STOCK TITAN

Sprout Social (SPT) director Peter Barris receives 26,470 RSU award

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

BARRIS PETER J reported acquisition or exercise transactions in this Form 4 filing.

Sprout Social, Inc. director Peter J. Barris reported receiving an award of 26,470 restricted stock units (RSUs) of Class A Common Stock. The RSUs vest on the earlier of the day immediately preceding the first stockholder meeting after the grant date or the first anniversary of the grant date, with each RSU delivering one share upon vesting.

After this award, Barris directly holds 57,253 shares of Class A Common Stock. The filing also lists 49,623 shares held indirectly through PJ Barris, LLC and PDB II LLC, where Barris is associated but disclaims beneficial ownership except for his pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider BARRIS PETER J
Role null
Type Security Shares Price Value
Grant/Award Class A Common Stock 26,470 $0.00 --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 57,253 shares (Direct, null); Class A Common Stock — 49,623 shares (Indirect, See footnote)
Footnotes (1)
  1. The total reported in column 5 includes: 26,470 newly granted 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. Each RSU represents the contingent right to receive one share of Class A Common Stock of the Issuer and does not expire. The Reporting Person is a member of PJ Barris, LLC, which is the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of the shares held by PJ Barris, LLC, except to the extent of his pecuniary interest therein. The Reporting Person is the investment advisor of PDB II LLC, which is the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of the shares held by PDB II LLC, except to the extent of his pecuniary interest therein.
RSU grant size 26,470 RSUs Newly granted restricted stock units reported in Form 4
RSU grant price $0.00 per unit Reported transaction price per RSU
Direct holdings after award 57,253 shares Class A Common Stock held directly after RSU grant
Indirect holdings 49,623 shares Class A Common Stock held indirectly via LLCs
Security type Class A Common Stock Underlying shares deliverable per RSU
restricted stock units ("RSUs") financial
"26,470 newly granted restricted stock units ("RSUs"), which will vest on the earlier..."
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
beneficial ownership regulatory
"The Reporting Person disclaims beneficial ownership within the meaning of Section 16..."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"except to the extent of his pecuniary interest therein."
Section 16 of the Securities Exchange Act of 1934 regulatory
"beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934..."
A provision of federal securities law that requires company insiders—directors, officers and large shareholders—to publicly report their stock holdings and trades and to surrender any “short-swing” profits from purchases and sales within a six-month window. It acts like a rule that forces leaders to announce their trades and prevents quick buy-sell windfalls, giving investors transparency into insider activity and reducing opportunities for unfair gain.
Class A Common Stock financial
"Each RSU represents the contingent right to receive one share of Class A Common Stock..."
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
SEC Form 4
FORM 4UNITED 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*
BARRIS PETER J

(Last)(First)(Middle)
131 SOUTH DEARBORN STREET, 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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock05/20/2026A26,470A$057,253(1)D
Class A Common Stock49,623ISee footnote(2)
Class A Common Stock49,623ISee footnote.(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The total reported in column 5 includes: 26,470 newly granted 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. Each RSU represents the contingent right to receive one share of Class A Common Stock of the Issuer and does not expire.
2. The Reporting Person is a member of PJ Barris, LLC, which is the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of the shares held by PJ Barris, LLC, except to the extent of his pecuniary interest therein.
3. The Reporting Person is the investment advisor of PDB II LLC, which is the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of the shares held by PDB II LLC, except to the extent of his pecuniary interest therein.
Remarks:
/s/ Heidi Jonas, Attorney-in-fact for Peter J. Barris05/21/2026
** Signature of Reporting PersonDate
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)

FAQ

What did Peter J. Barris report in this Sprout Social (SPT) Form 4?

Peter J. Barris reported an award of 26,470 restricted stock units (RSUs) of Sprout Social Class A Common Stock. These RSUs are a stock-based grant that can convert into shares upon vesting, increasing his potential equity exposure.

When do Peter J. Barris’s new Sprout Social RSUs vest?

The 26,470 newly granted RSUs vest on the earlier of two dates: just before the first annual stockholder meeting after the grant date, or the first anniversary of the grant date. Vesting timing affects when the RSUs convert into Class A Common shares.

How many Sprout Social Class A shares does Peter J. Barris hold directly after this filing?

Following the RSU award, Peter J. Barris directly holds 57,253 shares of Sprout Social Class A Common Stock. This figure reflects his direct ownership only and excludes additional indirect holdings through related entities mentioned in the footnotes.

What indirect Sprout Social holdings linked to Peter J. Barris are disclosed?

The filing lists 49,623 Sprout Social Class A shares as indirectly held, tied to PJ Barris, LLC and PDB II LLC. Barris is associated with these entities but disclaims beneficial ownership except to the extent of his pecuniary interest, as described in the footnotes.

Does this Sprout Social Form 4 show any share sales by Peter J. Barris?

The Form 4 does not report any share sales by Peter J. Barris. It shows a grant of 26,470 RSUs at a reported price of $0.00 per unit and updated direct and indirect ownership totals, without open-market purchase or sale transactions.