Sprout Social (SPT) chair sells 11,641 shares under Rule 10b5-1 plan
Rhea-AI Filing Summary
Sprout Social, Inc. Executive Chair and 10% owner Howard Justyn Russell sold 11,641 shares of Class A Common Stock at $7.746 per share in an open‑market sale. The sale was made under an irrevocable Rule 10b5-1 election to cover tax obligations from restricted stock unit settlements.
After this transaction, he holds 250,735 shares of Class A Common Stock directly and 7,417 shares518,874 shares held directly and 1,481,190 shares held indirectly through family trusts.
Footnotes state that vested and unvested awards include 21,332, 51,942, and 75,274 restricted stock units scheduled to vest in quarterly installments beginning on September 1, 2026, each representing the right to receive one share of Class A Common Stock.
Positive
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Insider Trade Summary 10b5-1
Net Seller: 11,641 shares
Net Sell
4 txns
Insider
Howard Justyn Russell
Role
Executive Chair
Sold
11,641 shs ($90K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock | 11,641 | $7.746 | $90K |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock — 250,735 shares (Direct);
Class B Common Stock — 1,481,190 shares (Indirect, See footnote);
Class B Common Stock — 518,874 shares (Direct);
Class A Common Stock — 7,417 shares (Indirect, See footnote)
Footnotes (4)
- F1. Shares sold pursuant to an irrevocable election made on November 29, 2024, in conformity with the requirements of Rule 10b5-1 for the purpose of covering tax obligations upon settlement of restricted stock units ("RSUs").
- F2. After giving effect to this transaction the total reported in column 5 includes: (1) 21,332 reported RSUs of which vest in 3 equal quarterly installments beginning on September 1, 2026; (2) 51,942 reported RSUs which vest in 7 equal quarterly installments beginning on September 1, 2026; and (3) 75,274 reported RSUs of which will vest in 11 equal quarterly installments beginning on September 1, 2026. Each RSU represents the contingent right to receive one share of Class A Common Stock of the Issuer and does not expire.
- F3. This represents (i) 7,417 shares of Class A common stock; (ii) 726,190 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.
- 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.
Key Figures
Shares sold: 11,641 shares
Sale price: $7.746 per share
Direct Class A holdings: 250,735 shares
+5 more
8 metrics
Shares sold
11,641 shares
Class A Common Stock open-market sale
Sale price
$7.746 per share
Price for Class A shares sold
Direct Class A holdings
250,735 shares
Class A Common Stock after transaction
Indirect Class A holdings
7,417 shares
Class A Common Stock held indirectly via trusts
Direct Class B underlying shares
518,874 shares
Class B Common Stock exchangeable into Class A
Indirect Class B underlying shares
1,481,190 shares
Class B Common Stock in family trusts
RSUs tranche 1
21,332 units
RSUs vesting in 3 equal quarterly installments from September 1, 2026
RSUs tranche 2
51,942 units
RSUs vesting in 7 equal quarterly installments from September 1, 2026
Key Terms
Rule 10b5-1, restricted stock units, Class B Common Stock, contingent right, +1 more
5 terms
Rule 10b5-1 regulatory
"Shares sold pursuant to an irrevocable election made on November 29, 2024, in conformity with the requirements of Rule 10b5-1"
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.
restricted stock units financial
"for the purpose of covering tax obligations upon settlement of restricted stock units ("RSUs")"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Class B Common Stock financial
"Shares of Class B Common Stock have no economic rights and each share entitles its holder to 10 votes per share"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
contingent right financial
"Each RSU represents the contingent right to receive one share of Class A Common Stock"
irrevocable election regulatory
"Shares sold pursuant to an irrevocable election made on November 29, 2024"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did Sprout Social (SPT) executive Howard Justyn Russell do in this Form 4?
Howard Justyn Russell sold 11,641 shares of Sprout Social Class A Common Stock at $7.746 per share. The transaction was an open‑market sale executed under a pre‑set Rule 10b5‑1 election to help cover tax obligations arising from restricted stock unit settlements.
What Class B Common Stock holdings linked to Sprout Social (SPT) does Howard Justyn Russell have?
He holds 518,874 shares of Class B Common Stock directly and 1,481,190 shares indirectly through family trusts. Each Class B share carries 10 votes and is exchangeable one‑for‑one into Class A Common Stock, with no stated expiration according to the disclosure.
What restricted stock units (RSUs) does Howard Justyn Russell hold in Sprout Social (SPT)?
Footnotes list 21,332, 51,942, and 75,274 reported RSUs that vest in equal quarterly installments starting September 1, 2026. Each RSU represents a contingent right to receive one share of Sprout Social Class A Common Stock and does not carry an expiration date.
What voting rights are associated with Sprout Social (SPT) Class B Common Stock held by Howard Justyn Russell?
Each share of Sprout Social Class B Common Stock has no economic rights but carries 10 votes per share. The filing notes that each Class B share is exchangeable at any time by the holder on a one‑for‑one basis for Class A Common Stock and does not expire.