Filing Details

The remainder of this cover page shall be filled out for a reporting persons 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.

 Names of Reporting Persons

 Ralph A. Clark

 Check the Appropriate Box if a Member of a Group (see instructions)

 (a) ☐  (b) ☐

 SEC USE ONLY

 Citizenship or Place of Organization

 United States

Number of

Shares Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 651,360⁽¹⁾

 Shared Voting Power

 -0-

 Sole Dispositive Power

 651,360⁽¹⁾

 Shared Dispositive Power

 -0-

 Aggregate Amount Beneficially Owned by Each Reporting Person

 651,360⁽¹⁾

 Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions)

 ☐

 Percent of Class Represented by Amount in Row 9

 5.0%⁽²⁾

 Type of Reporting Person (see instructions)

 IN

Consists of: (i) 453,653 shares of common stock held directly by Mr. Clark; (ii) 191,541 shares of common stock issuable under outstanding stock options exercisable within 60 days of December 31, 2023; and (iii) 6,166 shares of common stock expected to settle pursuant to restricted stock units (RSUs) within 60 days of December 31, 2023.

Based on the denominator of (i) 12,761,448 shares of Issuer common stock outstanding on December 31, 2023 (ii) 191,541 shares of common stock issuable under outstanding stock options exercisable within 60 days of December 31, 2023 and (iii) 6,166 shares of common stock expected to settle pursuant to RSUs within 60 days of December 31, 2023. Items (ii) and (iii) are deemed outstanding for purposes of computing this percentage in accordance with Rule 13d-3(d) of the Securities Exchange Act of 1934, as amended.

Name of Issuer: SoundThinking, Inc.

Address of Issuers Principal Executive Offices:

Name of Person Filing: Ralph A. Clark

Address of Principal Business Office or, if none, Residence: c/o SoundThinking, Inc., 39300 Civic Center Dr., Suite 300, Fremont, CA 94538

Citizenship: Unites States

Title of Class of Securities: Common Stock

CUSIP Number: 82536T 107

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:

Ownership

Amount Beneficially Owned: 651,360

Percent of Class: 5.0%

Number of shares as to which the person has:

Sole power to vote or to direct the vote 651,360

Shared power to vote or to direct the vote -0-

Sole power to dispose or to direct the disposition of 651,360

Shared power to dispose or to direct the disposition of -0-

Ownership of 5 Percent or Less of a Class

Ownership of More than 5 Percent on Behalf of Another Person

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Identification and Classification of Members of the Group

Notice of Dissolution of a Group