Commerce.com Declares Shareholder Rights Dividend at $13.00 Exercise Price
Commerce.com, Inc., a Nasdaq-listed company, declared a distribution of one preferred stock purchase right per share of Series 1 common stock under a new Rights Agreement. The rights become exercisable at $13.00 per one one-thousandth of a share of Series A Junior Participating Preferred Stock.
Commerce.com, Inc. (NASDAQ: CMRC), a digital commerce platform, declared a dividend of one preferred stock purchase right for each share of Series 1 common stock outstanding as of April 27, 2026. The company entered into a Rights Agreement with Equiniti Trust Company, LLC serving as Rights Agent on April 13, 2026. Read more dividend announcements.
Each right entitles the registered holder to purchase one one-thousandth of a share of Series A Junior Participating Preferred Stock at an exercise price of $13.00 per one one-thousandth share. The rights expire on April 12, 2027, unless redeemed or terminated earlier.
The rights become exercisable on the close of business on the tenth business day following a public announcement that a person or group has acquired beneficial ownership of 10% or more of the common stock. For passive institutional investors, the threshold is 20%. The rights can also become exercisable ten business days after the commencement of a tender offer that would result in a person or group exceeding these ownership thresholds.
Until the distribution date, the rights will be evidenced by existing common stock certificates or recorded alongside uncertificated common stock holdings. The company has designated 500,000 shares of Series A Junior Participating Preferred Stock for the Rights Agreement.
Dividend Details
| Item | Details |
|---|---|
| Dividend Type | One preferred stock purchase right per share |
| Exercise Price | $13.00 per one one-thousandth share of Series A Preferred |
| Record Date | April 27, 2026 |
| Expiration Date | April 12, 2027 |
| Ownership Trigger | 10% (20% for passive institutional investors) |
Preferred Stock Terms
Holders of Series A Junior Participating Preferred Stock are entitled to receive quarterly cash dividends on the first day of March, June, September, and December each year. The dividend amount per share equals the greater of $1.00 or 1,000 times the aggregate per share amount of all dividends declared on the common stock since the previous quarterly payment date.
The Series A Preferred Stock ranks senior to the Series 1 common stock with respect to dividends but junior to any class or series of stock ranking prior and superior to it. Dividends on the preferred stock are cumulative from the quarterly dividend payment date next preceding the date of issuance.