Commerce.Com, Inc. current report, 18 May 2023

Business Context and Reporting Period

This Form 8-K Current Report was filed by BigCommerce Holdings, Inc. (trading symbol: BIGC) on May 24, 2023, covering events occurring on May 18, 2023, and May 24, 2023. The filing addresses significant changes in the company's executive leadership, specifically the departure of the Chief Financial Officer and the appointment of successors for the Chief Financial Officer and Chief Accounting Officer roles.

Key Financial Metrics

This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on personnel changes and associated compensatory arrangements.

Material Changes

  • Departure of CFO: Robert Alvarez, Chief Financial Officer (CFO) and principal financial officer, will step down effective June 30, 2023. The departure is not related to any disagreement regarding company operations or policies.
  • Appointment of New CFO: Daniel Lentz was appointed to succeed Mr. Alvarez as CFO and principal financial officer, effective June 30, 2023. Mr. Lentz previously served as Senior Vice President of Investor Relations and Finance.
  • Appointment of New CAO: Hubert Ban was appointed as Chief Accounting Officer (CAO) and principal accounting officer, effective June 8, 2023. Mr. Ban previously held senior roles at Salesforce, Inc.
  • Interim Arrangement: Robert Alvarez served as interim Principal Accounting Officer from May 19, 2023, until June 8, 2023.

Compensatory Arrangements and Outlook

The filing details the compensation packages for the newly appointed officers:

  • Daniel Lentz (CFO):
    • Annual base salary: $375,000.
    • Target annual bonus: 55% of base salary.
    • Equity: Option to purchase 21,818 shares and 33,939 Restricted Stock Units (RSUs).
    • Vesting: 25% of options/RSUs vest on the one-year anniversary; remaining options vest ratably monthly over three years, and remaining RSUs vest 25% annually over four years.
  • Hubert Ban (CAO):
    • Annual base salary: $357,500.
    • Target annual bonus: 35% of base salary.
    • Equity: Option to purchase 20,455 shares and 31,818 RSUs.
    • Vesting: 25% of options/RSUs vest on the one-year anniversary; remaining options vest ratably monthly over three years, and remaining RSUs vest 25% annually over four years.

There are no stated risks, contingencies, or unusual items related to financial performance in this filing. The company confirmed no family relationships or undisclosed arrangements exist between the new appointees and other directors or officers.

Investor Verification Checklist

  • Verify the effective dates of the leadership transition (June 30, 2023, for CFO; June 8, 2023, for CAO).
  • Review the press release dated May 24, 2023 (Exhibit 99.1) for additional context on the leadership changes.
  • Monitor future filings for the impact of these personnel changes on financial reporting and strategic direction.
  • Note that this filing contains no financial results; refer to the most recent 10-Q or 10-K for financial metrics.