Aaron E. F. Rankin - Nov 21, 2023 Form 4 Insider Report for Sprout Social, Inc. (SPT)

Role: Chief Technology Officer, Director, 10%+ Owner
Signature: /s/ Heidi Jonas, Attorney-in-fact for Aaron E.F. Rankin
Stock symbol: SPT
Transactions as of: Nov 21, 2023
Transactions value $: $0
Form type: 4
Date filed: 11/22/2023, 04:00 PM
Previous filing: Sep 6, 2023
Next filing: Dec 5, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SPT	Class A Common Stock	Conversion of derivative security	$0	+25K		$0.00	25K	Nov 21, 2023	See footnote	F1, F2
transaction	SPT	Class A Common Stock	Gift	$0	-22.6K	-90.34%	$0.00	2.41K	Nov 21, 2023	See footnote	F1, F2
holding	SPT	Class A Common Stock						42.3K	Nov 21, 2023	Direct	F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	SPT	Class B Common Stock	Conversion of derivative security	$0	-25K	-0.89%	$0.00	2.77M	Nov 21, 2023	Class A Common Stock	25K		See footnote	F1, F2, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On November 21, 2023, the Reporting Person made a bona fide gift of 22,586 shares of Issuer Common Stock to a 501(c)(3) charitable organization of which the Reporting Person is a director.
F2	Following the transactions reported herein, this represents (i) 2,414 shares of Class A Common stock held by the Aaron Edward Frederick Rankin Revocable Trust, (ii) 705,812 shares of Class B common stock held by the Aaron Edward Frederick Rankin Revocable Trust, of which Mr. Rankin serves as the sole trustee; (iii) 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) 812,931 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.
F3	The total reported in column 5 includes: (1) 2,755 reported RSUs which vest in 2 equal quarterly installments beginning on December 1, 2023; (2) 3,692 reported RSUs which vest in 6 equal quarterly installments beginning on December 1, 2023; (3) 10,257 reported RSUs which vest in 10 equal quarterly installments beginning on December 1, 2023; and (4) 16,253 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.
F4	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.