0001562180-21-001551.txt : 20210224 0001562180-21-001551.hdr.sgml : 20210224 20210224162646 ACCESSION NUMBER: 0001562180-21-001551 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210222 FILED AS OF DATE: 20210224 DATE AS OF CHANGE: 20210224 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rankin Aaron Edward Frederick CENTRAL INDEX KEY: 0001791946 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39156 FILM NUMBER: 21673667 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] 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 primarydocument.xml PRIMARY DOCUMENT X0306 4 2021-02-22 false 0001517375 Sprout Social, Inc. SPT 0001791946 Rankin Aaron Edward Frederick 131 SOUTH DEARBORN ST. SUITE 700 CHICAGO IL 60603 true true true false Chief Technology Officer Class A Common Stock 2021-02-22 4 C false 17000.00 0.00 A 17000.00 I See footnote Class A Common Stock 2021-02-22 4 S false 1410.00 70.452 D 15590.00 I See footnote Class A Common Stock 2021-02-22 4 S false 1474.00 71.23 D 14116.00 I See footnote Class A Common Stock 2021-02-22 4 S false 1000.00 72.588 D 13116.00 I See footnote Class A Common Stock 2021-02-22 4 S false 6.00 73.17 D 13110.00 I See footnote Class A Common Stock 2021-02-22 4 S false 600.00 74.807 D 12510.00 I See footnote Class A Common Stock 2021-02-22 4 S false 100.00 75.46 D 12410.00 I See footnote Class A Common Stock 2021-02-22 4 S false 3477.00 70.225 D 8933.00 I See footnote Class A Common Stock 2021-02-22 4 S false 4165.00 71.099 D 4768.00 I See footnote Class A Common Stock 2021-02-22 4 S false 2368.00 72.229 D 2400.00 I See footnote Class A Common Stock 2021-02-22 4 S false 600.00 73.143 D 1800.00 I See footnote Class A Common Stock 2021-02-22 4 S false 1203.00 74.404 D 597.00 I See footnote Class A Common Stock 2021-02-22 4 S false 597.00 75.226 D 0.00 I See footnote Class A Common Stock 2021-02-23 4 C false 17000.00 0.00 A 17000.00 I See footnote Class A Common Stock 2021-02-23 4 S false 200.00 63.58 D 16800.00 I See footnote Class A Common Stock 2021-02-23 4 S false 300.00 64.38 D 16500.00 I See footnote Class A Common Stock 2021-02-23 4 S false 500.00 66.042 D 16000.00 I See footnote Class A Common Stock 2021-02-23 4 S false 1601.00 66.929 D 14399.00 I See footnote Class A Common Stock 2021-02-23 4 S false 1789.00 67.973 D 12610.00 I See footnote Class A Common Stock 2021-02-23 4 S false 200.00 68.90 D 12410.00 I See footnote Class A Common Stock 2021-02-23 4 S false 1000.00 64.017 D 11410.00 I See footnote Class A Common Stock 2021-02-23 4 S false 2500.00 66.193 D 8910.00 I See footnote Class A Common Stock 2021-02-23 4 S false 3884.00 67.083 D 5026.00 I See footnote Class A Common Stock 2021-02-23 4 S false 4126.00 67.941 D 900.00 I See footnote Class A Common Stock 2021-02-23 4 S false 900.00 68.883 D 0.00 I See footnote Class A Common Stock 31882.00 D Class B Common Stock 2021-02-22 4 C false 17000.00 0.00 D Class A Common Stock 17000.00 3630701.00 I See footnote Class B Common Stock 2021-02-23 4 C false 17000.00 0.00 D Class A Common Stock 17000.00 3613701.00 I See footnote Following the transactions reported herein, this represents (i) 988,378 shares of Class B common stock held by the Aaron Edward Frederick Rankin Revocable Trust, of which Mr. Rankin serves as the sole trustee; (ii) 1,250,962 shares of Class B common stock held by the Rankin Family 2013 Trust, of which Yeming Shi Rankin, Mr. Rankin's spouse, serves as the sole trustee; and (iii) 1,374,361 shares of Class B common stock held by the Rankin Family 2013 Non-Exempt Trust, of which Yeming Shi Rankin serves as the sole trustee. Yeming Shi Rankin may be deemed to have sole voting and dispositive power with respect to the Class B common stock held by, each of the Rankin Family 2013 Trust and the Rankin Family 2013 Non-Exempt Trust. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.03 to $74.99 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 $75.06 to $75.57 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 $63.38 to $63.78 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 $65.48 to $66.23 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 $66.55 to $67.49 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 $67.63 to $68.47 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 $68.79 to $69.01 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 $63.52 to $64.49 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 $65.56 to $66.55 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 $66.56 to $67.50 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 $69.95 to $70.92 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 $67.56 to $68.47 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 $68.60 to $69.35 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) 22,037 reported Restricted Stock Units ("RSUs"), of which 25% vest on March 1, 2021 with the remaining RSUs vesting in 12 equal quarterly installments beginning on June 1, 2021; and (2) 9,845 reported RSUs of which 25% 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 reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $71.00 to $71.83 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 $72.17 to $73.05 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 $74.44 to $75.06 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 reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $69.70 to $70.65 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 $70.73 to $71.71 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 $71.80 to $72.73 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 $72.90 to $73.86 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 transactions disclosed in this form 4 occurred under a 10b5-1 plan. /s/ Heidi Jonas, Attorney-in-fact for Aaron E.F. Rankin 2021-02-24