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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , DC 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 O TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 001-33866 Delaware ( State or Other Jurisdiction of Incorporation or Organization ) Title of each class Common Stock , $ 0.00001 par value per share TITAN MACHINERY INC . ( Exact name of registrant as specified in its charter ) Large accelerated filer Non - accelerated filer 644 East Beaton Drive West Fargo , ND 58078-2648 ( Address of Principal Executive Offices ) O ( IRS Employer Identification No. ) ( 701 ) 356-0130 ( Registrant's telephone number , including area code ) 45-0357838 Securities registered pursuant to Section 12 ( b ) of the Act : Trading Symbol ( s ) TITN Securities registered pursuant to Section 12 ( g ) of the Act : None Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes o No x 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 o No X 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 x No o Name of each exchange on which registered The Nasdaq Stock Market LLC 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 x No o 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 . ( Check one ) : Accelerated filer Smaller reporting company Emerging Growth Company X O O 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 . o 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 . X No X Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . Yes o The aggregate market value of our common stock held by non - affiliates as of July 31 , 2020 was approximately $ 203.6 million ( based on the last sale price of $ 10.87 per share on such date as reported on the NASDAQ Global Select Market ) . The number of shares outstanding of the registrant's common stock as of March 22 , 2021 was 22,552,967 shares . DOCUMENTS INCORPORATED BY REFERENCE Portions of the proxy statement for the registrant's 2021 Annual Meeting of Stockholders are incorporated by reference into Items 10 , 11 , 12 , 13 and 14 of Part III of this report .