Commerce.com (CMRC) CFO uses shares to cover tax withholding

Rhea-AI Filing Summary

Commerce.com, Inc. executive Daniel Lentz, the CFO & COO, reported a tax-withholding disposition of 7,825 shares of Series 1 Common Stock on February 21, 2026 at $3.02 per share. After this transaction, he directly owns 248,676 shares of the company.

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^*

Lentz Daniel

(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)
	CFO & COO

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		7,825	D	$3.02	248,676	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 Lentz, Daniel	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.
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 transaction did Commerce.com (CMRC) report for Daniel Lentz?

Commerce.com reported that CFO & COO Daniel Lentz executed a tax-withholding disposition of 7,825 shares of Series 1 Common Stock. The transaction used shares to cover tax obligations rather than representing an open-market purchase or sale of new shares.

How many Commerce.com (CMRC) shares did Daniel Lentz dispose of and at what price?

Daniel Lentz disposed of 7,825 shares of Commerce.com Series 1 Common Stock at a reported price of $3.02 per share. The transaction code was F, indicating payment of tax liability by delivering securities instead of a regular market trade.

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

Transaction code F indicates a tax-withholding disposition, meaning shares were delivered to satisfy tax obligations. For Commerce.com, Daniel Lentz used 7,825 shares this way, rather than executing a typical open-market buy or sell transaction.

How many Commerce.com (CMRC) shares does Daniel Lentz own after the transaction?

After the tax-withholding disposition, Daniel Lentz directly owns 248,676 shares of Commerce.com Series 1 Common Stock. This post-transaction balance reflects his remaining direct ownership following the use of 7,825 shares to cover associated tax liabilities.

Is the Commerce.com (CMRC) insider transaction a buy or a sell?

The Commerce.com transaction is classified as a disposition for tax withholding, not a standard buy or sell. Code F shows shares were surrendered to pay taxes, so it does not represent an open-market sale by Daniel Lentz.

What role does Daniel Lentz hold at Commerce.com (CMRC) in this Form 4?

In this Form 4, Daniel Lentz is identified as an officer serving as CFO & COO of Commerce.com. His reported transaction involves a tax-withholding disposition of shares related to his equity compensation, while he continues to hold a substantial direct share position.