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

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
LAUDER GARY M
   2. Issuer Name and Ticker or Trading Symbol
SHOTSPOTTER, INC [SSTI] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
40TH FLOOR, 767 FIFTH AVENUE		 3. Date of Earliest Transaction (Month/Day/Year)
03/08/2019
(Street)

NEW YORK, NY 10153		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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 03/08/2019   S(1)   43,000 D $ 44.99 1,136,725 I By Limited Liability Company (2)
Common Stock               1,147,529 I By Trust (3)
Common Stock               91,000 I By Trust (4)
Common Stock               8,152 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
LAUDER GARY M
40TH FLOOR, 767 FIFTH AVENUE
NEW YORK, NY 10153		     X    
LAUDER GARY M REVOCABLE TRUST UAD 8/10/2000
40TH FLOOR, 767 FIFTH AVE.
NEW YORK, NY 10153		     X    
Lauder Partners LLC
40TH FLOOR, 767 FIFTH AVE.
NEW YORK, NY 		     X    
GARY M LAUDER 2015 TRUST
40TH FLOOR, 767 FIFTH AVE.
NEW YORK, NY 		     X    

Signatures

 THE GARY M. LAUDER REVOCABLE TRUST, By /s/ Gary M. Lauder, Printed Name: Gary M. Lauder, Title: Trustee   03/11/2019
**Signature of Reporting Person Date
 LAUDER PARTNERS LLC, By /s/ Gary M. Lauder, Printed Name: Gary M. Lauder, Title: Managing Member   03/11/2019
**Signature of Reporting Person Date
 GARY M. LAUDER 2015 TRUST, By /s/ Gary M. Lauder, Printed Name: Gary M. Lauder, Title: Trustee   03/11/2019
**Signature of Reporting Person Date
 /s/ Gary M. Lauder   03/11/2019
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) These shares were sold by the reporting person as a selling stockholder pursuant to an underwritten public offering by the Issuer. The offering closed on March 8, 2019. The reported sale price reflects the price at which the reporting person sold shares to the underwriters.
(2) Shares held indirectly by Lauder Partners LLC, of which Gary M. Lauder is the Managing Member.
(3) Shares held indirectly by The Gary M. Lauder Revocable Trust, of which Gary M. Lauder is a Trustee.
(4) Shares held indirectly by the Gary M. Lauder 2015 Trust (formerly named "1992 GRAT Remainder Trust FBO Gary Lauder"), of which Gary M. Lauder is a Trustee.

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