Sven Wehrwein Form 4 SPS COMMERCE / SVEN WEHRWEIN ownership change

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^*

WEHRWEIN SVEN

(Last) (First) (Middle)

333 SOUTH SEVENTH STREET

SUITE 1000

(Street)

MINNEAPOLIS MN 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
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/01/2023

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
Common Stock	11/01/2023		M		732	A	$51.8	18,119	D
Common Stock	11/01/2023		M		268	A	$59	18,387	D
Common Stock	11/01/2023		S		880	D	$160.3606(1)	17,507	D
Common Stock	11/01/2023		S		120	D	$161.1346(2)	17,387	D
Common Stock	11/02/2023		M		500	A	$59	17,887	D
Common Stock	11/02/2023		S		500	D	$163.966(3)	17,387	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
Stock Option (right to buy)	$51.8	11/01/2023		M			732	(4)	05/14/2026	Common Stock	732	$0.00	0	D
Stock Option (right to buy)	$59	11/01/2023		M			268	(5)	05/18/2027	Common Stock	268	$0.00	4,268	D
Stock Option (right to buy)	$59	11/02/2023		M			500	(5)	05/18/2027	Common Stock	500	$0.00	3,768	D

Explanation of Responses:

1. Reflects the weighted average price of 880 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on November 1, 2023, with sales prices ranging from $160.08 to $161.07 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.

2. Reflects the weighted average price of 120 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on November 1, 2023, with sales prices ranging from $161.08 to $161.255 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 500 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on November 2, 2023, with sales prices ranging from $163.51 to $164.225 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. Fully vested.

5. This option shall vest in four equal installments on the last day of each fiscal quarter with the first vesting occurring on June 30, 2020, provided the reporting person remains a member of the board as of the vesting date.

Remarks:

	/s/ Jonathan R. Zimmerman, Attorney-in-Fact for Sven Wehrwein	11/03/2023
	** 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).
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