SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Black Archie C.

(Last) (First) (Middle)
333 SOUTH SEVENTH STREET
SUITE 1000

(Street)
MINNEAPOLIS MN 55402

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SPS COMMERCE INC [ SPSC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
02/13/2013
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/13/2013 M 5,744 A $0.3745 30,393 D
Common Stock 02/13/2013 S 5,744 D $37.0877(1) 24,649 D
Common Stock 02/14/2013 M 72 A $0.3745 24,721 D
Common Stock 02/14/2013 M 2,651 A $0.3745 27,372 D
Common Stock 02/14/2013 M 6,331 A $0.3745 33,703 D
Common Stock 02/14/2013 S 9,054 D $37.7093(2) 24,649 D
Common Stock 02/15/2013 M 10,614 A $0.3745 35,263 D
Common Stock 02/15/2013 S 10,614 D $37.6948(3) 24,649 D
Common Stock 200 I By son - I
Common Stock 200 I By son - II
Common Stock 200 I By son - III
Common Stock 200 I By son - IV
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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) $0.3745 02/13/2013 M 5,744 (4) 06/30/2014 Common Stock 5,744 $0.00 72(5) D
Employee Stock Option (right to buy) $0.3745 02/14/2013 M 72 (4) 06/30/2014 Common Stock 72 $0.00 0 D
Employee Stock Option (right to buy) $0.3745 02/14/2013 M 2,651 (4) 12/31/2014 Common Stock 2,651 $0.00 0 D
Employee Stock Option (right to buy) $0.3745 02/14/2013 M 6,331 (4) 03/31/2016 Common Stock 6,331 $0.00 109,621 D
Employee Stock Option (right to buy) $0.3745 02/15/2013 M 10,614 (4) 03/31/2016 Common Stock 10,614 $0.00 99,007 D
Explanation of Responses:
1. Reflects the weighted average price of $37.0877 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on February 13, 2013 with sales prices ranging from $36.70 to $37.64 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.
2. Reflects the weighted average price of $37.7093 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on February 14, 2013 with sales prices ranging from $37.12 to $37.93 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 $37.6948 shares of Common Stock of the Issuer sold by the reporting person in multiple transactions on February 15, 2013 with sales prices ranging from $37.10 to $37.98 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.
5. The Form 4 filed on December 14, 2012 erroneously reported the exercise of securities from this grant thereby incorrectly reporting the number of derivitive securities remaining under this employee stock option. The Amended Form 4 to correct the error was filed on February 15, 2013.
Remarks:
/s/ James R. DeBuse, attorney-in-fact 02/15/2013
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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