SEC Form 3
FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 06/06/2017 | 3. Issuer Name and Ticker or Trading Symbol SHOTSPOTTER, INC [ SSTI ] | |||||||||||||
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 170,812 | I | By Trust(1) |
Common Stock | 130,105 | I | By Limited Liability Company(2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A-2 Preferred Stock | (3) | (3) | Common Stock | 140,723 | (4) | I | By Trust(1) |
Series B-1 Preferred Stock | (5) | (5) | Common Stock | 808,700 | (4) | I | By Trust(1) |
Warrant (Right to Buy) | (6) | 07/12/2019 | Series B-1 Preferred Stock | 162,158 | 5.8667 | I | By Trust(1) |
Series A-2 Preferred Stock | (3) | (3) | Common Stock | 72,068 | (4) | I | By Limited Liability Company(2) |
Series B-1 Preferred Stock | (5) | (5) | Common Stock | 871,416 | (4) | I | By Limited Liability Company(2) |
Warrant (Right to Buy) | (6) | 02/13/2021 | Series B-1 Preferred Stock | 106,136 | 0.17 | I | By Limited Liability Company(2) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. Shares held directly by The Gary M. Lauder Revocable Trust, of which Gary M. Lauder is a Trustee. |
2. Shares held directly by Lauder Partners LLC, of which Gary M. Lauder is the Managing Member. |
3. Each share of Series A-2 Preferred Stock will be automatically converted into 0.715548 shares of Common Stock upon the closing of the Issuer's initial public offering of Common Stock and has no expiration date. |
4. Inapplicable. |
5. Each share of Series B-1 Preferred Stock will be automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering of Common Stock and has no expiration date. |
6. Immediate. |
Remarks: |
/s/ Gary M. Lauder | 06/05/2017 | |
/s/ Gary M. Lauder, Trustee | 06/05/2017 | |
/s/ Gary M. Lauder, Managing Member | 06/05/2017 | |
** Signature of Reporting Person | Date | |
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 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |