Sprout Social, Inc. — Director's Dealing 2021

Oct 7, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Sprout Social, Inc. (SPT)
CIK: 0001517375
Period of Report: 2021-10-05

Reporting Person: Walker Karen (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-10-05	Class A Common Stock	G	7974.00	$0.00	Disposed	90840.00	Direct
2021-10-05	Class A Common Stock	G	7973.00	$0.00	Disposed	82867.00	Direct
2021-10-05	Class A Common Stock	G	7973.00	$0.00	Disposed	74894.00	Direct
2021-10-05	Class A Common Stock	G	23920.00	$0.00	Acquired	23920.00	Indirect

Footnotes

F1: On October 5, 2021, the reporting person made a bona fide gift of 7,974 shares of Issuer Common Stock to the Michael Alexander Walker 2021 Trust. This transaction is being reported on a voluntary basis pursuant to General Instruction 4(a) of SEC Form 4.

F2: The total reported in column 5 includes: (1) 2,394 reported restricted stock units ("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; and (2) 25,000 reported RSUs which vest in 10 equal monthly installments beginning on October 16, 2021. Each RSU represents the contingent right to receive one share of Class A Common Stock of the Issuer and does not expire.

F3: On October 5, 2021, the reporting person made a bona fide gift of 7,973 shares of Issuer Common Stock to the Alexandra Brooke Walker 2021 Trust. This transaction is being reported on a voluntary basis pursuant to General Instruction 4(a) of SEC Form 4.

F4: On October 5, 2021, the reporting person made a bona fide gift of 7,973 shares of Issuer Common Stock to Cameron Richard Walker 2021 Trust. This transaction is being reported on a voluntary basis pursuant to General Instruction 4(a) of SEC Form 4.

F5: Following the transactions reported herein, this represents (i) 7,974 shares of Issuer Class A Common Stock held by the Michael Alexander Walker 2021 Trust, of which Ms. Walker and her spouse serve as the trustees; (ii) 7,973 shares of Issuer Class A Common Stock held by the Alexander Brooke Walker 2021 Trust, of which Ms. Walker and her spouse serve as the trustees; and (iii) 7,973 shares of Issuer Class A Common Stock held by the Cameron Richard Walker 2021 Trust, of which Ms. Walker and her spouse serve as the trustees.