SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Allen Daniel

(Last) (First) (Middle)
228 PARK AVENUE SOUTH,
SUITE 90959

(Street)
NEW YORK NY 10003

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SharpSpring, Inc. [ SHSP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/17/2019
4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 06/17/2019 S 2,515(1) D $12.25(2)(3) 0 D
common stock 06/17/2019 S 519,304 D $12.25(2)(3) 0 I By Evercel Holdings LLC(4)
common stock 06/17/2019 S 1,241,635 D $12.25(2)(3) 0 I By SHSP Holdings, LLC(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
1. Name and Address of Reporting Person*
Allen Daniel

(Last) (First) (Middle)
228 PARK AVENUE SOUTH,
SUITE 90959

(Street)
NEW YORK NY 10003

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Corona Investment Partners, LLC

(Last) (First) (Middle)
228 PARK AVENUE SOUTH,
SUITE 90959

(Street)
NEW YORK NY 10003

(City) (State) (Zip)
1. Name and Address of Reporting Person*
SHSP Holdings, LLC

(Last) (First) (Middle)
228 PARK AVENUE SOUTH,
SUITE 90959

(Street)
NEW YORK NY 10003

(City) (State) (Zip)
Explanation of Responses:
1. Acquired directly from SharpSpring, Inc. (the "Issuer") for service as a director of the Issuer.
2. Pursuant to an underwriting agreement dated June 13, 2019 (the "Underwriting Agreement") by and among the Issuer, Canaccord Genuity LLC, Roth Capital Partners, LLC, Daniel C. Allen, North Peak Capital Partners, L.P., North Peak Capital Partners II, L.P., SHSP Holdings, LLC, and Evercel Holdings, LLC, as discussed in the Issuer's prospectus supplement dated June 13, 2019, supplementing the Issuer's registration statement on Form S-3 (File No. 333-231758) filed with the Securities and Exchange Commission on May 24, 2019, Daniel C. Allen, Evercel Holdings, LLC, and SHSP Holdings, LLC sold 2,515 shares, 519,304 shares, and 1,241,635 shares, respectively, of the Issuer's common stock on June 17, 2019.
3. The price per share reflects the public offering price of $13.00 less an underwriting discount of $0.7475 per share pursuant to the Underwriting Agreement. Following the sale of the shares pursuant to the Underwriting Agreement, Daniel C. Allen, Evercel Holdings, LLC, and SHSP Holdings, LLC no longer own any shares of common stock of the Issuer.
4. The reported securities are owned directly by Evercel Holdings LLC. Daniel Allen ("Allen") is the manager of Corona Park Investment Partners, LLC ("CPIP") and CPIP has shared dispositive power over the securities held by Evercel Holdings LLC. Allen and CPIP disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.
5. The reported securities are owned directly by SHSP Holdings, LLC. Allen is the manager of CPIP and CPIP has sole voting and dispositive power over the securities held by SHSP Holdings, LLC. Allen and CPIP disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.
/s/ Daniel Allen 06/18/2019
/s/ Corona Park Investment Partners, LLC, by Daniel Allen 06/18/2019
/s/ SHSP Holdings, LLC, by Daniel Allen 06/18/2019
** 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 Number.