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BigCommerce Holdings Inc

For the period ended Dec 31, 2024. Filed Feb 27, 2025.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Feb 27, 2025

CMRC$3.67+1.4%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 16. Form 10-K Summary

None.

Exhibit Index

Exhibit · Incorporated by Reference
NumberDescriptionFormFile No.ExhibitFiling Date
3.1Seventh Amended and Restated Certificate of Incorporation of the Registrant, as currently in effect8-K001-394233.1August 7, 2020
3.2Second Amended and Restated Bylaws of the Registrant, as currently in effect8-K001-394233.2September 1, 2023
4.1Indenture, dated September 14, 2021 between Registrant and U.S National Association8-K001-394234.1September 15, 2021
4.2Form of certificate representing the 0.25% Convertible Senior Notes due 2026 (included as Exhibit A to Exhibit 4.1)8-K001-394234.1September 15, 2021
4.3Indenture, dated as of August 7, 2024, between BigCommerce Holdings, Inc. and U.S. Bank Trust Company, National Association, as trustee.8-K001-394234.1August 7, 2024
4.4Form of certificate representing the 7.5% Convertible Senior Notes due 2028 (included as Exhibit A to Exhibit 4.1)8-K001-394234.1August 7, 2024
4.5**Description of Registrant's Securities10-K001-394234.3February 29, 2024
10.1Form of Capped Call Confirmation8-K001-3942310.1September 15, 2021
10.2+Form of Indemnification Agreement for Officers and DirectorsS-1/A333-23983810.4July 28, 2020
10.3+BigCommerce Holdings, Inc. Amended and Restated 2013 Stock Plan (including forms of award agreements thereunder)S-8333-2423874.3August 7, 2020
10.4+BigCommerce Holdings, Inc. 2020 Equity Incentive Plan (including forms of award agreements thereunder)S-8333-2423874.4August 7, 2020
10.5+BigCommerce Holdings, Inc. 2020 Employee Stock Purchase Plan (including forms of award agreements thereunder)S-8333-2423874.5August 7, 2020
10.6+Offer Letter dated May 29, 2015, by and between the Registrant and Brent BellmS-1333-23983810.12July 13, 2020
10.7+Amendment to Offer Letter dated February 12, 2019, by and between the Registrant and Brent BellmS-1333-23983810.13July 13, 2020
10.8+Offer Letter dated May 10, 2018, by and between the Registrant and Lisa PearsonS-1333-23983810.14July 13, 2020
10.9+Offer Letter dated September 9, 2016, by and between the Registrant and Brian DhattS-1333-23983810.15July 13, 2020
10.10+Amendment to Offer Letter dated February 2, 2017, by and between BigCommerce, Inc. and Brian DhattS-1333-23983810.16July 13, 2020
10.11+Offer Letter dated October 7, 2015, by and between the Registrant and Russell Klein10-Q001-3942310.4May 4, 2022
10.12+Promotion Letter dated December 26, 2017, executed by Russell Klein10-Q001-3942310.5May 4, 2022
10.13+Amendment to Offer Letter dated March 2, 2019, by and between the Registrant and Russell Klein10-Q001-3942310.6May 4, 2022
10.14*Office Lease, dated November 20, 2012, by and between New TPG-Four Points, L.P. and BigCommerce, Inc.S-1333-23983810.17July 13, 2020
10.15*First Amendment to Lease, dated February 5, 2018, by and between G&I VII Four Points LP and BigCommerce, Inc.S-1333-23983810.18July 13, 2020
10.16*Second Amendment to Lease, dated October 4, 2018, by and between G&I VII Four Points LP and BigCommerce, Inc.S-1333-23983810.19July 13, 2020
10.17#^PayPal Commerce Platform Global Partner Agreement, dated January 1, 2020, by and among PayPal, Inc., PayPal Pte. Ltd, BigCommerce, Inc., BigCommerce Pty Ltd, BigCommerce UK Ltd, and BigCommerce Software Ireland LimitedS-1333-23983810.20July 13, 2020
10.18+Form of Severance Letter Agreement, dated August 9, 20228-K001-3942310.1August 12, 2022
10.19+Form of Equity Acceleration Letter, dated February 28, 202310-K001-3942310.25March 1, 2023
10.20+Promotion Letter dated June 12, 2023, executed by Daniel Lentz10-K001-3942310.26February 29, 2024
10.21+Form of Performance Unit Agreement8-K001-3942310.1March 8, 2024
10.22+Form of Notice of Grant of Performance Units (Adjusted EBITDA)8-K001-3942310.2March 8, 2024
10.23+Form of Notice of Grant of Performance Units (Revenue)8-K001-3942310.3March 8, 2024
10.24+Form of Notice of Grant of Performance Units (Total Stockholder Return)8-K001-3942310.4March 8, 204
10.25#Exchange Agreement, dated as of July 31, 2024, between BigCommerce Holdings, Inc. and Lynrock Lake Master Fund LP.8-K001-3942310.1July 31, 2024
10.26+Amended and Restated Offer Letter for Travis Hess, dated October 1, 2024.8-K001-3942310.1October 2, 2024
10.27+Offer Letter for Ellen Siminoff, dated October 1, 2024.8-K001-3942310.2October 2, 2024
10.29*Sublease dated January 3, 20258-K001-3942310.1January 10, 2025
19.1**Insider Trading Compliance Policy of the Registrant
21.1**List of Subsidiaries of the Registrant
23.1**Consent of Independent Registered Public Accounting Firm
31.1** · Certification of Principal Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2** · Certification of Principal Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1†** · Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
97.1BigCommerce Holdings, Inc. Policy For Recovery of Erroneously Awarded Compensation10-K001-3942397.1February 29, 2024
101.INS**Inline XBRL Instance Document.
101.SCH**Inline XBRL Taxonomy Extension Schema Document.
101.CAL**Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF**Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB**Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE**Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in the Exhibit)
  • Indicates management contract or compensatory plan.

