BTRS (BTRS) Form 3 South Mountain Merger / Michael Edward Platt ownership change

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^*

South Mountain LLC

(Last) (First) (Middle)

767 FIFTH AVENUE, 9TH FLOOR

(Street)

NEW YORK NY 10153

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/19/2019

3. Issuer Name and Ticker or Trading Symbol
South Mountain Merger Corp. [ SMMC ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Class B common stock, par value $0.0001 per share	(1)	(1)	Class A common stock, par value $0.0001 per share	5,750,000	(1)	I	See footnotes(1)(2)

1. Name and Address of Reporting Person^*

South Mountain LLC

(Last) (First) (Middle)

767 FIFTH AVENUE, 9TH FLOOR

(Street)

NEW YORK NY 10153

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Harbour Reach Holdings LLC

(Last) (First) (Middle)

C/O SOUTH MOUNTAIN MERGER CORP.

767 FIFTH AVENUE, 9TH FLOOR

(Street)

NEW YORK NY 10153

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Netherton Investments Ltd

(Last) (First) (Middle)

C/O SOUTH MOUNTAIN MERGER CORP.

767 FIFTH AVENUE, 9TH FLOOR

(Street)

NEW YORK NY 10153

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Netherton Holdings Ltd

(Last) (First) (Middle)

C/O SOUTH MOUNTAIN MERGER CORP.

767 FIFTH AVENUE, 9TH FLOOR

(Street)

NEW YORK NY 10153

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Platt Michael Edward

(Last) (First) (Middle)

C/O SOUTH MOUNTAIN MERGER CORP.

767 FIFTH AVENUE, 9TH FLOOR

(Street)

NEW YORK NY 10153

(City) (State) (Zip)

Explanation of Responses:

1. South Mountain LLC directly owns 5,750,000 shares of Class B common stock, par value $0.0001 per share (the "Class B Shares"), of South Mountain Merger Corp. (the "Issuer"), including 750,000 Class B Shares that are subject to forfeiture if the underwriters of the Issuer's initial public offering do not exercise in full an option granted to it to cover over-allotments. Pursuant to the Issuer's Amended and Restated Certificate of Incorporation, the Class B Shares will automatically convert into shares of Class A common stock of the Issuer at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment as described under the heading of "Description of Securities - Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-231881). The Class B Shares have no expiration date.

2. South Mountain LLC is the sponsor entity of the Issuer (the "Sponsor"). The managing member of the Sponsor is Harbour Reach Holdings LLC ("Harbour Reach"), whose managing member is Netherton Investments Limited ("NIL"), whose sole shareholder is Netherton Holdings Limited ("NHL"), whose sole shareholder is Mr. Michael Platt ("Platt" and, together with Sponsor, Harbour Reach, NIL and and NHL, the "Reporting Persons").

Remarks:

Exhibit 24.1 - Power of Attorney for Michael E. Platt

	See Signatures included in Exhibit 99.1	06/19/2019
	** Signature of Reporting Person	Date
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