Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Commerce.com, Inc. Regulatory Filings 2026

May 14, 2026

33019_rns_2026-05-14_f0dee1bb-51b0-4b5d-b191-1f411abb9021.zip

Regulatory Filings

Open in viewer

Opens in your device viewer

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 14, 2026

Commerce.com, Inc.

(Exact name of registrant as specified in charter)

Delaware 001-39423 46-2707656
(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number)

11920 Alterra Parkway D11 /o Suite 100

8th Floor Austin, Texas 78758

(Address of principal executive offices, including zip code)

(512) 865-4500

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

□ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

□ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

□ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

□ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Series 1 Common Stock, $0.0001 par value per share CMRC The Nasdaq Global Market
Series A Junior Participating Preferred Stock, par value $0.0001 per share N/A The Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

□ Emerging 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 or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. □

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 14, 2026, Commerce.com, Inc. (the “ Company ”) held its Annual Meeting of Stockholders. The matters voted upon at the meeting and the results of those votes were as follows:

Proposal 1 – Election of Class III Directors to serve a term of three years:

Votes For Votes Withheld Broker Non-Votes
Donald E. Clarke 28,873,697 15,829,258 15,233,039
Ellen Siminoff 30,568,355 14,134,600 15,233,039

Proposal 2 – Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026:

Votes For Votes Against Votes Abstaining Broker Non-Votes
58,871,277 1,022,291 42,426

Proposal 3 – Advisory vote on the compensation of the Company’s named executive officers:

Votes For Votes Against Votes Abstaining Broker Non-Votes
41,815,910 2,042,635 844,410 15,233,039

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description
104 Cover page interactive data file (embedded within the inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

/s/ Chuck Cassidy
Chuck Cassidy
General Counsel