Sec Form 4 Filing - Barnes Demetrios @ SmartRent, Inc. - 2021-08-24

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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Barnes Demetrios 2. Issuer Name and Ticker or Trading Symbol SmartRent, Inc. [ SMRT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Operating Officer (Last) (First) (Middle) 18835 N. THOMPSON PEAK PARKWAY, SUITE 300 3. Date of Earliest Transaction (MM/DD/YY) 08/24/2021 (Street) SCOTTSDALE, AZ85255 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 Employee Stock Options (Right to Buy) $ 0.47 08/24/2021 A 1,421,613 ( 1 )( 2 ) 08/17/2029 Class A Common Stock 1,421,613 $ 0 1,421,613 D Restricted Stock Units ( 3 ) 08/24/2021 A 293,073 ( 1 )( 4 ) ( 4 ) Class A Common Stock 293,073 $ 0 293,073 D Restricted Stock Units ( 3 ) 08/24/2021 A 8,763 ( 5 ) ( 5 ) Class A Common Stock 8,763 $ 0 8,763 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Barnes Demetrios 18835 N. THOMPSON PEAK PARKWAY SUITE 300 SCOTTSDALE, AZ85255 Chief Operating Officer Signatures /s/ Demetrios Barnes 08/26/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to the business combination of Fifth Wall Acquisition Corp. I and SmartRent.com, Inc. ("Legacy SmartRent"), each share of Legacy SmartRent outstanding common and preferred stock and common stock underlying outstanding warrants was automatically converted into shares of the issuer's Class A Common Stock based on a 1-to-4.8846 exchange ratio (the "Exchange Ratio"). In addition, each outstanding Legacy SmartRent equity award was automatically converted into a corresponding equity award of the issuer based on the Exchange Ratio and with the same terms and vesting conditions as the Legacy SmartRent equity awards. ( 2 )The stock option is currently vested and exercisable as to 1,362,379 shares, with the remaining shares vesting in 1/48 equal monthly installments until fully vested on October 23, 2021. ( 3 )Each restricted stock unit represents a contingent right to receive one share of the issuer's Class A Common Stock. ( 4 )The restricted stock units shall vest as follows: one-fourth shall vest on April 19, 2022 with the remaining vesting in 1/48 equal monthly installments until vested in full. ( 5 )The restricted stock units shall vest as follows: one-fourth shall vest on August 24, 2022, with the remaining vesting in 1/48 equal monthly installments until vested in full.

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

* 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).

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