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Rankin Aaron Edward Frederick's Form 4/A amendment

Amended

Sprout Social, Inc. (SPT) · filed Mar 20, 2025

Accession no.
0001517375-25-000040
Filed
Mar 20, 2025
Trade date
Mar 17, 2025
Filing delay
3 days
Rule 10b5-1 plan
Checked
Original filed
Mar 18, 2025

This filing lists 3 non-derivative transactions. Open-market sales total $581.2K. It was filed 3 days after the trade.

This amendment replaces 0001517375-25-000038 (filed Mar 18, 2025).

Reporting owners

A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.

Reporting owners on this filing
OwnerRelationship to the company
Rankin Aaron Edward FrederickCIK 0001791946Director, 10% Owner

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Mar 17, 2025Class A Common StockGGiftDisposed−23,646$0.00$018,476Direct
Mar 17, 2025Class A Common StockGGiftAcquired+23,646$0.00$023,646Indirect
Mar 17, 2025Class A Common StockSSaleDisposed−23,646$24.58F5−$581,218.680Indirect

Footnotes and remarks

Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.

F1

On March 17, 2025 the Reporting Person made a bona fide gift of 23,646 shares of Issuer Common Stock to the Aaron Edward Frederick Rankin Revocable Trust, of which the Reporting Person serves as the sole trustee.

F2

This transaction occurred under a 10b5-1 plan adopted by the Reporting Person on December 3, 2024.

F3

After giving effect to the transactions reported herein, this represents: (1) 4,103 reported restricted stock units ("RSUs") which vest in 4 equal quarterly installments beginning on June 1, 2025; (2) 8,127 reported RSUs which vest in 8 equal quarterly installments beginning on June 1, 2025; and (3) 5,088 reported RSUs which vest in 12 equal quarterly installments beginning on June 1, 2025. Each RSU represents the contingent right to receive one share of Class A Common Stock of the Issuer and does not expire.

F4

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.

F5

The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.02 to $24.99 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.

Referenced by the price of 1 transaction in Table I.

F6

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.

Remarks

This amendment to Form 4 corrects the transactions reported in the Form 4 filed on March 18, 2025 (the "Original Filing"). The Original Filing incorrectly reported the March 17, 2025 transactions as the conversion of 23,646 shares of Class B Common Stock and sale of 23,646 shares of Class A Common Stock from the Aaron Edward Frederick Rankin Revocable Trust. This amendment corrects that error to report the transactions as the gift of 23,646 shares of Class A Common Stock from the Reporting Person's direct holdings to the Aaron Edward Frederick Rankin Revocable Trust and sale of 23,646 shares of Class A Common Stock from the Aaron Edward Frederick Rankin Revocable Trust.

Read the full filing on SEC EDGAR (opens in a new tab)