STEM Stem 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 * Johnson larsh	2. Issuer Name and Ticker or Trading Symbol STEM, INC. [ STEM ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) Chief Technology Officer
(Last)          (First)          (Middle) 100 CALIFORNIA STREET, 14TH FLOOR	3. Date of Earliest Transaction (MM/DD/YYYY) 8/30/2021
(Street) SAN FRANCISCO, CA 94111 (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, Par Value $0.0001 Per Share	8/30/2021		M		110000	A	$1.67	204060	D
Common Stock, Par Value $0.0001 Per Share	8/30/2021		F		53302 (1)	D	$24.96	150758	D
Common Stock, Par Value $0.0001 Per Share								56698	I	By Trust (2)

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
Stock Option (Right to Buy)	$1.67	8/30/2021		M			110000	1/11/2020	8/9/2026	Common Stock, Par Value $0.0001 Per Share	110000.0	$24.96	647033	D

Explanation of Responses:
(1)	Represents shares that have been withheld by the Issuer to satisfy income tax withholding and remittance obligations in connection with the net settlement of stock option awards, and does not represent a sale by the reporting person.
(2)	Shares held by trust for which the reporting person is a trustee.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Johnson larsh 100 CALIFORNIA STREET 14TH FLOOR SAN FRANCISCO, CA 94111			Chief Technology Officer

Signatures
/s/ William Bush, Attorney-in-Fact		9/1/2021
**Signature of Reporting Person		Date