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Filing Details

Accession Number:: 0001517375-23-000097
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-08-07 16:02:00
Reporting Period:: 2023-08-03

Accepted Time:: 2023-08-07 16:02:00
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1517375	Sprout Social Inc.	SPT	Services-Prepackaged Software (7372)	272404165

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1791914	Paul Ryan Barretto	131 South Dearborn St. Suite 700 Chicago IL 60603	President	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2023-06-30	432	$39.24	481,335	No	5	A	Direct
Class A Common Stock	Disposition	2023-08-03	9,700	$53.08	244,475	No	4	S	Indirect	See Footnote
Class A Common Stock	Disposition	2023-08-03	1,500	$53.50	242,975	No	4	S	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	5	A	Direct
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote

Footnotes

Shares purchased pursuant to the Issuer's 2019 Employee Stock Purchase Plan ("ESPP"), for the purchase period of April 1, 2023 through June 30, 2023. This transaction is exempt from Rule16b-3(d) and Rule16b-3(c). In accordance with the ESPP, 431.555 shares were purchased at a price equal to 85% of the closing price of Issuer's Class A Common Stock on June 30, 2023. The ESPP provides for the purchase of fractional shares. The numbers reported herein are rounded to the nearest whole number.
The total reported in Column 5 includes: (1) 22,500 reported Restricted Stock Units ("RSUs") which vest in 4 equal quarterly installments beginning on September 1, 2023; (2) 45,000 reported RSUs which vest in 6 equal quarterly installments beginning on September 1, 2023; (3) 26,250 reported RSUs which vest in 7 equal quarterly installments beginning on September 1, 2023; (4) 67,500 reported RSUs which vest in 9 equal quarterly installments beginning on September 1, 2023; (5) 41,250 reported RSUs which vest in 11 equal quarterly installments beginning on September 1, 2023; (6) 120,000 reported RSUs of which 25% will vest on March 1, 2024, with the remaining portion vesting in 12 equal quarterly installments beginning on June 1, 2024; and (7) 60,134 reported RSUs of which 25% will vest on March 1, 2024, with the remaining portion vesting in 12 equal quarterly installments beginning on June 1, 2024.
Each RSU represents the contingent right to receive one share of Class A Common Stock of the Issuer and does not expire.
This transaction occurred under a 10b5-1 plan adopted by the Reporting Person on November 8, 2022.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $52.45 to $53.43 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
After giving effect to the transactions reported herein: (i) 60,000 shares of Issuer Class A Common Stock held by the Ryan Paul Barretto 2020 Gift Trust, of which Mr. Barretto's spouse is the sole trustee; and (ii) 182,975 shares of Issuer Class A Common Stock held by the Ryan Paul Barretto Revocable Trust, of which Mr. Barretto serves as the sole trustee.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.45 to $53.68 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.