Sec Form 4 Filing - Nia Mehran @ CarParts.com, Inc. - 2020-08-18

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 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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1. Name and Address of Reporting Person Nia Mehran 2. Issuer Name and Ticker or Trading Symbol CarParts.com, Inc. [ PRTS] 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 CARPARTS.COM, INC., 2050 W. 190TH STREET, SUITE 400 3. Date of Earliest Transaction (MM/DD/YY) 08/18/2020 (Street) TORRANCE, CA90504 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 08/18/2020 S 2,000,000 ( 1 ) D $ 13 ( 2 ) 2,263,341 ( 3 ) I Nia Living Trust Established September 2, 2004 Common Stock 38,764 D Common Stock 211,437 I By domestic partner

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 Nia Mehran C/O CARPARTS.COM, INC. 2050 W. 190TH STREET, SUITE 400 TORRANCE, CA90504 X Signatures Mehran Nia 08/20/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On August 18, 2020, the Reporting Person sold 2,000,000 shares of the Company's Common Stock (the "Shares") held by the Nia Living Trust Established September 2, 2004 (the "Living Trust") in connection with Mehran Nia's divorce settlement. The Shares were sold pursuant to an underwriting agreement among the Company, Mehran Nia and RBC Capital Markets, LLC, as representative of the several underwriters listed therein. ( 2 )On August 18, 2020, in an underwritten offering of the Issuer's Common Stock by the Company and Mehran Nia, the Living Trust sold an aggregate amount of 2,000,000 shares of Common Stock for a price per share of $13.00. Such price per share does not reflect underwriter discounts or fees. ( 3 )Pursuant to a divorce settlement between Mehran Nia and his spouse, Fariba Nia, the Living Trust previously transferred 500,000 shares to Fariba Nia.

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

* 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).

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