Justyn R. Howard - 11 Dec 2025 Form 4 Insider Report for Sprout Social, Inc. (SPT)

Role
Executive Chair, Director, 10%+ Owner
Signature
/s/ Heidi Jonas, Attorney-in-fact for Justyn R. Howard
Issuer symbol
SPT
Transactions as of
11 Dec 2025
Transactions value $
-$444,600
Form type
4
Filing time
12 Dec 2025, 16:03:52 UTC
Previous filing
04 Dec 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Howard Justyn Russell Executive Chair, Director, 10%+ Owner 131 SOUTH DEARBORN ST., SUITE 700, CHICAGO /s/ Heidi Jonas, Attorney-in-fact for Justyn R. Howard 12 Dec 2025 0001791816

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 +40K +539.3% $0.00 47.4K 11 Dec 2025 See footnote F1, F2
transaction SPT Class A Common Stock Sale -$445K -40K -84.36% $11.12 7.42K 11 Dec 2025 See footnote F1, F2, 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 -40K -2.32% $0.00 1.68M 11 Dec 2025 Class A Common Stock 40K See footnote F2, F4
holding SPT Class B Common Stock 519K 11 Dec 2025 Class A Common Stock 519K Direct 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 The transactions reported in this Form 4 occurred under a 10b5-1 plan adopted by the Reporting Person on September 12, 2025.
F2 After giving effect to the transactions reported herein, this represents (i) 7,417 shares of Class A common stock and 926,190 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.
F3 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.00 to $11.40 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 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.