Alexander Captain’s Cat Rock Capital Boosts Its Sharpspring Inc. (SHSP) Stake

Alexander Captain‘s Cat Rock Capital owned 427 thousand shares of Sharpspring Inc. (NASDAQ:SHSP) at the end of June. Alex Captain increased his stake in this tiny company to 937 thousand by the middle of July. Yesterday Cat Rock Capital once again disclosed an addition to its Sharpspring Inc. (NASDAQ:SHSP). This small hedge fund bought an additional 290 thousand shares of Sharpspring through September 24th.

Sharpspring Inc is a software company with negative EBITDA. We need to do an in-depth analysis of this company before expressing an opinion on whether it is a good investment or not. Cat Rock Capital returned 16.8% in 2016. Alex Captain previously worked at Tiger Global. You can watch a video of Alex Captain below to get a sense of how he approaches these sorts of investments:

The details of Cat Rock Capital’s filing can be seen below:

Follow Alexander Captain's Cat Rock Capital

Ownership Summary Table

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Cat Rock Capital Management 1,227,567 7 8 9 1,227,567 15.01%
CAT ROCK CAPITAL MASTER FUND 1,227,567 7 8 9 1,227,567 15.01%
ALEXANDER CAPTAIN 1,227,567 7 8 9 1,227,567 15.01%

Page 1 of 8 – SEC Filing

UNITED STATES

SECURITIES AND
EXCHANGE COMMISSION

Washington, D.C.
20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.  1)*

SharpSpring, Inc.
(Name of Issuer)
 
Common Units
(Title of Class of Securities)
  820054104  
  (CUSIP Number)  
 
September
24, 2018
(Date of Event Which Requires Filing of This Statement)

Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:

 ☒ Rule 13d-1(b)
 
 ☐ Rule 13d-1(c)
 
 ☐ Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting
person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing
information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not
be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or
otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however,
see the Notes).

Follow Sharpspring Inc. (NASDAQ:SHSP)

Page 2 of 8 – SEC Filing

CUSIP No.  820054104
1

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Cat Rock Capital Management, LP

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

(a)

(b)

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH REPORTING

PERSON WITH:

5

SOLE VOTING POWER

1,227,567

6

SHARED VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,227,567

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

15.01%

12

TYPE OF REPORTING PERSON (see instructions)

IA

Follow Sharpspring Inc. (NASDAQ:SHSP)

Page 3 of 8 – SEC Filing

CUSIP No.  820054104
1

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

CAT ROCK CAPITAL MASTER FUND LP

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

(a)

(b)

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

CAYMAN ISLANDS

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH REPORTING

PERSON WITH:

5

SOLE VOTING POWER

1,227,567

6

SHARED VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,227,567

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

15.01%

12

TYPE OF REPORTING PERSON (see instructions)

IA

Follow Sharpspring Inc. (NASDAQ:SHSP)

Page 4 of 8 – SEC Filing

CUSIP No.  820054104
1

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

ALEXANDER CAPTAIN

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

(a)

(b)

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

UNITED STATES OF AMERICA

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH REPORTING

PERSON WITH:

5

SOLE VOTING POWER

1,227,567

6

SHARED VOTING POWER

7

SOLE DISPOSITIVE POWER

8

SHARED DISPOSITIVE POWER

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,227,567

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

15.01%

12

TYPE OF REPORTING PERSON (see instructions)

HC, IN

Follow Sharpspring Inc. (NASDAQ:SHSP)

Page 5 of 8 – SEC Filing

Item 1(a). Name of Issuer:
   
   SharpSpring, Inc.
   
Item 1(b). Address of Issuer’s Principal Executive Offices:
   
   550 SW 2nd Avenue, Gainesville, FL 32601
   
Item 2(a). Name of Person Filing:
 
  

(i) Cat Rock Capital Management, LP, a Delaware limited partnership,
as investment adviser

(ii) CAT ROCK CAPITAL MASTER FUND LP, a Delaware limited partnership

(iii) ALEXANDER CAPTAIN, as the limited partner and CEO of Cat Rock Capital Management

   
Item 2(b). Address of Principal Business Office or, if none, Residence:
     
  

(i) 1 SOUND SHORE DRIVE, SUITE 303, GREENWICH, CONNECTICUT 06830

(ii) PO BOX 309, UGLAND HOUSE, GRAND CAYMAN, KY1-1104

(iii) C/o 1 SOUND SHORE DRIVE, SUITE 303, GREENWICH, CONNECTICUT 06830

   
Item 2(c). Citizenship:
   
   See the response (s) to Item 4 on the attached cover page (s)
   
Item 2(d). Title of Class of Securities:
   
   Common Units
   
Item 2(e). CUSIP Number:  820054104

Follow Sharpspring Inc. (NASDAQ:SHSP)

Page 6 of 8 – SEC Filing

Item 3. If this Statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)  ☐ Broker or dealer registered under Section 15 of the Act;
(b)  ☐ Bank as defined in Section 3(a)(6) of the Act;
(c)  ☐ Insurance company as defined in Section 3(a)(19) of the Act;
(d)  ☐ Investment company registered under Section 8 of the Investment Company Act of 1940;
(e)  ☒ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f)  ☐ An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
(g)  ☐ A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
(h)  ☐ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)  ☐ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940;
(j)  ☐ A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J);
(k)  ☐ Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution:      
Item 4. Ownership.
  Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
   (a) Amount Beneficially Owned: 1,227,567
   (b) Percent of Class: 15.01%
   (c) Number of shares as to which such person has:
      (i) sole power to vote or to direct the vote: 1,227,567
      (ii) shared power to vote or to direct the vote:         
      (iii) sole power to dispose or to direct the disposition of:         
      (iv) shared power to dispose or to direct the disposition of:         

Follow Sharpspring Inc. (NASDAQ:SHSP)

Page 7 of 8 – SEC Filing

Item 5. Ownership of Five Percent or Less of a Class.
   
   If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following .
 Item 6. Ownership of More than Five Percent on Behalf of Another Person.
   
   Not applicable.
   
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
   
   Not applicable.
   
Item 8. Identification and Classification of Members of the Group.
   
   Not applicable.
   
Item 9. Notice of Dissolution of Group.
   
   Not applicable.
   
Item 10. Certification.
   
   By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of and do not have the effect of changing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect for the time being.

Follow Sharpspring Inc. (NASDAQ:SHSP)

Page 8 of 8 – SEC Filing

SIGNATURE

After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in this statement is true, complete and correct.

  October
9, 2018
 
  Date  
     
  /s/ Andrew Flinn  
  Signature  
     
  Andrew Flinn, CCO, COO and
CFO
 
  Name/Title  

Follow Sharpspring Inc. (NASDAQ:SHSP)