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 *

Whitton Travis		 2. Issuer Name and Ticker or Trading Symbol

SharpSpring, Inc. [ SHSP ] 		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)

C/O SHARPSPRING INC., 5001 CELEBRATION POINTE AVE, SUITE 410		 3. Date of Earliest Transaction (MM/DD/YYYY)

9/1/2021
(Street)

GAINESVILLE, FL 32608
(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 9/1/2021  D  9568 D (1)0 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 Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock option (right to buy) $4.65 9/1/2021  D     198 (4)  (2)2/8/2028 Common stock 19738  (2)33061 D  
Stock option (right to buy) $4.74 9/1/2021  D     2916 (4)  (2)3/17/2027 Common stock 2916  (2)30145 D  
Stock option (right to buy) $12.39 9/1/2021  D     11747 (4)  (2)1/29/2030 Common stock 11747  (2)18398 D  
Stock option (right to buy) $13.88 9/1/2021  D     10294 (4)  (2)2/21/2029 Common stock 10294  (2)8104 D  
Stock option (right to buy) $26.50 9/1/2021  D     3640 (4)  (2)2/16/2037 Common stock 8104  (2)0 D  
Restricted stock units  (3)9/1/2021  D     3640 (4)  (2) (2)Common stock 8613  (2)0 D  
Explanation of Responses:
(1) Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated June 21, 2021, by and among the registrant, Constant Contact, Inc. ("Parent"), a Delaware corporation, and Groove Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("MergerSub"), as of the effective time of the merger of Merger Sub with and into the registrant (the "Merger"), these shares of the registrant's common stock were canceled and converted to the right to receive $17.10 in cash per share (the "Per Share Merger Consideration").
(2) Pursuant to the Merger Agreement, each vested stock option was canceled, and the holder is entitled to receive a payment in cash, without interest, equal to the product of (i) the total number of shares subject to the canceled stock option and (ii) the excess, if any, of (A) the Per Share Merger Consideration over (B) the exercise price per share subject to the cancelled company stock option.
(3) Represents restricted stock units previously granted to the reporting person pursuant to the registrant's time-based restricted stock unit award program on January 29, 2020 and February 16, 2021.
(4) Pursuant to the Merger Agreement, these restricted stock unit awards were accelerated immediately prior to the Effective Time and were canceled and converted into the right to receive an amount in cash equal to the applicable Options Payment Amount and/or RUSs Payment Amount (the "Retention Bonus"). Notwithstanding the terms of the Merger Agreement, the Retention Bonus will be paid only if the individual remains employed by the Applicable Employer on a full-time basis in good performance standing through and including the consummation of a Change of Control of the Company (which for the portion of the Retention Bonus related to an Options Payment Amount, also must occur on or prior to the original expiration date of the applicable Options) (the date such Change of Control is consummated, the "Earn Date"). If earned, the Retention Bonus will be paid in a lump sum amount, subject to required payroll deductions and tax withholdings, on the Company's or its successor's first administratively practicable payroll pay date following the Earn Date.
Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Whitton Travis
C/O SHARPSPRING INC.
5001 CELEBRATION POINTE AVE, SUITE 410
GAINESVILLE, FL 32608

Chief Technology Officer
Signatures
/s/ Travis Whitton9/3/2021
**Signature of Reporting PersonDate
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