Commerce.com, Inc. 8-K

What Happened
Commerce.com, Inc. (CMRC) filed an 8-K on January 7, 2026 confirming three key items: it reaffirmed its financial outlook for the fourth quarter and full fiscal year 2025 (as previously disclosed in a November 6, 2025 press release); it committed to a workforce realignment plan on December 31, 2025 and recorded a related charge; and it appointed Daniel Lentz (CFO since July 2023) to the additional role of Chief Operating Officer effective January 1, 2026. The company recorded approximately $7.4 million of expense in Q4 FY2025 related to the plan and provided estimates for further costs and cash impacts in FY2026.

Key Details

• Reaffirmed Q4 and full-year FY2025 financial outlook as disclosed in the November 6, 2025 press release.
• Workforce realignment plan committed on December 31, 2025; $7.4M expense recognized in Q4 FY2025 and an estimated additional $6.5M in FY2026.
• Expected operating cash flow impact: ~$3.4M in Q1 FY2026 and ~$12.2M total for FY2026; plan expected to be substantially completed in FY2026.
• Daniel Lentz named Chief Operating Officer in addition to continuing as Chief Financial Officer (effective January 1, 2026); no change to his compensation.

Why It Matters
These items affect near-term reported results and cash flow: the $7.4M charge was already recorded in Q4 FY2025 and further cash costs are expected in FY2026, which management says it will exclude from its Non‑GAAP metrics (Adjusted EBITDA, Non‑GAAP Operating Income, Non‑GAAP Net Income). Retail investors should note potential differences between GAAP and Non‑GAAP results and the projected FY2026 cash impact of the restructuring. The executive change consolidates finance and operations responsibilities in the same executive, which the company says involves no pay change. The filing also cautions that estimates and expected benefits are forward‑looking and may change.