FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Spitz David J
2. Issuer Name and Ticker or Trading Symbol

CHANNELADVISOR CORP [ ECOM ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
President and CEO
(Last)          (First)          (Middle)

C/O CHANNELADVISOR CORPORATION, 3025 CARRINGTON MILL BOULEVARD
3. Date of Earliest Transaction (MM/DD/YYYY)

9/17/2020
(Street)

MORRISVILLE, NC 27560
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 9/17/2020  M  87675 A$2.24 339514 D  
Common Stock 9/17/2020  S  87675 D$13.24 (1)251839 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (right to buy) $2.24 9/17/2020  M     87675   (2)9/30/2020 Common Stock 87675.0 $0 0 D  

Explanation of Responses:
(1) The common stock was sold by the reporting person in a series of open market transactions on the transaction date with a volume weighted average sale price of $13.24. The range of sales prices for the transactions reported was $12.95 to $13.60 per share. The reporting person undertakes to provide, upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
(2) This option vested in 16 equal quarterly installments, beginning on October 1, 2010 and continuing through July 1, 2014.

Remarks:
The option exercises and sales reported were effected for estate and tax planning purposes pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 15, 2019 and amended June 11, 2020.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Spitz David J
C/O CHANNELADVISOR CORPORATION
3025 CARRINGTON MILL BOULEVARD
MORRISVILLE, NC 27560
X
President and CEO

Signatures
/s/ Diana S. Allen, Attorney-in-fact9/17/2020
**Signature of Reporting PersonDate

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