Tax-withholding share disposition by Commerce.com (CMRC) chief revenue officer

Rhea-AI Filing Summary

Commerce.com, Inc. Chief Revenue Officer Walter Robert reported a tax-related share disposition. On this Form 4, he transferred 2,278 shares of Series 1 Common Stock at $3.02 per share in a tax-withholding disposition to satisfy tax obligations, not as an open-market sale. After this transaction, he directly holds 24,722 shares of Series 1 Common Stock.

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Walter Robert

(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 Revenue Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/21/2026

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	02/21/2026		F		2,278	D	$3.02	24,722	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

Explanation of Responses:

Remarks:

	/s/ Chuck Cassidy, Attorney-in-Fact for Walter, Robert	02/24/2026
	** 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.
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FAQ

What insider transaction did Commerce.com (CMRC) report on this Form 4?

Commerce.com reported that Chief Revenue Officer Walter Robert disposed of 2,278 Series 1 Common Stock shares in a tax-withholding transaction. The shares were used to cover tax liabilities rather than sold on the open market, and this was recorded under transaction code F.

Who is the insider involved in the CMRC Form 4 filing and what is his role?

The insider is Walter Robert, Chief Revenue Officer of Commerce.com, Inc. He is an officer but not a director or 10% owner. This Form 4 records his direct ownership change from a tax-withholding share disposition, not a traditional market sale or purchase.

How many Commerce.com (CMRC) shares were disposed of in the tax-withholding event?

Walter Robert disposed of 2,278 shares of Series 1 Common Stock. The transaction was coded F, meaning the shares were delivered to cover a tax liability or exercise price, distinguishing it from a standard market sale transaction.

What price per share was used in the CMRC tax-withholding share disposition?

The tax-withholding disposition used a price of $3.02 per share for the 2,278 Series 1 Common Stock shares. This per-share value is used for reporting the transaction’s value, even though the shares were applied to tax obligations rather than sold on the open market.

How many Commerce.com (CMRC) shares does Walter Robert own after this Form 4 transaction?

After the tax-withholding disposition, Walter Robert directly owns 24,722 shares of Series 1 Common Stock. This post-transaction total reflects his remaining direct holdings following the delivery of 2,278 shares to satisfy tax-related obligations associated with his equity compensation.

What does transaction code F mean in the Commerce.com (CMRC) Form 4?

Transaction code F indicates a tax-withholding disposition, where shares are delivered to pay an exercise price or tax liability. In this filing, Walter Robert used 2,278 Series 1 Common Stock shares to satisfy tax obligations instead of selling them in an ordinary market transaction.