0001517375-24-000012.txt : 20240207
0001517375-24-000012.hdr.sgml : 20240207
20240207163242
ACCESSION NUMBER: 0001517375-24-000012
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240206
FILED AS OF DATE: 20240207
DATE AS OF CHANGE: 20240207
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Howard Justyn Russell
CENTRAL INDEX KEY: 0001791816
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39156
FILM NUMBER: 24604775
MAIL ADDRESS:
STREET 1: C/O SPROUT SOCIAL, INC.
STREET 2: 131 SOUTH DEARBORN STREET, SUITE 700
CITY: CHICAGO
STATE: IL
ZIP: 60603
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Sprout Social, Inc.
CENTRAL INDEX KEY: 0001517375
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
ORGANIZATION NAME: 06 Technology
IRS NUMBER: 272404165
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 131 SOUTH DEARBORN STREET
STREET 2: SUITE 700
CITY: CHICAGO
STATE: IL
ZIP: 60603
BUSINESS PHONE: 866-878-3231
MAIL ADDRESS:
STREET 1: 131 SOUTH DEARBORN STREET
STREET 2: SUITE 700
CITY: CHICAGO
STATE: IL
ZIP: 60603
4
1
wk-form4_1707341551.xml
FORM 4
X0508
4
2024-02-06
0
0001517375
Sprout Social, Inc.
SPT
0001791816
Howard Justyn Russell
131 SOUTH DEARBORN ST.
SUITE 700
CHICAGO
IL
60603
1
1
1
0
Chairman and CEO
1
Class A Common Stock
2024-02-06
4
C
0
20000
0
A
20000
I
See footnote
Class A Common Stock
2024-02-06
4
S
0
3076
58.225
D
16924
I
See footnote
Class A Common Stock
2024-02-06
4
S
0
15410
59.488
D
1514
I
See footnote
Class A Common Stock
2024-02-06
4
S
0
1514
60.046
D
0
I
See footnote
Class A Common Stock
310995
D
Class B Common Stock
2024-02-06
4
C
0
20000
0
D
Class A Common Stock
20000
2261471
I
See footnote
Class B Common Stock
Class A Common Stock
518874
518874
D
After giving effect to the transactions reported herein, this represents (i) 1,506,471 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 $57.90 to $58.89 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 $58.91 to $59.90 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 $59.92 to $60.32 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) 8,264 reported Restricted Stock Units ("RSUs") which vest in 1 quarterly installment beginning on March 1, 2024; (2) 18,459 reported RSUs which vest in 5 equal quarterly installments beginning on March 1, 2024; (3) 55,385 reported RSUs which vest in 9 equal quarterly installments beginning on March 1, 2024; and (4) 113,766 reported RSUs of which 25% will vest on March 1, 2024 with the remaining RSUs 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.
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 in this Form 4 occurred under a 10b5-1 plan adopted by the Reporting Person on August 10, 2023.
/s/ Heidi Jonas, Attorney-in-fact for Justyn R. Howard
2024-02-07