 2,632 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on February 26, 2021 with sales prices ranging from $102.68 to $103.61 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price. Reflects the weighted average price of 802 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on February 26, 2021 with sales prices ranging from $103.68 to $103.94 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price. Reflects the weighted average price of 500 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on March 1, 2021 with sales prices ranging from $100.11 to $101.08 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price. Reflects the weighted average price of 933 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on March 1, 2021 with sales prices ranging from $101.13 to $102.09 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price. Reflects the weighted average price of 3,979 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on March 1, 2021 with sales prices ranging from $102.17 to $103.11 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price. Reflects the weighted average price of 1,323 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on March 1, 2021 with sales prices ranging from $103.19 to $103.39 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price. Fully vested. Options vest as to 25% of the shares on February 19, 2020. The remaining shares vest in a series of 36 successive equal monthly installments upon completion of each additional month of service (commencing on March 19, 2020). Options vest as to 25% of the shares on February 13, 2019. The remaining shares vest in a series of 36 successive equal monthly installments upon completion of each additional month of service (commencing on March 13, 2019). /s/ Jonathan R. Zimmerman, attorney-in-fact for James J. Frome 2021-03-02