UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 25, 2018
ShotSpotter, Inc.
(Exact name of registrant as specified in its charter)
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Delaware |
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001-38107 |
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47-0949915 |
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(State or other jurisdiction |
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(Commission File Number) |
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(IRS Employer |
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7979 Gateway Blvd., Suite 210, Newark, California |
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94560 |
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(Address of principal executive offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: (510) 794-3100
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
Item 3.02Unregistered Sales of Equity Securities
On April 25, 2018, The Gary M. Lauder Revocable Trust (the “Trust”) exercised warrants to purchase 162,158 shares of common stock of ShotSpotter, Inc. (the “Company”). The Trust paid the Company $951,332 in cash in connection with the warrant exercise. The shares of common stock were issued by the Company in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended.
On April 25, 2018, Lauder Partners LLC (“Lauder Partners”) exercised warrants to purchase 106,136 shares of common stock of the Company. Lauder Partners paid the Company $18,043 in cash in connection with the warrant exercise. The shares of common stock were issued by the Company in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended.
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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ShotSpotter, Inc. |
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Dated: April 26, 2018 |
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By: |
/s/ Ralph A. Clark |
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Ralph A. Clark |
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President and Chief Executive Officer |
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