Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Market Information - Our common stock is and has been traded on the Nasdaq Global Market under the symbol “SPSC” since April 22, 2010, the date of our initial public offering.
Stockholders of Record - As o f February 12, 2026, we had 106 stockholders of record of our common stock, excluding holders whose stock is held either in nominee name and/or street name brokerage accounts.
Dividends - We have not declared or paid cash dividends on our common stock. We currently intend to retain our future earnings, if any, to finance the operation and expansion of our business, and, therefore, we do not expect to pay cash dividends on our common stock in the foreseeable future. Payment of future cash dividends, if any, will be at the discretion of our Board of Directors after taking into account various factors, including our financial condition, operating results, current and anticipated cash needs, outstanding indebtedness and plans for expansion and restrictions imposed by lenders, if any.
Securities Authorized for Issuance Under Equity Compensation Plans - The information required by this Item concerning equity compensation plans is incorporated herein by reference to Item 12 of this report.
Stock Performance Graph and Cumulative Total Return
Notwithstanding any statement to the contrary in any of our previous or future filings with the SEC, the following information relating to the price performance of our common stock shall not be deemed to be “filed” with the SEC or to be “soliciting material” under the Securities Exchange Act of 1934, as amended, (“Exchange Act”), and it shall not be deemed to be incorporated by reference into any of our filings under the Securities Act of 1933, as amended (“Securities Act”), or the Exchange Act, except to the extent we specifically incorporate it by reference into such filing.
The graph below compares the cumulative total stockholder return of our common stock with that of the Russell 1000 Index and the Nasdaq Computer Index from December 31, 2020 through December 31, 2025, utilizing the last trading day of each respective year. The return assumes that $100 was invested in shares of our common stock and the other indexes at the close of market on December 31, 2020, and that dividends, if any, were reinvested. The comparison in this graph is based on historical data and is not intended to forecast or be indicative of future performance of our common stock.
Comparison of Cumulative Total Returns of SPS Commerce, Inc. to Comparable Indexes
Recent Sales of Unregistered Securities; Use of Proceeds from Sales of Registered Securities
Not applicable.
SPS COMMERCE, INC.
24
Form 10-K for the Annual Period ended December 31, 2025
Table of Contents
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
The share repurchase activity for the quarter ended December 31, 2025, was as follows:
Period Total Number
of Shares
Purchased Average Price
Paid per Share Total Number
of Shares
Purchased as
Part of Publicly
Announced
Program Approximate
Dollar Value of
Shares that
May Yet be
Purchased
Under the
Program
October 1 - 31, 2025 32,666 $ 106.79 32,666 $ 6,525,000
November 1 - 30, 2025 80,535 80.90 80,535 10,000
December 1 - 31, 2025 171,332 87.55 171,332 85,000,000
Total 284,533 $ 87.88 284,533 $ 85,000,000
On July 23, 2024 (announced July 25, 2024), our Board of Directors authorized a program to repurchase up to $100.0 million of our common stock, excluding costs to obtain. The share repurchase program became effective August 23, 2024 and expires on July 24, 2026.
On October 29, 2025 (announced October 30, 2025), our Board of Directors authorized a program to repurchase up to $100.0 million of our common stock, excluding costs to obtain. The share repurchase program became effective December 1, 2025 and expires on December 1, 2027. Under the programs, purchases may be made from time to time in the open market or in privately negotiated purchases, or both.
On February 10, 2026 (announced February 12, 2026), our Board of Directors approved an additional $200.0 million in repurchase authority under the share repurchase program that was approved on October 29, 2025 and discussed above, for a total authorized repurchase amount of $300.0 million.
For more information regarding our share repurchase programs, refer to Note J of our consolidated financial statements, included in Part II, Item 8, "Financial Statements and Supplementary Data" of this Annual Report on Form 10-K.
Item 6. [Reserved]
SPS COMMERCE, INC.
25
Form 10-K for the Annual Period ended December 31, 2025
Table of Contents