[Form 4] Commerce.com, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Russell Scott Klein, listed as Chief Commercial Officer and Director, reported transactions in Commerce.com, Inc. (CMRC) dated 09/12/2025. The filing shows a grant/exercise-type transaction for 98,080 shares of Series 1 Common Stock at a price of $0.39, resulting in 542,081 shares beneficially owned after that acquisition. On the same date the reporting person sold 98,080 shares at a weighted average price of $4.5898, reported as multiple sales between $4.54 and $4.63, leaving 444,001 shares beneficially owned after the sale. The filing also discloses a non-qualified stock option with exercise price $0.39 related to 98,080 underlying shares, exercisable beginning 09/01/2016 and expiring 11/12/2025. The Form 4 was signed by an attorney-in-fact on 09/16/2025.

Positive

• Exercise/acquisition recorded: 98,080 shares acquired at an exercise/price of $0.39, increasing beneficial ownership to 542,081 shares.
• Transparent sale pricing: Sales reported with a weighted average price of $4.5898 and disclosed per-transaction price range ($4.54–$4.63), with an offer to provide detailed allocations on request.

Negative

• Net reduction in holdings: Following the reported sale of 98,080 shares, beneficial ownership declined to 444,001 shares.
• Option expiration approaching: The non-qualified stock option underlying 98,080 shares expires on 11/12/2025, limiting the remaining window for related exercises.

Insights

Securities Analyst

TL;DR: Insider exercised/options and simultaneously sold the same number of shares, net ownership declined to 444,001 shares.

The filing records a contemporaneous acquisition and sale of 98,080 Series 1 Common Stock on 09/12/2025. The acquisition is at a stated price of $0.39 and is tied to a non-qualified option instrument with the same share count and exercise price, while the sale occurred at a weighted average price of $4.5898 across multiple transactions. After these transactions the reporting person beneficially owns 444,001 shares. These entries indicate option-related activity and subsequent disposition of the resulting shares; the filing provides a weighted average sale price and notes per-share sale range but does not state proceeds or purpose of the sale.

Corporate Governance Expert

TL;DR: Disclosure is complete for reported transactions; signature executed by attorney-in-fact on 09/16/2025.

The Form 4 identifies the reporting person, relationship to the issuer (Chief Commercial Officer and Director), the exact transaction dates, security class, share counts, prices, and option vesting schedule information. It includes an explanatory footnote that sale prices were in the $4.54–$4.63 range and commits to provide per-price allocation on request. The filing appears procedurally compliant and signed by an authorized attorney-in-fact.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Klein Russell Scott

(Last) (First) (Middle)

11920 ALTERRA PARKWAY, DL 11 /

SUITE 100, 8TH FLOOR

(Street)

AUSTIN TX 78758

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Commerce.com, Inc. [ CMRC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Commercial Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/12/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Series 1 Common Stock	09/12/2025		M		98,080	A	$0.39	542,081	D
Series 1 Common Stock	09/12/2025		S		98,080	D	$4.5898(1)	444,001	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-Qualified Stock Option	$0.39	09/12/2025		M			98,080	09/01/2016(2)	11/12/2025	Series 1 Common Stock	98,080	$4.5898	0	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.54 to $4.63, inclusive. The reporting person undertakes to provide to Commerce.com, Inc., any security holder of Commerce.com, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price with the ranges set forth in Footnote 1 to this Form 4.

2. One-fourth of the option shares became exercisable on October 14, 2016, with an additional 1/48 of the option shares becoming exercisable every month thereafter.

	/s/ Chuck Cassidy, Attorney-in-Fact for Russell Scott Klein	09/16/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider filed the Form 4 for Commerce.com (CMRC)?

The reporting person is Russell Scott Klein, identified as Chief Commercial Officer and a Director.

What transactions did Russell Scott Klein report on 09/12/2025?

He reported an acquisition of 98,080 Series 1 Common Stock at $0.39 and a sale of 98,080 shares at a weighted average price of $4.5898.

How many shares does the insider beneficially own after these transactions?

The insider beneficially owns 444,001 shares following the reported sale and acquisition sequence.

What option-related details are disclosed in the Form 4?

A non-qualified stock option for 98,080 underlying shares with an exercise price of $0.39 is disclosed; it was exercisable beginning 09/01/2016 and expires on 11/12/2025.

What price range were the shares sold at?

The sale transactions occurred at prices ranging from $4.54 to $4.63, inclusive; the weighted average sale price reported is $4.5898.