Page 1

( Mark one ) ☐ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON , D.C. 20549 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from Delaware ( State or other jurisdiction of incorporation or organization ) FORM 10 - K to 3025 Carrington Mill Boulevard Morrisville , NC ( Address of principal executive offices ) Title of Each Class Common Stock , $ 0.001 par value Large accelerated filer Non - accelerated filer or CHANNELADVISOR CORPORATION ( Exact name of Registrant as specified in its charter ) Commission file number 001-35940 Registrant's telephone number , including area code : ( 919 ) 228-4700 Securities registered pursuant to Section 12 ( b ) of the Act : Trading Symbol ECOM 56-2257867 ( IRS Employer Identification No. ) 27560 Securities registered pursuant to Section 12 ( g ) of the Act : None ( Zip Code ) Name of Each Exchange on which Registered New York Stock Exchange Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . □ Yes Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . □ Yes Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 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 No 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 ( §232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . 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 definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . Accelerated filer Smaller reporting company Emerging growth company X 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 Exchange Act ) . □ Yes > No The aggregate market value of ChannelAdvisor Corporation voting and non - voting common equity held by non - affiliates as of June 30 , 2020 ( the last business day of the registrant's most recently completed second fiscal quarter ) based on the closing sale price of $ 15.84 as reported on the New York Stock Exchange on that date was $ 433,184,052 . At February 1 , 2021 , 29,047,290 shares of ChannelAdvisor Corporation Common Stock , $ 0.001 par value , were outstanding . DOCUMENTS INCORPORATED BY REFERENCE Portions of the Company's definitive proxy statement , to be filed pursuant to Regulation 14A under the Securities Exchange Act of 1934 , for its 2021 Annual Meeting of Stockholders are incorporated by reference in Part III of this Form 10 - K .