Sprout Social CTO sells 717 shares for taxes

Sprout Social’s CTO and director reported a small Rule 10b5-1 tax-related sale of 717 Class A shares while retaining over 234,000 shares and sizeable unvested RSUs.

Rhea-AI Filing Summary

Sprout Social, Inc. (SPT) reports that Chief Technology Officer and director Aaron Edward Frederick Rankin, a more-than-10% owner, sold 717 shares of Class A Common Stock on September 2, 2026 at $11.451 per share in an open-market or private transaction. The sale was made under an irrevocable election dated July 29, 2026 in conformity with Rule 10b5-1 to cover tax obligations upon settlement of restricted stock units. Following the sale, he holds 234,444 shares directly, plus RSU awards totaling 2,032, 2,544, and 120,192 units with vesting beginning on December 1, 2026 and September 1, 2027 as specified.

Insider Trade Summary

Net Seller: 717 shares

Net Sell 1 txn

Insider Rankin Aaron Edward Frederick

Role Chief Technology Officer

Sold 717 shs ($8K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1, F2	717	$11.451	$8K

Holdings After Transaction: Class A Common Stock — 234,444 shares (Direct)

Footnotes (2)

1. F1. Shares sold pursuant to an irrevocable election made on July 29, 2026, in conformity with the requirements of Rule 10b5-1 for the purpose of covering tax obligations upon settlement of restricted stock units ("RSUs").
2. F2. After giving effect to the transaction reported herein, the total reported in column 5 includes: (1) 2,032 reported RSUs which vest in 2 equal quarterly installments beginning on December 1, 2026; (2) 2,544 reported RSUs which vest in 6 equal quarterly installments beginning on December 1, 2026; and (3) 120,192 RSUs of which 50% will vest on September 1, 2027 with the remaining RSUs vesting in 4 equal quarterly installments beginning on December 1, 2027. Each RSU represents the contingent right to receive one share of Class A Common Stock of the Issuer and does not expire.

Key Figures

Shares sold: 717 shares Sale price per share: $11.451 per share Shares held after transaction: 234,444 shares +3 more

6 metrics

Shares sold 717 shares Class A Common Stock sold on September 2, 2026

Sale price per share $11.451 per share Class A Common Stock sale on September 2, 2026

Shares held after transaction 234,444 shares Direct Class A Common Stock holdings following the reported sale

RSUs vesting in 2 installments 2,032 RSUs Vest in 2 equal quarterly installments beginning on December 1, 2026

RSUs vesting in 6 installments 2,544 RSUs Vest in 6 equal quarterly installments beginning on December 1, 2026

Large RSU grant 120,192 RSUs 50% vest on September 1, 2027; remainder in 4 equal quarterly installments from December 1, 2027

Key Terms

Rule 10b5-1, restricted stock units, contingent right

3 terms

Rule 10b5-1 regulatory

"election made on July 29, 2026, 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.

contingent right financial

"Each RSU represents the contingent right to receive one share of Class A Common Stock"

FAQ

What insider transaction did Sprout Social (SPT) report for Aaron Edward Frederick Rankin?

Sprout Social reported that Aaron Edward Frederick Rankin sold 717 shares of Class A Common Stock on September 2, 2026 at $11.451 per share, leaving him with 234,444 shares held directly plus multiple unvested RSU grants.

Was the SPT insider sale by the CTO made under a Rule 10b5-1 plan?

Yes. The footnote states the 717-share sale was made pursuant to an irrevocable election dated July 29, 2026 in conformity with Rule 10b5-1, for the purpose of covering tax obligations upon settlement of restricted stock units.

How many Sprout Social (SPT) shares does the CTO hold after this transaction?

After the September 2, 2026 sale, Aaron Edward Frederick Rankin holds 234,444 shares of Sprout Social Class A Common Stock directly, according to the reported post-transaction holdings figure.

What RSU awards for SPT does Aaron Edward Frederick Rankin have outstanding?

The filing lists 2,032 RSUs vesting in 2 equal quarterly installments from December 1, 2026, 2,544 RSUs vesting in 6 equal quarterly installments from the same date, and 120,192 RSUs vesting 50% on September 1, 2027 with the remainder in 4 quarterly installments from December 1, 2027.

What is the nature of the RSUs reported for Sprout Social’s CTO?

Each RSU represents a contingent right to receive one share of Sprout Social Class A Common Stock and does not expire, according to the disclosure. Vesting occurs on the specified quarterly schedules beginning in 2026 and 2027.

What was the sale price for the Sprout Social (SPT) insider transaction?

The 717 shares of Sprout Social Class A Common Stock were sold at a price of $11.451 per share on September 2, 2026, characterized as a sale in an open-market or private transaction.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a 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). See Instruction 10.

1. Name and Address of Reporting Person^*

Rankin Aaron Edward Frederick

(Last) (First) (Middle)

131 SOUTH DEARBORN ST.

SUITE 700

(Street)

CHICAGO ILLINOIS 60603

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Sprout Social, Inc. [ SPT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Technology Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	09/02/2026		S(1)		717	D	$11.451	234,444(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares sold pursuant to an irrevocable election made on July 29, 2026, in conformity with the requirements of Rule 10b5-1 for the purpose of covering tax obligations upon settlement of restricted stock units ("RSUs").

2. After giving effect to the transaction reported herein, the total reported in column 5 includes: (1) 2,032 reported RSUs which vest in 2 equal quarterly installments beginning on December 1, 2026; (2) 2,544 reported RSUs which vest in 6 equal quarterly installments beginning on December 1, 2026; and (3) 120,192 RSUs of which 50% will vest on September 1, 2027 with the remaining RSUs vesting in 4 equal quarterly installments beginning on December 1, 2027. Each RSU represents the contingent right to receive one share of Class A Common Stock of the Issuer and does not expire.

Remarks:

	/s/ Heidi Jonas, Attorney-in-fact for Aaron E.F. Rankin	09/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)