Aaron E. F. Rankin - Jun 16, 2025 Form 4 Insider Report for Sprout Social, Inc. (SPT)

Signature
/s/ Heidi Jonas, Attorney-in-fact for Aaron E.F. Rankin
Stock symbol
SPT
Transactions as of
Jun 16, 2025
Transactions value $
-$50,669
Form type
4
Date filed
6/17/2025, 04:01 PM
Previous filing
May 23, 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Rankin Aaron Edward Frederick Director, 10%+ Owner 131 SOUTH DEARBORN ST., SUITE 700, CHICAGO /s/ Heidi Jonas, Attorney-in-fact for Aaron E.F. Rankin 2025-06-17 0001791946

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SPT Class A Common Stock Gift $0 -2.47K -9.21% $0.00 24.3K Jun 16, 2025 Direct F1, F2
transaction SPT Class A Common Stock Gift $0 +2.47K $0.00 2.47K Jun 16, 2025 See footnote F1, F3
transaction SPT Class A Common Stock Sale -$50.7K -2.47K -100% $20.55 0 Jun 16, 2025 See footnote F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 On June 16, 2025 the Reporting Person made a bona fide gift of 2,466 shares of Issuer Common Stock to the Aaron Edward Frederick Rankin Revocable Trust, of which the Reporting Person serves as the sole trustee.
F2 After giving effect to the transaction reported herein, the total reported in column 5 includes: (1) 3,077 reported restricted stock units ("RSUs") which vest in 3 equal quarterly installments beginning on September 1, 2025; (2) 7,111 reported RSUs which vest in 7 equal quarterly installments beginning on September 1, 2025; (3) 4,664 reported RSUs which vest in 11 equal quarterly installments beginning on September 1, 2025; and (4) 8,298 reported RSUs, which 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 the contingent right to receive one share of Class A Common Stock of the Issuer and does not expire.
F3 After giving effect to the transactions reported herein, this represents: (i) 614,712 shares of Class B Common Stock held by the Aaron Edward Frederick Rankin Revocable Trust, of which the Reporting Person 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, the Reporting Person's spouse, serves as the sole trustee; and (iii) 724,931 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.
F4 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.42 to $20.67 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.

Remarks:

The transactions in this Form 4 occurred under a 10b5-1 plan adopted by the Reporting Person on December 3, 2024.