Engagement and motivation are not one and the same, but motivation can be transformed into engagement with proper design of support. In this study, we examined the differences between high performers and low performers with regard to changes in their motivation, regulation, and engagement throughout the semester. Participants were 100 students enrolled in online self-paced asynchronous mathematics courses offered at a virtual high school in the United States. A survey was administered to participants at three times throughout the semester. Data were analyzed using repeated measures MANOVAs. Overall, high performers and low performers differed with regard to their changes in motivation and regulation throughout the course, specifically, in self-efficacy and effort regulation. The study findings offer implications for teaching and research on creating potentially effective support for virtual learning.