X0306 4 2022-02-08 false 0001517375 Sprout Social, Inc. SPT 0001791816 Howard Justyn Russell 131 SOUTH DEARBORN ST. SUITE 700 CHICAGO IL 60603 true true true false Chairman and CEO Class A Common Stock 2022-02-08 4 C false 20000.00 0.00 A 20000.00 I See footnote Class A Common Stock 2022-02-08 4 S false 2198.00 69.396 D 17802.00 I See footnote Class A Common Stock 2022-02-08 4 S false 4999.00 70.387 D 12803.00 I See footnote Class A Common Stock 2022-02-08 4 S false 11743.00 71.336 D 1060.00 I See footnote Class A Common Stock 2022-02-08 4 S false 1060.00 71.912 D 0.00 I See footnote Class A Common Stock 171341.00 D Class B Common Stock 2022-02-08 4 C false 20000.00 0.00 D Class A Common Stock 20000.00 2776471.00 I See foonote Class B Common Stock Class A Common Stock 518874.00 518874.00 D Following the transactions reported herein, this represents (i) 2,021,471 shares of Class B common stock held by the JRH Revocable Trust, of which the Reporting Person serves as the sole trustee; (ii) 170,000 shares of Class B common stock held by the EEH Revocable Trust, of which the Reporting Person's spouse serves as the sole trustee; (iii) 285,000 shares of Class B common stock held by the JRH Gift Trust, of which the Reporting Person's spouse serves as the sole trustee; and (iv) 300,000 shares of Class B common stock held by the EEH Gift Trust, of which the Reporting Person 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 $68.81 to $69.79 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $69.81 to $70.80 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $70.81 to $71.80 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $71.81 to $72.06 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. The total reported in column 5 includes: (1) 82,639 reported Restricted Stock Units ("RSUs") of which (i) 8,264 RSUs will vest on March 1, 2022, (ii) 8,264 will vest no later than March 15, 2022, and (iii) the remainder will vest in 8 equal quarterly installments beginning on June 1, 2022; and (2) 59,070 reported RSUs of which 25% will vest on March 1, 2022, with the remaining RSUs vesting in 12 equal quarterly installments beginning on June 1, 2022. Each RSU represents the contingent right to receive one share of Class A Common Stock of the Issuer and does not expire. Shares of Class B Common Stock have no economic rights and each share entitles its holder to 10 votes per share. Each share of Class B Common Stock is exchangeable by the holder on a one-for-one basis for Class A Common Stock at any time and does not expire. The transactions disclosed in this form 4 occurred under a 10b5-1 plan. /s/ Heidi Jonas, Attorney-in-fact for Justyn R. Howard 2022-02-09