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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 January 31 , 2021 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number : 001-38828 Delaware ( State or other jurisdiction of incorporation or organization ) SEACHANGE INTERNATIONAL , INC . ( Exact name of registrant as specified in its charter ) 500 Totten Pond Road Waltham , MA ( Address of principal executive offices ) Title of each class Common Stock , $ 0.01 par value Series A Participating Preferred Stock Purchase Rights ( 978 ) -897-0100 ( Registrant's telephone number , including area code ) Securities registered pursuant to Section 12 ( b ) of the Act : Trading Symbol ( s ) ☐ SEAC SEAC Securities registered pursuant to Section 12 ( g ) of the Act : None 04-3197974 ( IRS Employer Identification No. ) X 02451 ( Zip Code ) Yes ☐ No 风 Yes ☐ No 区 Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . 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 Name of each exchange on which registered Nasdaq Global Select Market Nasdaq Global Select Market 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 the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Accelerated filer Non - accelerated filer ■ Smaller reporting company Emerging growth company If an emerging growth company , indicate by a check mark if the registrant has elected 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 is a shell company ( as defined in Rule 12b - 2 of the Act ) . Yes □ No 区 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 . As of July 31 , 2020 , the aggregate market value of the voting stock held by non - affiliates of the registrant , based upon the closing price for the registrant's Common Stock on the NASDAQ Global Select Market on such date was $ 47,126,078 . For the purposes of this calculation , shares owned by officers and directors ( and their affiliates ) have been excluded . This exclusion is not intended , nor shall it be deemed , to be an admission that such persons are affiliates of the registrant . The registrant does not have any non - voting common stock outstanding . The number of shares of the registrant's common stock outstanding as of the close of business on April 5 , 2021 was 48,140,884 . DOCUMENTS INCORPORATED BY REFERENCE : Portions of the registrant's definitive proxy statement for the 2021 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A are incorporated by reference into Part III of this Annual Report on Form 10 - K to the extent stated herein .