SPS COMMERCE INC — Director's Dealing 2023

Nov 2, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SPS COMMERCE INC (SPSC)
CIK: 0001092699
Period of Report: 2023-10-31

Reporting Person: Nelson Kimberly K. (EVP & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-10-31	Common Stock	M	11631	$27.34	Acquired	158865	Direct
2023-10-31	Common Stock	S	88	$155.35	Disposed	158777	Direct
2023-10-31	Common Stock	S	512	$157.5374	Disposed	158265	Direct
2023-10-31	Common Stock	S	800	$158.542	Disposed	157465	Direct
2023-10-31	Common Stock	S	4239	$159.4332	Disposed	153226	Direct
2023-10-31	Common Stock	S	5992	$160.2751	Disposed	147234	Direct
2023-11-01	Common Stock	M	10693	$27.34	Acquired	157927	Direct
2023-11-01	Common Stock	S	80	$157.46	Disposed	157847	Direct
2023-11-01	Common Stock	S	1803	$159.1691	Disposed	156044	Direct
2023-11-01	Common Stock	S	4019	$159.928	Disposed	152025	Direct
2023-11-01	Common Stock	S	4791	$161.0844	Disposed	147234	Direct
2023-11-02	Common Stock	M	7684	$27.34	Acquired	154918	Direct
2023-11-02	Common Stock	M	2531	$54.54	Acquired	157449	Direct
2023-11-02	Common Stock	S	606	$163.1522	Disposed	156843	Direct
2023-11-02	Common Stock	S	4093	$163.6771	Disposed	152750	Direct
2023-11-02	Common Stock	S	1494	$165.0445	Disposed	151256	Direct
2023-11-02	Common Stock	S	4022	$165.781	Disposed	147234	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-10-31	Employee Stock Option (right to buy)	$27.34	M	11631	Disposed	2025-02-13	Common Stock (11631)	Direct
2023-11-01	Employee Stock Option (right to buy)	$27.34	M	10693	Disposed	2025-02-13	Common Stock (10693)	Direct
2023-11-02	Employee Stock Option (right to buy)	$27.34	M	7684	Disposed	2025-02-13	Common Stock (7684)	Direct
2023-11-02	Employee Stock Option (right to buy)	$54.54	M	2531	Disposed	2026-02-19	Common Stock (2531)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	405.344	Indirect

Footnotes

F1: Stock option exercise and sales effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 1, 2023.

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 16,504 shares of Common Stock held by the reporting person on August 22, 2019 became an option for 33,008 shares of Common Stock.

F3: This option was previously reported as an option for 16,504 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.

F4: Reflects the weighted average price of 512 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on October 31, 2023 with sales prices ranging from $156.90 to $157.82 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 800 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on October 31, 2023 with sales prices ranging from $157.90 to $158.89 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: Reflects the weighted average price of 4,239 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on October 31, 2023 with sales prices ranging from $158.94 to $159.93 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.

F7: Reflects the weighted average price of 5,992 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on October 31, 2023 with sales prices ranging from $159.94 to $160.55 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.

F8: Reflects the weighted average price of 1,803 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on November 1, 2023 with sales prices ranging from $158.48 to $159.47 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.

F9: Reflects the weighted average price of 4,019 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on November 1, 2023 with sales prices ranging from $159.48 to $160.44 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.

F10: Reflects the weighted average price of 4,791 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on November 1, 2023 with sales prices ranging from $160.50 to $161.43 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.

F11: 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 8,800 shares of Common Stock held by the reporting person on August 22, 2019 became an option for 17,600 shares of Common Stock.

F12: This option was previously reported as an option for 8,800 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.

F13: Reflects the weighted average price of 606 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on November 2, 2023 with sales prices ranging from $162.35 to $163.34 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.

F14: Reflects the weighted average price of 4,093 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on November 2, 2023 with sales prices ranging from $163.35 to $164.29 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.

F15: Reflects the weighted average price of 1,494 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on November 2, 2023 with sales prices ranging from $164.35 to $165.34 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.

F16: Reflects the weighted average price of 4,022 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on November 2, 2023 with sales prices ranging from $165.35 to $165.97 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.

F17: Fully vested.