X0306 4 2020-11-13 1 0001517375 Sprout Social, Inc. SPT 0001237289 SANDELL SCOTT D 1954 GREENSPRING DRIVE SUITE 600 TIMONIUM MD 21093 0 0 1 0 Class A Common Stock 2020-11-13 4 J 0 2500000 0.00 D 3082854 I See Note 2 Class A Common Stock 2020-11-13 4 J 0 767500 0.00 A 767500 I See Note 4 Class A Common Stock 2020-11-13 4 J 0 767500 0.00 D 0 I See Note 4 Class A Common Stock 2020-11-13 4 J 0 165945 0.00 A 165945 I See Note 7 Class A Common Stock 2020-11-13 4 J 0 20578 0.00 A 20578 I See Note 9 New Enterprise Associates 13, L.P. ("NEA 13") made a pro rata distribution for no consideration of an aggregate of 2,500,000 shares of Class A Common Stock of the Issuer to its general partner and its limited partners on November 13, 2020. The Reporting Person is a director of NEA 13 GP, LTD ("NEA 13 LTD"), which is the sole general partner of NEA Partners 13, L.P. ("NEA Partners 13"). NEA Partners 13 is the sole general partner of NEA 13 which is the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 13 shares in which the Reporting Person has no pecuniary interest. NEA Partners 13 received 767,500 shares of Class A Common Stock of the Issuer in the distribution by NEA 13 on November 13, 2020. The Reporting Person is a director of NEA 13 LTD, which is the sole general partner of NEA Partners 13, the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA Partners 13 shares in which the Reporting Person has no pecuniary interest. NEA Partners 13 made a pro rata distribution for no consideration of an aggregate of 767,500 shares of Class A Common Stock of the Issuer to its limited partners on November 13, 2020. New Enterprise Associates, LLC ("NEA LLC") received 165,945 shares of Class A Common Stock of the Issuer in the distribution by NEA Partners 13 on November 13, 2020. The Reporting Person is a member of the Board of Directors of NEA LLC, which is the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the shares of the NEA LLC shares in which the Reporting Person has no pecuniary interest. The Reporting Person, as trustee of the Blue Mountain Trust, dated April 29, 2019 (the "Blue Mountain Trust"), received 20,578 shares of Class A Common Stock of the Issuer in the distribution by NEA Partners 13 on November 13, 2020. The Reporting Person is the trustee of the Blue Mountain Trust, which is the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of such portion of the Blue Mountain Trust shares in which the Reporting Person has no pecuniary interest. /s/ Sasha Keough, attorney-in-fact 2020-11-17