X0306 4 2020-12-04 0 0001517375 Sprout Social, Inc. SPT 0000886982 GOLDMAN SACHS GROUP INC 200 WEST STREET NEW YORK NY 10282 0 0 1 0 0000769993 GOLDMAN SACHS & CO. LLC 200 WEST STREET NEW YORK NY 10282 0 0 1 0 0001575993 Broad Street Principal Investments, L.L.C. 200 WEST STREET NEW YORK NY 10282- 0 0 1 0 0001663982 Bridge Street 2016, L.P. 200 WEST STREET NEW YORK NY 10282 0 0 1 0 0001664071 Stone Street 2016, L.P. 200 WEST STREET NEW YORK NY 10282 0 0 1 0 0001663972 MBD 2016, L.P. 200 WEST STREET NEW YORK NY 10282 0 0 1 0 0001664070 Stone Street 2016 Offshore, L.P. 200 WEST STREET NEW YORK NY 10282 0 0 1 0 0001663978 Bridge Street 2016 Offshore, L.P. 200 WEST STREET NEW YORK NY 10282 0 0 1 0 0001663973 MBD 2016 Offshore, L.P. 200 WEST STREET NEW YORK NY 10282 0 0 1 0 0001833325 GS FUND HOLDINGS, L.L.C. 200 WEST STREET NEW YORK NY 10282 0 0 1 0 Class A Common Stock 2020-12-04 5 G 0 E 775000 0.00 D 2332400 I See Footnotes This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), Bridge Street 2016 Offshore, L.P. ("Bridge Street 2016 Offshore"), Bridge Street 2016, L.P. ("Bridge Street 2016"), MBD 2016 Offshore, L.P. ("MBD 2016 Offshore"), MBD 2016, L.P. ("MBD 2016"), Stone Street 2016 Offshore, L.P. ("Stone Street 2016 Offshore"), Stone Street 2016, L.P. ("Stone Street 2016"), and GS Fund Holdings, L.L.C. ("GS Fund Holdings)(together, the "Reporting Persons"). These transactions represent donations of shares of the issuer's Class A common stock (the "Common Stock") to a charity. After giving effect to the donation on December 4, 2020: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 2,332,400 shares of the Common Stock by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 2,287,268 shares of Common Stock held by BSPI, (ii) 39,071 shares of Common Stock held by GS Fund Holdings (iii) 33 shares of Common Stock held by Bridge Street 2016 Offshore, (iv) 139 shares of Common Stock held by Bridge Street 2016, (continued in footnote 4). (v) 32 shares of Common Stock held by MBD 2016 Offshore, (vi) 58 shares of Common Stock held by MBD 2016, (vii) 93 shares of Common Stock held by Stone Street 2016 Offshore, (viii) 307 shares of Common Stock held by Stone Street 2016 (Bridge Street Offshore 2016, Bridge Street 2016, MBD 2016 Offshore, MBD 2016, Stone Street Offshore 2016, Stone Street 2016, together, the "GS Funds") because Goldman Sachs is the investment manager of the GS Funds and affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing general partner, managing partner, managing member or member of each of the GS Funds, and (ix) Goldman Sachs may be deemed to beneficially own 5,399 shares of Common Stock. Of the 2,332,400 shares of Common Stock, GS Group may be deemed to hold 6,420 Restricted Stock Units ("RSUs") granted to Mr. Jason Kreuziger, Managing Director of Goldman Sachs. The RSUs will vest on the earlier of (i) the day immediately preceding the date of the first annual meeting of the Issuer's stockholders following the date of the grant and (ii) the first anniversary of the date of grant. Each RSU represents a contingent right to receive one share of Common Stock of the Issuer and has no expiration date. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Exchange Act, or for any other purpose. Jamison Yardley, Attorney-in-fact 2020-12-08 Jamison Yardley, Attorney-in-fact 2020-12-08 Jamison Yardley, Attorney-in-fact 2020-12-08 Jamison Yardley, Attorney-in-fact 2020-12-08 Jamison Yardley, Attorney-in-fact 2020-12-08 Jamison Yardley, Attorney-in-fact 2020-12-08 Jamison Yardley, Attorney-in-fact 2020-12-08 Jamison Yardley, Attorney-in-fact 2020-12-08 Jamison Yardley, Attorney-in-fact 2020-12-08 Jamison Yardley, Attorney-in-fact 2020-12-08