STIM Neuronetics Inc

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                                                                                   
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940                       

1. Name and Address of Reporting Person * Harper Gregory	2. Issuer Name and Ticker or Trading Symbol Neuronetics, Inc. [ STIM ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) VP of Prod. Dev. & Operations
(Last)          (First)          (Middle) C/O NEURONETICS, INC., 3222 PHEONIXVILLE PIKE	3. Date of Earliest Transaction (MM/DD/YYYY) 2/3/2021
(Street) MALVERN, PA 19355 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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	2/3/2021		A		17085 (1)	A	$0 (2)	168078	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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
Performance Restricted Stock Unit	(3)	2/3/2021		A		15000		(3)	(3)	Common Stock	15000	$0	15000	D

Explanation of Responses:
(1)	Represents a restricted stock unit ("RSU") award that vests in three equal annual installments beginning on February 3, 2022, in each case subject to continuous service of the Reporting Person through such date.
(2)	Each RSU represents a contingent right to receive one share of the Issuer's common stock.
(3)	Each performance restricted stock unit ("PRSU") represents a contingent right to receive one share of the Issuer's common stock. The PRSU rights vest upon the Issuer's common stock achieving a 30 day volume weighted average price of $25 per share.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Harper Gregory C/O NEURONETICS, INC. 3222 PHEONIXVILLE PIKE MALVERN, PA 19355			VP of Prod. Dev. & Operations

Signatures
/s/ W. Andrew Macan as Attorney-in-Fact for Gregory Harper		2/5/2021
**Signature of Reporting Person		Date