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Filing Details

Accession Number:: 0001295357-12-000002
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-05-18 13:00:00
Reporting Period:: 2012-05-16

Filing Date:: 2012-05-18
Accepted Time:: 2012-05-18 17:26:51
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1092699	Sps Commerce Inc	SPSC	Services-Prepackaged Software (7372)	411593154

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1483416	B Michael Gorman	10400 Viking Drive Suite 550 Eden Prairie MN 55344		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2012-05-16	433	$27.85	0	No	4	S	Indirect	By SPVC Affiliates Fund I, LLC
Common Stock	Disposition	2012-05-16	9,045	$0.00	0	No	4	J	Indirect	By SPVC IV, LLC
Common Stock	Disposition	2012-05-16	14,749	$0.00	0	No	4	J	Indirect	By SPVC V, LLC
Common Stock	Disposition	2012-05-16	185,124	$0.00	0	No	4	J	Indirect	By SPVC VI, LLC
Common Stock	Acquisiton	2012-05-16	14	$0.00	19,343	No	4	J	Direct
Common Stock	Acquisiton	2012-05-16	280	$0.00	19,623	No	4	J	Direct
Common Stock	Acquisiton	2012-05-16	4,145	$0.00	23,768	No	4	J	Direct
Common Stock	Acquisiton	2012-05-17	11,125	$12.00	34,893	No	4	M	Direct
Common Stock	Acquisiton	2012-05-17	5,340	$16.65	40,233	No	4	M	Direct
Common Stock	Disposition	2012-05-17	3,256	$27.68	36,968	No	4	S	Direct
Common Stock	Disposition	2012-05-18	13,200	$27.58	23,768	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	By SPVC Affiliates Fund I, LLC
No	4	J	Indirect	By SPVC IV, LLC
No	4	J	Indirect	By SPVC V, LLC
No	4	J	Indirect	By SPVC VI, LLC
No	4	J	Direct
No	4	J	Direct
No	4	J	Direct
No	4	M	Direct
No	4	M	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Stock Option (right to buy)	Disposition	2012-05-17	11,125	$0.00	11,125	$12.00
Common Stock	Stock Option (right to buy)	Disposition	2012-05-17	5,340	$0.00	5,340	$16.65

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
4,895		2020-04-26	No	4	M	Direct
0	2012-05-17	2021-05-16	No	4	M	Direct

Footnotes

Represents securities held directly by SPVC Affiliates Fund I, LLC, which is jointly managed by Split Rock Partners, LLC and Vesbridge Partners, LLC. Voting and investment power over the shares, however, has been delegated solely to Split Rock Partners, LLC. Split Rock Partners, LLC has delegated voting and investment decisions with respect to the shares to three individuals (one of whom is the reporting person) who require a two-thirds vote to act. The reporting person may be deemed to be an indirect beneficial owner of the reported securities. The reporting person disclaims any beneficial ownership of the reported securities, except to the extent of any pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
Represents a pro-rata distribution of Common Stock of the Issuer by SPVC IV, LLC without consideration to its members.
Represents securities held directly by SPVC IV, LLC, which is jointly managed by Split Rock Partners, LLC and Vesbridge Partners, LLC. Voting and investment power over the shares, however, has been delegated solely to Split Rock Partners, LLC. Split Rock Partners, LLC has delegated voting and investment decisions with respect to the shares to three individuals (one of whom is the reporting person) who require a two-thirds vote to act. The reporting person may be deemed to be an indirect beneficial owner of the reported securities. The reporting person disclaims any beneficial ownership of the reported securities, except to the extent of any pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
Represents a pro-rata distribution of Common Stock of the Issuer by SPVC V, LLC without consideration to its members.
Represents securities held directly by SPVC V, LLC, which is jointly managed by Split Rock Partners, LLC and Vesbridge Partners, LLC. Voting and investment power over the shares, however, has been delegated solely to Split Rock Partners, LLC. Split Rock Partners, LLC has delegated voting and investment decisions with respect to the shares to three individuals (one of whom is the reporting person) who require a two-thirds vote to act. The reporting person may be deemed to be an indirect beneficial owner of the reported securities. The reporting person disclaims any beneficial ownership of the reported securities, except to the extent of any pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
Represents a pro-rata distribution of Common Stock of the Issuer by SPVC VI, LLC without consideration to its members.
Represents securities held directly by SPVC VI, LLC, which is jointly managed by Split Rock Partners, LLC and Vesbridge Partners, LLC. Voting and investment power over the shares, however, has been delegated solely to Split Rock Partners, LLC. Split Rock Partners, LLC has delegated voting and investment decisions with respect to the shares to three individuals (one of whom is the reporting person) who require a two-thirds vote to act. The reporting person may be deemed to be an indirect beneficial owner of the reported securities. The reporting person disclaims any beneficial ownership of the reported securities, except to the extent of any pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
Represents receipt of a pro-rata distribution of Common Stock of the Issuer by SPVC IV, LLC without consideration to its members.
Represents receipt of a pro-rata distribution of Common Stock of the Issuer by SPVC V, LLC without consideration to its members.
Represents receipt of a pro-rata distribution of Common Stock of the Issuer by SPVC VI, LLC without consideration to its members, and an immediate subsequent pro-rata distribution by one of the members of SPVC VI, LLC without consideration to its members.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices between $27.56 and $27.76, inclusive. The reporting person will provide to the SEC Staff, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices between $27.34 and $27.77, inclusive. The reporting person will provide to the SEC Staff, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price.
The shares become exercisable in equal monthly installments over three years beginning May 27, 2010, so long as reporting person remains a member of the board.