SEC Form 4 · accession 0001791816-26-000019
Sprout Social, Inc. · SPT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Justyn Russell Howard
Officer — Executive Chair · Director · 10% Owner
Period of report
Jul 10, 2026
Accepted (ET)
Jul 13, 2026 · 4:04 pm EDT
Rule 10b5-1 plan
yes — trade under a plan
Issuer CIK
0001517375
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF2 | Jul 10, 2026 | C | 40,000 | $0.00 | A | 47,417 | I | See footnote |
| Class A Common StockF3,F2 | Jul 10, 2026 | S | 40,000 | $8.284 | D | 7,417 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF2,F4 | — | Jul 10, 2026 | C | 40,000 | D | — | — | Class A Common Stock | 40,000 | 1,401,190 | I |
| Class B Common StockF4 | — | holding | — | — | — | — | — | Class A Common Stock | 518,874 | 518,874 | D |
Explanation of responses
- F1The transactions reported in this Form 4 occurred under a 10b5-1 plan adopted by the Reporting Person on September 12, 2025.
- F2After giving effect to the transactions reported herein, this represents (i) 7,417 shares of Class A common stock (ii) 646,190 shares of Class B common stock held by the JRH Revocable Trust, of which the Reporting Person serves as the sole trustee; (iii) 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; (iv) 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 (v) 300,000 shares of Class B common stock held by the EEH Gift Trust, of which the Reporting Person serves as the sole trustee.
- F3The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.19 to $8.59 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.
- F4Shares 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.