Ryan Paul Barretto - Aug 3, 2022 Form 4 Insider Report for Sprout Social, Inc. (SPT)

Role
President
Signature
/s/ Heidi Jonas, Attorney-in-fact for Ryan Paul Barretto
Stock symbol
SPT
Transactions as of
Aug 3, 2022
Transactions value $
-$314,410
Form type
4
Date filed
8/5/2022, 04:01 PM
Previous filing
Jul 6, 2022
Next filing
Sep 7, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SPT Class A Common Stock Sale -$69.8K -1.3K -0.41% $53.66 314K Aug 3, 2022 See footnote F1, F2
transaction SPT Class A Common Stock Sale -$29.8K -545 -0.17% $54.64 314K Aug 3, 2022 See footnote F2, F3
transaction SPT Class A Common Stock Sale -$66.9K -1.2K -0.38% $55.74 313K Aug 3, 2022 See footnote F2, F4
transaction SPT Class A Common Stock Sale -$45.3K -800 -0.26% $56.65 312K Aug 3, 2022 See footnote F2, F5
transaction SPT Class A Common Stock Sale -$46.3K -800 -0.26% $57.89 311K Aug 3, 2022 See footnote F2, F6
transaction SPT Class A Common Stock Sale -$50.4K -855 -0.27% $58.96 310K Aug 3, 2022 See footnote F2, F7
transaction SPT Class A Common Stock Sale -$5.94K -100 -0.03% $59.43 310K Aug 3, 2022 See footnote F2, F8
holding SPT Class A Common Stock 353K Aug 3, 2022 Direct F9, F10, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.19 to $54.11 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.
F10 The total reported in Column 5 includes 301.6773 shares acquired under the Issuer's 2019 Employee Stock Purchase Plan ("ESPP") on July 5, 2022. The ESPP provides for the purchase of fractional shares. The numbers reported herein are rounded to the nearest whole number.
F11 The number of securities shown to be beneficially owned reflects an upward adjustment of 5,600 shares of common stock incorrectly transacted and reported as beneficially owned by the Reporting Person due to a clerical error made in a Form 4 filed July 6, 2022.
F2 This amount represents: (i) 60,000 shares of Issuer Class A Common Stock held by the Ryan Paul Barretto 2020 Gift Trust, of which Mr. Barretto's spouse is the sole trustee; and (ii) 250,175 shares of Issuer Class A Common Stock held by the Ryan Paul Barretto Revocable Trust, of which Mr. Barretto serves as the sole trustee.
F3 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $54.23 to $55.21 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.
F4 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.26 to $56.13 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.
F5 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $56.34 to $57.11 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.
F6 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $57.39 to $58.25 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.
F7 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $58.43 to $59.31 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.
F8 The number of securities shown to be indirectly owned following the transaction being reported in this Form 4 reflects a downward adjustment of 5,600 shares of common stock previously transacted and reported as beneficially owned by the Reporting Person due to a clerical error made in a Form 4 filed July 6, 2022.
F9 The total reported in Column 5 includes: (1) 45,000 reported Restricted Stock Units ("RSUs") which vest in 8 equal quarterly installments beginning on September 1, 2022; (2) 75,000 reported RSUs, which will vest in 10 equal quarterly installments beginning on September 1, 2022; (3) 41,250 reported RSUs, which vest in 11 equal quarterly installments beginning on September 1, 2022; (4) 120,000 reported RSUs, of which 25% will vest on September 1, 2022, with the remaining portion vesting in 12 equal quarterly installments beginning on December 1, 2022; and (5) 60,000 reported RSUs of which 25% will vest on March 1, 2023, with the remaining portion vesting in 12 equal quarterly installments beginning on June 1, 2023. Each RSU represents the contingent right to receive one share of Class A Common Stock of the Issuer and does not expire.

Remarks:

The transactions disclosed in this form 4 occurred under a 10b5-1 plan.