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Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K ( Mark One ) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 2 , 2021 OR Yes TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from Commission file number 001-33264 Delaware ( State or Other Jurisdiction of Incorporation or Organization ) CARPARTS.COM , INC . ( Exact Name of Registrant as Specified in Its Charter ) Title of each class Common Stock , $ 0.001 par value per share Large accelerated filer Non - Accelerated filer to 2050 W. 190th Street , Suite 400 , Torrance , CA 90504 ( Address of Principal Executive Offices ) ( Zip Code ) Registrant's Telephone Number , Including Area Code : ( 424 ) 702-1455 o oc 68-0623433 ( I.R.S. Employer Identification No. ) Securities registered pursuant to Section 12 ( b ) of the Act : Trading Symbol ( s ) PRTS 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 . No " 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 □ 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 Name of each exchange on which registered The NASDAQ Stock Market LLC ( NASDAQ Global Market ) Securities registered pursuant to Section 12 ( g ) of the Act : None 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 . No 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 . No m Indicate by check mark whether the registrant is a shell company ( as defined in Exchange Act Rule 12b - 2 ) . Yes The aggregate market value of the common stock held by non - affiliates of the registrant as of June 26 , 2020 was approximately $ 229.9 million ( based on the closing sales price of the registrant's common stock on that date ) . For the purposes of this calculation , shares owned by officers , directors and 10 % stockholders known to the registrant have been deemed to be owned by affiliates . This determination of affiliate status is not necessarily a conclusive determination for other purposes . As of March 9 , 2021 , there were 48,092,549 shares of the registrant's common stock outstanding . DOCUMENTS INCORPORATED BY REFERENCE Portions of our proxy statement for the 2021 Annual Meeting of Stockholders ( the " Proxy Statement " ) are incorporated by reference in Part III hereof . Except with respect to information specifically incorporated by reference in this Form 10 - K , the Proxy Statement is not deemed to be filed as a part hereof .