Ownership Submission
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 *
Hower Robert
   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
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O CHANNELADVISOR CORPORATION, 2701 AERIAL CENTER PARKWAY		 3. Date of Earliest Transaction (Month/Day/Year)
02/11/2014
(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 02/11/2014   J(1)   989,996 D $ 0 849,399 I By Funds (2)
Common Stock 02/11/2014   S(3)   10,004 D $ 40.0393 839,395 I By Funds (2)
Common Stock 02/11/2014   S(4)   5,625 D $ 40.0393 833,770 I By Funds (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Hower Robert
C/O CHANNELADVISOR CORPORATION
2701 AERIAL CENTER PARKWAY
MORRISVILLE, NC 27560		   X      

Signatures

 /s/ Brian F. Leaf, Attorney-in-fact   02/11/2014
**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) On February 11, 2014, Advanced Technology Ventures VII, L.P. ("ATV VII") made a pro rata distribution for no consideration of an aggregate of 934,471 shares of common stock of the Issuer to its limited partners; Advanced Technology Ventures VII (B), L.P. ("ATV VII-B") made a pro rata distribution for no consideration of an aggregate of 37,500 shares of common stock of the Issuer to its limited partners; and Advanced Technology Ventures VII (C), L.P. ("ATV VII-C") made a pro rata distribution for no consideration of an aggregate of 18,025 shares of common stock of the Issuer to its limited partners.
(2) ATV Associates VII, L.L.C. ("ATV LLC") is the general partner of ATV VII, ATV VII-B, ATV VII-C and ATV Entrepreneurs VII, L.P. ("ATVE VII" and, together with ATV VII, ATV VII-B and ATV VII-C, the "Funds"). Robert Hower, the reporting person and a managing director of ATV LLC, disclaims beneficial ownership of the securities owned directly by the Funds, and this report shall not be deemed to be an admission that he is the beneficial owner of such securities, except to the extent of its pecuniary interest therein, if any.
(3) ATV LLC received an aggregate of 10,004 shares of common stock of the Issuer from the distributions of ATV VII, ATV VII-B and ATV VII-C described in footnote 1 above on February 11, 2014. The shares were sold by ATV LLC in a series of open market transactions on the transaction date with a volume weighted average sale price of $40.0393. The range of sale prices for the transactions reported was $40.00 to $40.13 per share.
(4) The common stock was sold by ATVE VII in a series of open market transactions on the transaction date with a volume weighted average sale price of $40.0393. The range of sale prices for the transactions reported was $40.00 to $40.13 per share.

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