Commerce.com Inc-1 2026年季度报告

FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the quarterly period ended March 31, 2026OR ☐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) 46-2707656(I.R.S. EmployerIdentification No.) Delaware(State or other jurisdiction ofincorporation or organization)11920 Alterra ParkwayD11 /o Suite 1008th FloorAustin, Texas(Address of principal executive offices) Registrant’s telephone number, including area code: (512) 865-4500 Securities registered pursuant to Section 12(b) of the Act: 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 May 5, 2026, the registrant had 82,512,244 shares of common stock, $0.0001 par value per share outstanding. Table of Contents PART I.FINANCIAL INFORMATIONItem 1.Financial Statements2Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 20252Condensed Consolidated Statements of Operations for the three months ended March 31, 2026 and 20253Condensed Consolidated Statements of Comprehensive Income (Loss) for the three months ended March 31,2026 and 20254Condensed Consolidated Statements of Stockholders’ Equity for the three months ended March 31, 2026 and20255Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 20256Notes to Condensed Consolidated Financial Statements7Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations26Item 3.Quantitative and Qualitative Disclosures About Market Risk39Item 4.Controls and Procedures39PART II.OTHER INFORMATION40Item 1.Legal Proceedings40Item 1A.Risk Factors40Item 2.Unregistered Sales of Equity Securities and Use of Proceeds40Item 3.Defaults Upon Senior Securities40Item 4.Mine Safety Disclosures40Item 5.Other Information41Item 6.Exhibits41Signatures42 Table of Content PART I—FINANCIAL INFORMATION Commerce.com, Inc. Commerce.com, Inc. Condensed Consolidated Statements of Operations(in thousands, except per share amounts)(unaudited) Amounts include stock-based compensation expense and associated payroll tax costs, as follows: (1) Commerce.com, Inc. Condensed Consolidated Statements of Comprehensive Income (Loss)(in thousands)(unaudited) Three months ended March 31,20262025Net income (loss)$3,729$(353)Other comprehensive income (loss):Net unrealized gain on marketable securities(238)(21)Total comprehensive income (loss)$3,491$(374) 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 Consolidated Financial Statements 1. Overview Commerce.com, Inc. ("Commerce," the "Company," "us," "we", or "our") provides an open, intelligent ecosystem of technologysolutions designed to support data-centric, distributed, and orchestrated commerce solutions, enabling businesses to manage andutilize product data to deliver seamless, personalized experiences at scale. Our platform supports a range of business models,including business-to-consumer ("B2C"), business-to-business ("B2B"), and small businesses ("SB") use cases, and is designed toprovide the infrastructure necessary to operate online storefronts, manage catalogs and orders, distribute product data, and developdigit