Statement of Changes in Beneficial Ownership (4)

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 * May Katie	2. Issuer Name and Ticker or Trading Symbol STAMPS.COM INC [ STMP ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director                    _____ 10% Owner _____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle) 3700 N. CAPITAL OF TEXAS HWY., STE. 550	3. Date of Earliest Transaction (MM/DD/YYYY) 1/17/2020
(Street) AUSTIN, TX 78746 (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

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 Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. 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 Date		7. 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Common Stock)	$192.25	1/17/2020		D			16876	4/1/2018 (1)	3/1/2028	Common	16876.0	$0 (2)	13124	D
Stock Option (Common Stock)	$196.05	1/17/2020		D			11667	5/2/2018 (3)	4/2/2028	Common	11667.0	$0 (2)	8333	D
Stock Option (Common Stock)	$35.04	1/17/2020		D			33500	6/3/2020 (4)	6/3/2029	Common	33500.0	$0 (5)	16500	D

Explanation of Responses:
(1)	This option vests in 48 approximately equal monthly installments. The first vesting date was April 1, 2018.
(2)	As previously disclosed by the issuer, the reporting person resigned from her position as the GM of the issuer's ShippingEasy subsidiary as of December 31, 2019. In connection with entering into a consulting agreement with the issuer on January 17, 2020, the reporting person agreed to forfeit the entire unvested portion of this stock option.
(3)	This option vests in 48 approximately equal monthly installments. The first vesting date was May 2, 2018.
(4)	This option vests, with respect to approximately one-third of the shares, on the first anniversary of the date of grant and, with respect to the remaining two-thirds of the shares, in 24 approximately equal monthly installments thereafter.
(5)	The reporting person resigned from her position as the GM of the issuer's ShippingEasy subsidiary as of December 31, 2019. In connection with entering into a consulting agreement with the issuer on January 17, 2020, the reporting person agreed to forfeit the portion of this stock option that was scheduled to vest subsequent to the first anniversary of the date of grant.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
May Katie 3700 N. CAPITAL OF TEXAS HWY. STE. 550 AUSTIN, TX 78746	X

Signatures
/s/ David M. Zlotchew, Attorney-in-Fact		1/22/2020
**Signature of Reporting Person		Date