BigCommerce Holdings Inc

(a)

On February 28, 2023, the Compensation Committee of our board of directors, following deliberation and peer review with its external compensation consultant, approved the entry into letter agreements (the “Letters,” each a "Letter") with senior executives, including each of our current named executive officers, Brent Bellm, Chief Executive Officer, Robert Alvarez, Chief Financial Officer, Russell Klein, Chief Commercial Officer, Robert Kaloustian, Chief Services Officer, and Brian Dhatt, Chief Technology Officer (collectively, the “Executives”).

Pursuant to the Letters, in the event of an Executive’s termination of employment by us without “cause” or due to the Executive’s resignation for “good reason” (each such term as defined in the Letter), in either case, within three months before or within twelve months (or, for Messrs. Bellm, Alvarez, and Klein, eighteen months) after the consummation of a “change in control” (as defined in the Letter), all of the Executive’s then outstanding and unvested equity awards covering shares of our common stock shall vest in full and, as applicable, become exercisable on the later of (i) the date on which the Executive’s employment terminates (the “Termination Date”) or (ii) the date on which the “change in control” is consummated. The accelerated vesting and exercisability described above will be subject to the applicable Executive’s execution and non-revocation of a general release of claims in favor of us.

The Letter supersedes any prior agreements or arrangements between us and an Executive with respect to the accelerated vesting of any equity awards covering shares of our common stock held by the Executive in connection with a termination of employment (but for clarity does not supersede any existing rights an Executive may, if any to the payment or provision of other types of benefits (excluding equity award acceleration)).

The foregoing description of the Letter is not complete and is subject to and qualified in its entirety by the complete terms of the Letter, a copy of which is included as Exhibit 10.25 to this Form 10-K and is incorporated herein by reference.

(b)

On December 15, 2023, Lisa Eggerton, ourchief marketing officer, adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (a “10b5-1 Plan”). Ms. Eggerton’s 10b5-1 Plan provides for the potential sale of up to 104,646 shares of common stock between March 15, 2024 and September 16, 2024.