SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response: 0.5

1. Name and Address of Reporting Person* Clark Mary P (Last) (First) (Middle) 200 CROSSING BLVD. (Street) BRIDGEWATER NJ 08807 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/01/2018	3. Issuer Name and Ticker or Trading Symbol SYNCHRONOSS TECHNOLOGIES INC [ SNCR ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) CMO and EVP, Product	5. If Amendment, Date of Original Filed (Month/Day/Year)
			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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Perfromance Shares - MC	30,000(1)	D
Common Stock	30,000(2)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	02/01/2019	02/01/2025	Common Stock(3)	80,000	8.05	D

Explanation of Responses:

1. Represents target number of performance shares. The actual number of the shares subject to be issued, which could range from 0 to two times the initial target amount, will depend upon certain performance goals of the Company for the three-year period for as determined by the Board of Directors or its Compensation Committee. The shares, if any, will be issued on or about February 2021. The Reporting Person will be entitled to sell the shares on or after February 1, 2021 provided the Reporting Person is continuously employed by the Company through such date.

2. The shares shall vest with respect to the first 25% of the shares when the individual completes 12 months of continuous service after the vesting commencement date. The shares shall vest with respect to an additional 1/16th of the shares when the individual completes each three months of continuous service thereafter.

3. The Company's right of repurchase shall lapse with respect to the first 25% of the shares subject to this option when the optionee completes 12 months of continuous service after the vesting commencement date. The right of repurchase shall lapse with respect to an additional 1/48th of the shares subject to this option when the optionee completes each month of continuous service thereafter.

Remarks:

	/s/ Mary Patterson Clark	02/05/2018
	** Signature of Reporting Person	Date
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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.