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( Mark one ) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON , D.C. 20549 FORM 10 - K × ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 or □ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number : 0-26056 Image Sensing Systems , Inc. ( Exact name of registrant as specified in its charter ) Minnesota ( State or Other Jurisdiction of Incorporation or Organization ) 400 Spruce Tree Centre , 1600 University Avenue West St. Paul , MN ( Address of Principal Executive Offices ) ( 651 ) 603-7700 ( Registrant's telephone number , including area code ) Not applicable . 41-1519168 ( I.R.S. Employer Identification No. ) 55104 ( Zip Code ) ( Former name , former address and former fiscal year , if changed since last report ) Securities registered pursuant to Section 12 ( b ) of the Act : Title of each class Name of each exchange on which registered Common Stock , $ 0.01 par value Preferred Stock Purchase Rights Securities registered pursuant to Section 12 ( g ) of the Act : None . The Nasdaq Capital Market The Nasdaq Capital Market Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes □ No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15 ( d ) of the Act . Yes No Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or Section 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T during the preceding 12 months ( or for such shorter period that the registrant was required to submit ) . Yes No □ Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , or an emerging growth company . See the definitions of “ large accelerated filer , " " accelerated filer , ” “ smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . ( Check one ) : Large accelerated filer Accelerated filer ☐ Non - accelerated filer Smaller reporting company Emerging growth company If an emerging growth company , indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . ☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . ☐ Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . Yes No As of June 30 , 2020 , the aggregate market value of the registrant's common stock held by non - affiliates of the registrant was $ 13,011,983 based on the closing sale price as reported on The Nasdaq Capital Market . The number of shares outstanding of the registrant's $ 0.01 par value common stock as of February 28 , 2021 was 5,352,626 shares .