UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

March 2, 2011

 

Date of report (Date of earliest event reported)

SPS COMMERCE, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware		001-34702		41-2015127
(State of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

333 South Seventh Street, Suite 1000 Minneapolis, MN		55402
(Address of Principal Executive Offices)		(Zip Code)

(612) 435-9400
(Registrant’s Telephone Number, Including Area Code)

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 5.02.		Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

     Daniel R. Fishback was elected to join the board of directors of SPS Commerce, Inc. (the “Company”) effective as of March 2, 2011, filling the seat previously held by Steve A. Cobb who resigned effective March 2, 2011. Mr. Fishback serves as a member of the board of directors and the President and CEO of DemandTec, Inc., where he has served in those positions since June 2001. DemandTec is the collaborative optimization network for retailers and consumer products companies used to develop essential merchandising, marketing, sales, and shopper insights decisions. From January 2000 to March 2001, Mr. Fishback served as Vice President of Channels for Ariba, Inc., a provider of solutions to help companies manage their corporate spending. Mr. Fishback’s experience also includes senior executive positions at Trading Dynamics, Inc. and Hyperion Solutions Corporation.

     Mr. Fishback will serve as a Class III director with a term that will expire at the Company’s 2013 annual meeting of stockholders. For his service on the board, Mr. Fishback will be compensated in accordance with the Company’s non-employee director compensation policy, which provides that he will receive an initial stock option grant to purchase 16,020 shares of our common stock upon appointment to the board. This initial grant will vest in equal monthly installments over three years for so long as Mr. Fishback remains a member of the board. The Company’s non-employee director compensation policy also provides that Mr. Fishback will receive an annual stock option grant to purchase up to 5,340 shares of the Company’s common stock on the date of each annual meeting of stockholders at which he is elected to the board or continues to serve as a director. These awards will vest in full on the earlier of one year after the date of grant or the date of the next year’s annual meeting of stockholders, provided he remains a member of the board as of the vesting date. Mr. Fishback will receive an annual retainer of $20,000 for his service on the board and an additional annual fee of $2,000 for his committee service.

     Mr. Fishback will be a member of the governance and nominating committee of the board. Mr. Fishback has not been a participant in, or is to be a participant in, any related-person transaction or proposed related-person transaction required to be disclosed by Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934.

     A copy of the press release announcing Mr. Fishback’s appointment to the board is furnished, but not filed, as Exhibit 99 hereto.

Item 9.01.		Financial Statements and Exhibits

(d)

Exhibits

99

Press Release dated March 2, 2011

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EXHIBIT INDEX

No.				Description		Manner of Filing
	99			Press Release dated March 2, 2011		Filed Electronically

Exhibit 99

Contact: Kay Rindels SPS Commerce 866-245-8100 krindels@spscommerce.com		Kim Baker PAN Communications 978-474-1900 spscommerce@pancomm.com

SPS Commerce Appoints New Board Member Daniel Fishback

DemandTec CEO Brings Proven Retail Industry Expertise and Leadership to SPS’ Board of Directors

Minneapolis, Minn., March 2, 2011 — SPS Commerce (NASDAQ: SPSC), a leading provider of on-demand supply chain management solutions, today announced that it has appointed Daniel Fishback to its board of directors effective March 2, 2011.

Mr. Fishback serves as a member of the board of directors and the President and CEO of DemandTec, Inc. (NASDAQ: DMAN), where he has served in those positions since June 2001. DemandTec is the collaborative optimization network for retailers and consumer products companies used to develop essential merchandising, marketing, sales, and shopper insights decisions. From January 2000 to March 2001, Mr. Fishback served as Vice President of Channels for Ariba, Inc., a provider of solutions to help companies manage their corporate spending. Mr. Fishback’s experience also includes senior executive positions at Trading Dynamics, Inc. and Hyperion Solutions Corporation. Mr. Fishback replaces Steve A. Cobb on SPS’ board of directors.

“We are pleased to welcome Daniel Fishback to our board of directors,” said Archie Black, President and CEO of SPS Commerce. “His experience and track record of successfully leading high-growth technology organizations make him a great addition to our board. We look forward to working with him. I would also like to thank Steve Cobb for his dedication and contribution to SPS Commerce as a director.”

About SPS Commerce

SPS Commerce is a leading provider of on-demand supply chain management solutions, providing integration, collaboration, connectivity, visibility and data analytics to thousands of customers worldwide. We deliver our solutions over the Internet using a Software-as-a-Service model to improve the way suppliers, retailers, distributors and other customers manage and fulfill orders. Our SPSCommerce.net platform features pre-built integrations used by current and new customers alike, spanning 3,000 order management models across 1,500 retailers, grocers and distributors, as well as integrations to over 100 accounting, warehouse management, enterprise resource planning, and packing and shipping applications. More than 38,000 customers across more than 40 countries have used SPSCommerce.net, making it one of the largest trading partner integration centers. SPS Commerce has 40 consecutive quarters of increased revenues and is headquartered in Minneapolis. For additional information, please contact SPS Commerce at 866-245-8100 or visit www.spscommerce.com. SPS Commerce is a registered trademark of SPS Commerce, Inc. SPSCommerce.net and the SPS Commerce logo are the property of SPS Commerce, Inc.

333 South Seventh Street, Suite 1000 | Minneapolis, MN 55402 | P:612-435-9400 F:612-435-9401 | www.spscommerce.com

The SPS Commerce logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=7184

Forward-Looking Statements

This press release may contain forward-looking statements, including information about management’s view of SPS Commerce’s future expectations, plans and prospects, within the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. These statements involve known and unknown risks, uncertainties and other factors which may cause the results of SPS Commerce, divisions and concepts to be materially different than those expressed or implied in such statements. Certain of these risk factors and others are included in documents SPS Commerce files with the Securities and Exchange Commission, including but not limited to, the final prospectus relating to a public offering filed with the Securities and Exchange Commission on December 3, 2010, as well as subsequent reports filed with the Securities and Exchange Commission. Other unknown or unpredictable factors also could have material adverse effects on SPS Commerce’s future results. The forward-looking statements included in this press release are made only as of the date hereof. SPS Commerce cannot guarantee future results, levels of activity, performance or achievements. Accordingly, you should not place undue reliance on these forward-looking statements. Finally, SPS Commerce expressly disclaims any intent or obligation to update any forward-looking statements to reflect subsequent events or circumstances.

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