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 *

Groos Thomas T. 		2. Issuer Name and Ticker or Trading Symbol

SHOTSPOTTER, INC [ SSTI ] 		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)

IONIA ST. SW, STE. 505 		3. Date of Earliest Transaction (MM/DD/YYYY)

6/4/2019
(Street)

GRAND RAPIDS, MI 49503
(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   6/4/2019     X    869   A $5.8667   419245   I   By Limited Liability Company   (1)
Common Stock   6/4/2019     S (2)    110   D $46.378   419135   I   By Limited Liability Company   (1)
Common Stock   6/4/2019     X    2269   A $5.8667   52784   I   By Trust   (3)
Common Stock   6/4/2019     S (4)    288   D $46.378   52496   I   By Trust   (3)
Common Stock   6/6/2019     S    9000   D $45.1175   (5) 43496   I   By Trust   (3)
Common Stock   6/6/2019     S    3000   A $46.1695   (6) 40496   I   By Trust   (3)
Common Stock                  13431   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
Warrant (Right to Buy)   $5.8667   6/4/2019     X         869      (7) 7/12/2019   Common Stock   869     (8) 0   D    
Warrant (Right to Buy)   $5.8667   6/4/2019     X         2269      (7) 7/12/2019   Common Stock   2269     (8) 0   D    

Explanation of Responses:
(1)  Shares held directly by RT Groos, LLC, over which Thomas T. Groos holds voting and dispositive power.
(2)  On June 4, 2019, the Reporting Person exercised a warrant to purchase 869 shares of Issuer's common stock for $5.8667 per share. The Reporting Person paid the exercise price on a cashless basis, resulting in Issuer's withholding of 110 of the warrant shares to pay the exercise price and issuing to the Reporting Person the remaining 759 shares. Issuer also paid $3.42 to the Reporting Person in lieu of fractional shares.
(3)  Shares held directly by The Thomas T. Groos Revocable Trust, over which Thomas T. Groos holds voting and dispositive power.
(4)  On June 4, 2019, the Reporting Person exercised a warrant to purchase 2,269 shares of Issuer's common stock for $5.8667 per share. The Reporting Person paid the exercise price on a cashless basis, resulting in Issuer's withholding of 288 of the warrant shares to pay the exercise price and issuing to the Reporting Person the remaining 1,981 shares. Issuer also paid $45.32 to the Reporting Person in lieu of fractional shares.
(5)  The shares were sold at prices between $45.0901 and $45.8582 The reporting person will provide upon request to the SEC, the issuer or security holder of the issuer, full information regarding the number of shares sold at each separate price.
(6)  The shares were sold at prices between $46.24 and $46.6687 The reporting person will provide upon request to the SEC, the issuer or security holder of the issuer, full information regarding the number of shares sold at each separate price.
(7)  Immediate.
(8)  Inapplicable.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Groos Thomas T.
IONIA ST. SW, STE. 505
GRAND RAPIDS, MI 49503 		X



Signatures
Thomas T. Groos, by /s/ Ron A. Metzger, Attorney-in-Fact 6/6/2019
** 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 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).
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 control number.
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