SPS Commerce CEO sells shares, gets RSU grant

SPS Commerce Chief Executive Officer Chadwick Collins reported both stock sales and an equity award in company common stock.

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

SPS Commerce Chief Executive Officer Chadwick Collins reported both stock sales and an equity award in company common stock. On February 20, 2026, he executed three open-market sales totaling 13,384 shares at weighted average prices of $58.0937, $59.1809, and $59.7180 per share under a pre-arranged Rule 10b5-1 trading plan adopted on September 12, 2025.

On the same date, Collins also received a grant of 101,932 shares of common stock as a restricted stock unit award, which vests 25% on each anniversary of the grant date. After these transactions, he directly owned 72,241 shares of SPS Commerce common stock and indirectly held 65.166 shares through a 401(k) plan.

Insider Trade Summary

Net Seller: 13,384 shares

Net Sell 5 txns

Insider Collins Chadwick

Role Chief Executive Officer

Sold 13,384 shs ($785K)

Type	Security	Shares	Price	Value
Sale	Common Stock	7,776	$58.0937	$452K
Sale	Common Stock	2,806	$59.1809	$166K
Sale	Common Stock	2,802	$59.718	$167K
Grant/Award	Common Stock	101,932	$0.00	$0.00
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 174,173 shares (Direct); Common Stock — 65.166 shares (Indirect, By 401(k) Plan)

Footnotes (5)

F1. Sales effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 12, 2025.
F2. Reflects the weighted average price of 7,776 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on February 20, 2026, with sales prices ranging from $57.50 to $58.46 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.
F3. Reflects the weighted average price of 2,806 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on February 20, 2026, with sales prices ranging from $58.51 to $59.50 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.
F4. Reflects the weighted average price of 2,802 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on February 20, 2026, with sales prices ranging from $59.52 to $60.01 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. Restricted Stock Unit award that vests as to 25% of the units on each anniversary of the date of the grant.

FAQ

What did SPS Commerce (SPSC) CEO Chadwick Collins report in this Form 4?

Chadwick Collins reported both stock sales and an equity award. He sold 13,384 SPS Commerce common shares in open-market transactions and received a grant of 101,932 restricted stock units that vest in four annual installments.

How many SPS Commerce (SPSC) shares did the CEO sell and at what prices?

The CEO sold 13,384 SPS Commerce common shares. The weighted average prices were $58.0937 for 7,776 shares, $59.1809 for 2,806 shares, and $59.7180 for 2,802 shares, across multiple trades on February 20, 2026.

Was the SPS Commerce (SPSC) CEO’s stock sale under a 10b5-1 plan?

Yes. The Form 4 states the sales were effected under a Rule 10b5-1 trading plan adopted by the CEO on September 12, 2025, indicating the sales were pre-arranged rather than discretionary market-timing decisions.

What equity award did SPS Commerce (SPSC) grant its CEO in this filing?

SPS Commerce granted the CEO 101,932 shares of common stock as a restricted stock unit award. The award vests 25% of the units on each anniversary of the grant date, creating a four-year vesting schedule tied to continued service.

How many SPS Commerce (SPSC) shares does the CEO own after these transactions?

After the reported transactions, the CEO directly owned 72,241 shares of SPS Commerce common stock. He also indirectly held 65.166 shares through a 401(k) plan, reflecting both his long-term holdings and retirement-plan ownership.

What is the vesting schedule of the SPS Commerce (SPSC) CEO’s new RSU award?

The restricted stock unit award vests over four years. Twenty-five percent of the 101,932 units vest on each anniversary of the grant date, aligning the CEO’s compensation with long-term performance and continued employment at SPS Commerce.

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Accepted by SEC EDGAR 02/24/2026 - 04:53 PM

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Collins Chadwick

(Last)

(First)

(Middle)

333 SOUTH SEVENTH STREET

SUITE 1000

(Street)

MINNEAPOLIS

55402

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SPS COMMERCE INC [ SPSC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/20/2026		S⁽¹⁾		7,776	D	$58.0937⁽²⁾	77,849	D
Common Stock	02/20/2026		S⁽¹⁾		2,806	D	$59.1809⁽³⁾	75,043	D
Common Stock	02/20/2026		S⁽¹⁾		2,802	D	$59.718⁽⁴⁾	72,241	D
Common Stock	02/20/2026		A		101,932⁽⁵⁾	A	$0	174,173	D
Common Stock								65.166	I	By 401(k) Plan

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Sales effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 12, 2025.

2. Reflects the weighted average price of 7,776 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on February 20, 2026, with sales prices ranging from $57.50 to $58.46 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.

3. Reflects the weighted average price of 2,806 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on February 20, 2026, with sales prices ranging from $58.51 to $59.50 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.

4. Reflects the weighted average price of 2,802 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on February 20, 2026, with sales prices ranging from $59.52 to $60.01 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.

5. Restricted Stock Unit award that vests as to 25% of the units on each anniversary of the date of the grant.

Remarks:

	/s/ Jonathan R. Zimmerman, Attorney-in-Fact for Chadwick Collins	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.

Source: View Original Filing on SEC EDGAR