SPS COMMERCE INC — Director's Dealing 2020

Aug 5, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SPS COMMERCE INC (SPSC)
CIK: 0001092699
Period of Report: 2020-08-03

Reporting Person: Frome James J. (EVP & Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-08-03	Common Stock	M	17104	$24.04	Acquired	59537	Direct
2020-08-03	Common Stock	M	26530	$27.85	Acquired	86067	Direct
2020-08-03	Common Stock	S	23126	$74.0482	Disposed	62941	Direct
2020-08-03	Common Stock	S	20508	$74.6527	Disposed	42433	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-08-03	Employee Stock Option (right to buy)	$24.04	M	17104	Disposed	2023-02-05	Common Stock (17104)	Direct
2020-08-03	Employee Stock Option (right to buy)	$27.85	M	26530	Disposed	2024-02-14	Common Stock (26530)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	294.401	Indirect

Footnotes

F1: Stock option exercise and sales effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 9, 2020.

F2: 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 16,327 shares of Common Stock held by the reporting person on August 22, 2019 became an option for 32,654 shares of Common Stock.

F3: This option was previously reported as an option for 16,327 shares of Common stock at an exercise price of $55.70 per share, but was adjusted to reflect the stock dividend declared by the Issuer on July 25, 2019.

F4: Reflects the weighted average price of 23,126 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on August 3, 2020 with sales prices ranging from $73.36 to $74.35 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.

F5: Reflects the weighted average price of 20,508 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on August 3, 2020 with sales prices ranging from $74.37 to $75.24 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.

F6: Fully vested.

F7: Options vest as to 25% of the shares on February 14, 2018. The remaining shares vest in a series of 36 successive equal monthly installments upon completion of each additional month of service (commencing on March 14, 2018).