† The certifications attached as Exhibit 32.1 that accompany this Annual Report on Form 10-K are deemed furnished and not filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of BigCommerce Holdings, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing.

  • Pursuant to Item 601(a)(5) of Regulation S-K promulgated by the SEC, certain exhibits and schedules to this agreement have been omitted. We hereby agree to furnish supplementally to the SEC, upon its request, any or all of such omitted exhibits or schedules.

** Filed herewith.

Confidential information has been omitted because it is both (i) not material and (ii) is the type of information that the Company treats as private or confidential pursuant to Item 601 (b)(10) of Regulation S-K.

SIGNAT URES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

BIGCOMMERCE HOLDINGS, INC.
Date: February 27, 2025By:/s/ Travis Hess
Travis Hess
Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed below by the following persons on behalf of the Registrant in the capacities and on the dates indicated.

NameTitleDate
/s/ Travis HessChief Executive OfficerFebruary 27, 2025
Travis Hess(Principal Executive Officer)
/s/ Daniel LentzChief Financial OfficerFebruary 27, 2025
Daniel Lentz(Principal Financial Officer)
/s/ Hubert BanSenior Vice PresidentFebruary 27, 2025
Hubert Ban(Principal Accounting Officer)
/s/ Ellen F. SiminoffExecutive Chair of the BoardFebruary 27, 2025
Ellen F. Siminoff
/s/ Donald E. ClarkeDirectorFebruary 27, 2025
Donald E. Clarke
/s/ Sally GilliganDirectorFebruary 27, 2025
Sally Gilligan
/s/ Satish MalhotraDirectorFebruary 27, 2025
Satish Malhotra
/s/ Jeff RichardsDirectorFebruary 27, 2025
Jeff Richards
/s/ Lawrence BohnDirectorFebruary 27, 2025
Lawrence Bohn

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm (PCAOB ID: 42)F-2
Consolidated Balance Sheets as of December 31, 2024 and 2023F-5
Consolidated Statements of Operations for the Years ended December 31, 2024, 2023, and 2022F-6
Consolidated Statements of Comprehensive Loss for the Years ended December 31, 2024, 2023, and 2022F-7
Consolidated Statements of Stockholders’ Equity for the Years ended December 31, 2024, 2023, and 2022F-8
Consolidated Statements of Cash Flows for the Years ended December 31, 2024, 2023, and 2022F-9
Notes to Consolidated Financial StatementsF-10
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.