Commerce.com Inc-1 2025年季度报告

FORM10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the quarterly period endedSeptember 30,2025 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the transition period from __________ to __________Commission File Number:001-39423 Commerce.com, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware(State or other jurisdiction ofincorporation or organization)11920 Alterra ParkwayD11 / Suite 1008th FloorAustin,Texas(Address of principal executive offices) 78758(Zip Code) Registrant’s telephone number, including area code: (512)865-4500 Securities registered pursuant to Section 12(b) of the Act: Title of each classTradingSymbol(s)Name of each exchange on which registeredSeries 1 common stock, $0.0001 par value per shareCMRCThe Nasdaq Global Market Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) hasbeen subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was requiredto submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and“emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☒Non-accelerated filer☐Emerging growth company☐ Accelerated filer☐Smaller reporting company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒ As of November 4, 2025, the registrant had81,263,346shares of common stock, $0.0001 par value per share outstanding. Table ofContents PART I.FINANCIAL INFORMATIONItem 1.Financial Statements1Condensed Consolidated Balance Sheets as of September 30, 2025 and December 31, 20241Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2025and 20242Condensed Consolidated Statements of Comprehensive Loss for the three and nine months ended September30, 2025 and 20243Condensed Consolidated Statements of Stockholders’ Equity for the three and nine months ended September30, 2025 and 20244Condensed Consolidated Statements of Cash Flows for the three and nine months ended September 30, 2025and 20246Notes to Condensed Consolidated Financial Statements7Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations27Item 3.Quantitative and Qualitative Disclosures About Market Risk41Item 4.Controls and Procedures41PART II.OTHER INFORMATION43Item 1.Legal Proceedings43Item 1A.Risk Factors43Item 2.Unregistered Sales of Equity Securities and Use of Proceeds44Item 3.Defaults Upon Senior Securities44Item 4.Mine Safety Disclosures44Item 5.Other Information45Item 6.Exhibits45Signatures46 Table of Content Commerce.com, Inc. Commerce.com, Inc. Commerce.com, Inc. Condensed Consolidated Statementsof Comprehensive Loss(in thousands)(unaudited) Commerce.com, Inc. Condensed Consolidated Statements of Stockholders’ Equity(in thousands)(unaudited) Commerce.com, Inc. Condensed Consolidated Statements of Stockholders’ Equity(in thousands)(unaudited) Commerce.com, Inc. Condensed Consolidated Statements of Cash Flows(in thousands)(unaudited) Commerce.com, Inc. Notes to Condensed ConsolidatedFinancial Statements 1. Overview Effective July 31, 2025, BigCommerce Holdings, Inc. changed its corporate name to Commerce.com, Inc. (the"Company"). In connection with the corporate name change, the Company's ticker symbol on the Nasdaq Global Market changedfrom "BIGC" to "CMRC." The Company is the parent brand behind the BigCommerce, Feedonomics, and Makeswift products, offering integrated,enterprise-grade solutions designed to meet the evolving needs of modern commerce. The Company provides solutions forbusinesses to innovate and, grow with an AI-driven commerce ecosystem. The Company's mission reflects a multi-product strategyand rebranding to accurately reflect the Company's role as a unified commerce platform. The Company operates as a global, multi-tenant SaaS infrastructure that enables businesses of all sizes to laun