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SPS Commerce Inc 2026年季度报告

2026-07-21 美股财报 xx翔
报告封面

FORM 10-Q/AAmendment No. 1 (Mark One) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934 For the Quarterly Period Ended: March 31, 2026 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934 For the Transition Period from ________ to ________Commission file number 001-34702 SPS COMMERCE, INC. 41-2015127 Delaware (I.R.S. EmployerIdentification No.) (State or other jurisdiction ofincorporation or organization) 333 South Seventh Street, Suite 1000, Minneapolis, MN 55402(Address of principal executive offices, including Zip Code) (612) 435-9400(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Name of exchange on which registered The Nasdaq Stock Market LLC (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 Securities Exchange Act of1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to suchfiling 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 to Rule 405of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submitsuch files). YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, oran emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growthcompany” in Rule 12b-2 of the Exchange Act. Large accelerated filerAccelerated FilerNon-accelerated filerSmaller reporting companyEmerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with anynew or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. The number of shares of the registrant’s common stock, par value $0.001 per share, outstanding at April 23, 2026 was 36,712,702 shares. EXPLANATORY NOTE SPS Commerce, Inc. (the “Company”) is filing this Amendment No. 1 on Form 10-Q/A (this “Amendment”) to its QuarterlyReport on Form 10-Q for the quarterly period ended March 31, 2026, which was originally filed with the Securities and ExchangeCommission (the “SEC”) on April 30, 2026 (the “Original Filing”). This Amendment is being filed to revise Part II “Item 5. OtherInformation” to add disclosure regarding a Rule 10b5-1 trading arrangement (as defined in Item 408(a) of Regulation S-K) enteredinto by Chadwick Collins, Chief Executive Officer and Director of the Company, during the quarter ended March 31, 2026, which wasinadvertently omitted from the disclosure included in the Original Filing. In addition, as required by Rule 12b-15 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), newcertifications by the Company’s principal executive officer and principal financial officer are filed herewith as exhibits to thisAmendment, under Part II, Item 6 hereof, pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act. Because no financialstatements are included in this Amendment and this Amendment does not contain or amend any disclosure with respect to Items 307and 308 of Regulation S-K, paragraphs 3, 4 and 5 of the certifications have been omitted. The Company is also not including newcertifications under Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) (Section 906 of the Sarbanes-Oxley Act of 2002), as no financial statements are being filed with this Amendment. Other than as expressly set forth herein, this Amendment does not, and does not purport to, amend, update or restate theinformation in the Original Filing or reflect any events that have occurred after the date the Original Filing was made. Information notaffected by this Amendment remains unchanged and reflects the disclosures made at the time as of which the Original Filing wasmade. No changes have been made to the financial statements of the Company as contained in the Original Filing. Accordingly, thisAmendment should be read together with the Original Filing and the Company’s other filings with the SEC. PART II. – OTHER INFORMATION Item 5.Other Information Insider Adoption or Termination of Trading Arrangements During the three months ended March 31, 2026, the following officers (as defined in Rule 16a-1(f) of the Exchange Act)adopted written plans for the sale of our securities that are intended to satisfy the affirmative defense of Rule 10b5-1(c) of theExchange Act: The number of shares is the maximum number of shares to be sold but the actual activity may be