FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Dhatt Brian Singh
2. Issuer Name and Ticker or Trading Symbol

BigCommerce Holdings, Inc. [ BIGC ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Chief Technology Officer
(Last)          (First)          (Middle)

11305 FOUR POINTS DRIVE, BUILDING II, THIRD FLOOR
3. Date of Earliest Transaction (MM/DD/YYYY)

2/24/2021
(Street)

AUSTIN, TX 78726
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 2/24/2021  M(1)  10000.00 A$3.03 86624.00 D  
Series 1 Common Stock 2/24/2021  S(2)  200.00 D$65.305 (3)86424.00 D  
Series 1 Common Stock 2/24/2021  S(2)  400.00 D$66.75 (4)86024.00 D  
Series 1 Common Stock 2/24/2021  S(2)  2190.00 D$67.9038 (5)83834.00 D  
Series 1 Common Stock 2/24/2021  S(2)  1727.00 D$68.9374 (6)82107.00 D  
Series 1 Common Stock 2/24/2021  S(2)  5083.00 D$70.0464 (7)77024.00 D  
Series 1 Common Stock 2/24/2021  S(2)  400.00 D$70.7025 (8)76624.00 (9)D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Option (Right to Buy) $3.03 2/24/2021  M (1)    10000.00  11/14/2019 (10)11/30/2028 Series 1 Common Stock 10000.00 $0.00 26666.00 D  

Explanation of Responses:
(1) The stock option exercise was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 30, 2020.
(2) This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 30, 2020.
(3) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.26 to $66.2599, inclusive. The reporting person undertakes to provide to BigCommerce Holdings, Inc., any security holder of BigCommerce Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price with the ranges set forth in Footnote 3 to this Form 4.
(4) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.36 to $67.3599, inclusive. The reporting person undertakes to provide to BigCommerce Holdings, Inc., any security holder of BigCommerce Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price with the ranges set forth in Footnote 4 to this Form 4.
(5) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $67.46 to $68.4599, inclusive. The reporting person undertakes to provide to BigCommerce Holdings, Inc., any security holder of BigCommerce Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price with the ranges set forth in Footnote 5 to this Form 4.
(6) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $68.46 to $69.4599, inclusive. The reporting person undertakes to provide to BigCommerce Holdings, Inc., any security holder of BigCommerce Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price with the ranges set forth in Footnote 6 to this Form 4.
(7) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $69.48 to $70.4799, inclusive. The reporting person undertakes to provide to BigCommerce Holdings, Inc., any security holder of BigCommerce Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price with the ranges set forth in Footnote 7 to this Form 4.
(8) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $70.57 to $71.5699, inclusive. The reporting person undertakes to provide to BigCommerce Holdings, Inc., any security holder of BigCommerce Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price with the ranges set forth in Footnote 8 to this Form 4.
(9) Includes 61,624 Restricted Stock Units which are subject to forfeiture until they vest.
(10) 1/4 of the option shares became exercisable on 11/14/2019, with an additional 1/48 of the option shares becoming exercisable every month thereafter.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Dhatt Brian Singh
11305 FOUR POINTS DRIVE
BUILDING II, THIRD FLOOR
AUSTIN, TX 78726


Chief Technology Officer

Signatures
/s /Jeff Mengoli, Attorney-in-Fact for Brian Dhatt2/26/2021
**Signature of Reporting PersonDate

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