Statement of Changes in Beneficial Ownership (4)
June 03 2020 - 4:48PM
Edgar (US Regulatory)
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
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1. Name and Address of Reporting Person
*
Black Archie C. |
2. Issuer Name and Ticker or Trading Symbol
SPS COMMERCE INC
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SPSC
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CEO |
(Last)
(First)
(Middle)
333 SOUTH SEVENTH STREET, SUITE 1000 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/1/2020 |
(Street)
MINNEAPOLIS, MN 55402
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 6/1/2020 | | M(1) | | 407 | A | $24.04 | 80916 | D | |
Common Stock | 6/1/2020 | | S(1) | | 407 | D | $70.011 (2) | 80509 | D | |
Common Stock | 6/2/2020 | | M(1) | | 11973 | A | $24.04 | 92482 | D | |
Common Stock | 6/2/2020 | | S(1) | | 11973 | D | $70.3838 (3) | 80509 | D | |
Common Stock | | | | | | | | 400 | I | By Son-I |
Common Stock | | | | | | | | 400 | I | By Son-II |
Common Stock | | | | | | | | 400 | I | By Son-III |
Common Stock | | | | | | | | 400 | I | By Son-IV |
Common Stock | | | | | | | | 297.154 | I | By 401(k) Plan |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. 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 Date | 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 of Derivative Security: 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 |
Employee Stock Option (right to buy) | $24.04 | 6/1/2020 | | M (1) | | | 407 | (4) | 2/5/2023 | Common Stock | 407 | $0.00 | 11973 | D | |
Employee Stock Option (right to buy) | $24.04 | 6/2/2020 | | M (1) | | | 11973 | (4) | 2/5/2023 | Common Stock | 11973 | $0.00 | 0 | D | |
Explanation of Responses: |
(1) | Stock option exercises and sales effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 12, 2019. |
(2) | Reflects the weighted average price of 12,380 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on June 1, 2020 with sales prices ranging from $70.01 to $70.07 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. |
(3) | Reflects the weighted average price of 11,973 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on June 2, 2020 with sales prices ranging from $70.005 to $70.655 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. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Black Archie C. 333 SOUTH SEVENTH STREET SUITE 1000 MINNEAPOLIS, MN 55402 | X |
| CEO |
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Signatures
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/s/ Jonathan R. Zimmerman, attorney-in-fact for Archie C. Black | | 6/3/2020 |
**Signature of Reporting Person | Date |
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