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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * BUINEVICIUS ARIS ANTANAS   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) Chief Technology Officer (Last) (First) (Middle) C/O CHANNELADVISOR CORPORATION, 2701 AERIAL CENTER PARKWAY 3. Date of Earliest Transaction (Month/Day/Year) 05/29/2013 (Street) MORRISVILLE, NC 27560 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 05/29/2013   C   1,176,871 (1) A (2) 1,231,558 D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Underlying Securities (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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A Preferred Stock	(2)	05/29/2013		C			15,400,559	(2)	(2)	Common Stock	962,534 (3)	$ 0	0	D
Series B Preferred Stock	(2)	05/29/2013		C			1,806,277	(2)	(2)	Common Stock	112,892 (3)	$ 0	0	D
Series B-1 Preferred Stock	(2)	05/29/2013		C			335,959	(2)	(2)	Common Stock	20,997 (3)	$ 0	0	D
Warrant to Purchase Series C Preferred Stock (right to buy)	$ 0.685	05/29/2013		X			72,992	05/30/2008	(4)	Series C Preferred Stock	72,992	$ 0	0	D
Series C Preferred Stock	(2)	05/29/2013		X		72,992		(2)	(2)	Common Stock	4,562 (3)	$ 0.685	1,344,324	D
Series C Preferred Stock	(2)	05/29/2013		S(5)			57,143	(2)	(2)	Common Stock	3,571 (3)	$ 0.875	1,287,181	D
Series C Preferred Stock	(2)	05/29/2013		C			1,287,181	(2)	(2)	Common Stock	80,448 (3)	$ 0	0	D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
BUINEVICIUS ARIS ANTANAS C/O CHANNELADVISOR CORPORATION 2701 AERIAL CENTER PARKWAY MORRISVILLE, NC 27560	X		Chief Technology Officer

Signatures

/s/ Brian F. Leaf, Attorney-in-fact		05/29/2013
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The total represents shares received upon conversion of shares of Series A, Series B, Series B-1 and Series C convertible preferred stock.
(2)	Each share of convertible preferred stock was convertible, at any time, at the holder's election, into the issuer's common stock on a 1-for-16 basis. Effective immediately prior to the closing of the issuer's initial public offering of its common stock, each share of convertible preferred stock automatically converted into one-sixteenth of one share of common stock. The convertible preferred stock had no expiration date.
(3)	The number of underlying shares of common stock reported reflects a 1-for-16 reverse stock split of the issuer's common stock effected on May 9, 2013.
(4)	This warrant expires upon an initial public offering of the issuer's securities.
(5)	On May 29, 2013, the reporting person exercised a warrant to purchase 72,992 shares of the issuer's Series C convertible preferred stock for $0.685 per share. The reporting person paid the exercise price on a cashless basis, resulting in the issuer's withholding of 57,143 of the Series C convertible preferred shares to pay the exercise price and issuing to the reporting person the remaining 15,849 shares of Series C convertible preferred stock.

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