Commerce.com, Inc. Fair Value Disclosure
4. Fair value measurements
Financial instruments carried at fair value include cash and cash equivalents, restricted cash, and marketable securities.
For assets and liabilities measured at fair value, fair value is the price to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. When determining fair value, the Company considers the principal or most advantageous market in which it would transact, and assumptions that market participants would use when pricing asset or liabilities.
The accounting standard for fair value establishes a fair value hierarchy based on three levels of inputs, the first two of which are considered observable and the last unobservable. The standard requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
The three levels of inputs that may be used to measure fair value are as follows:
The following table presents information about the Company’s cash equivalents, marketable securities that were measured at fair value as of December 31, 2025 and December 31, 2024:
|
|
As of December 31, 2025 |
|
|||||||||||||
(in thousands) |
|
Quoted Prices in |
|
|
Significant Other |
|
|
Significant |
|
|
Total Fair Value |
|
||||
Cash equivalents (1): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Money market mutual funds & cash equivalents |
|
$ |
1,553 |
|
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
1,553 |
|
Marketable securities: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Corporate bonds |
|
|
0 |
|
|
|
12,213 |
|
|
|
0 |
|
|
|
12,213 |
|
U.S. treasury securities |
|
|
84,625 |
|
|
|
0 |
|
|
|
0 |
|
|
|
84,625 |
|
Total marketable securities |
|
$ |
84,625 |
|
|
$ |
12,213 |
|
|
$ |
0 |
|
|
$ |
96,838 |
|
(1) Included in “Cash and cash equivalents” in the accompanying Consolidated Balance Sheets, in addition to $44.6 million of cash, as of December 31, 2025.
|
|
As of December 31, 2024 |
|
|||||||||||||
(in thousands) |
|
Quoted Prices in |
|
|
Significant Other |
|
|
Significant |
|
|
Total Fair Value |
|
||||
Cash equivalents (1): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Money market mutual funds & cash equivalents |
|
$ |
46,033 |
|
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
46,033 |
|
Marketable securities: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Corporate bonds |
|
|
0 |
|
|
|
24,943 |
|
|
|
0 |
|
|
|
24,943 |
|
U.S. treasury securities |
|
|
62,124 |
|
|
|
0 |
|
|
|
0 |
|
|
|
62,124 |
|
Agency bonds |
|
|
0 |
|
|
|
2,216 |
|
|
|
0 |
|
|
|
2,216 |
|
Total marketable securities |
|
$ |
62,124 |
|
|
$ |
27,159 |
|
|
$ |
0 |
|
|
$ |
89,283 |
|
(1) Included in “Cash and cash equivalents” in the accompanying Consolidated Balance Sheets, in addition to $44.3 million of cash, as of December 31, 2024.
The contractual maturities of the investments classified as marketable securities were as follows:
(in thousands) |
|
As of December 31, 2025 |
|
|
As of December 31, 2024 |
|
||
Due within 1 year |
|
$ |
78,479 |
|
|
$ |
70,933 |
|
Due in 1 year through 2 years |
|
|
18,359 |
|
|
|
18,350 |
|
Total marketable securities |
|
$ |
96,838 |
|
|
$ |
89,283 |
|
The following tables summarize the gains, losses, and estimated fair value of cash equivalents, marketable securities as of December 31, 2025 and December 31, 2024:
|
|
As of December 31, 2025 |
|
|||||||||||||
(in thousands) |
|
Amortized Cost |
|
|
Gross |
|
|
Gross |
|
|
Estimated |
|
||||
Cash equivalents: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Money market mutual funds & cash equivalents |
|
$ |
1,553 |
|
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
1,553 |
|
Marketable securities: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Corporate bonds |
|
|
12,155 |
|
|
|
58 |
|
|
|
0 |
|
|
|
12,213 |
|
U.S. treasury securities |
|
|
84,459 |
|
|
|
166 |
|
|
|
0 |
|
|
|
84,625 |
|
Total marketable securities |
|
$ |
96,614 |
|
|
$ |
224 |
|
|
$ |
0 |
|
|
$ |
96,838 |
|
|
|
As of December 31, 2024 |
|
|||||||||||||
(in thousands) |
|
Amortized Cost |
|
|
Gross |
|
|
Gross |
|
|
Estimated |
|
||||
Cash equivalents: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Money market mutual funds & cash equivalents |
|
$ |
46,033 |
|
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
46,033 |
|
Marketable securities: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Corporate bonds |
|
|
24,859 |
|
|
|
91 |
|
|
|
(7 |
) |
|
|
24,943 |
|
U.S. treasury securities |
|
|
62,063 |
|
|
|
68 |
|
|
|
(7 |
) |
|
|
62,124 |
|
Agency bonds |
|
|
2,216 |
|
|
|
0 |
|
|
|
0 |
|
|
|
2,216 |
|
Total marketable securities |
|
$ |
89,138 |
|
|
$ |
159 |
|
|
$ |
(14 |
) |
|
$ |
89,283 |
|
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 2, 2026 | Showing above |
| 2024 | Feb 27, 2025 | |
| 2023 | Feb 29, 2024 | |
| 2022 | Mar 1, 2023 | |
| 2021 | Mar 1, 2022 | |
| 2020 | Feb 26, 2021 | |
About Fair Value Disclosures
Fair value disclosures classify all assets and liabilities measured at fair value into a three-level hierarchy: Level 1 (quoted market prices), Level 2 (observable inputs like yield curves), and Level 3 (unobservable inputs requiring management estimates). The proportion of Level 3 assets directly reflects how much of the balance sheet depends on internal models rather than market evidence.
Key signals: a growing Level 3 balance relative to total fair-value assets increases valuation uncertainty and earnings volatility risk. Watch for transfers between levels — assets moving from Level 2 to Level 3 often signal deteriorating market liquidity. Unrealized gains and losses on Level 3 positions flow through earnings or other comprehensive income, so large swings deserve scrutiny. For financial institutions, examine the sensitivity disclosures that show how Level 3 valuations change under alternative assumptions. Compare the fair value of debt against its carrying amount to gauge hidden leverage.