Form 4 for SPT Sprout Social, Inc.
Accepted 2023-12-05 00:00:00 ET · period of report 2023-12-04 · accession 0001517375-23-000131 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2023-12-05 | 2023-12-04 | SPT | Rankin Aaron Edward Frederick | CTO, Dir, 10% | S - Sale | $58.53 | -44.0K | 3,635 | -92% | -$2.58M |
| DI | 2023-12-05 | 2023-12-04 | SPT | Rankin Aaron Edward Frederick | CTO, Dir, 10% | C - Cnv Deriv | $0.00 | +44.0K | 46.4K | +1,823% | $0 |
| D | 2023-12-05 | 2023-12-04 | SPT | Rankin Aaron Edward Frederick | CTO, Dir, 10% | S - Sale | $58.53 | -1,368 | 40.9K | -3% | -$80.1K |
| DI | 2023-12-05 | 2023-12-04 | SPT | Rankin Aaron Edward Frederick | CTO, Dir, 10% | C - Cnv Deriv | $0.00 | -44.0K | 2.73M | -2% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2023-12-04 | S | D | 12,402 | $58.18 | 34,012 | I See footnote | — | — | (F5) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $57.55 to $58.54 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. (F4) After giving effect to the transactions reported herein, this represents: (i) 2,414 shares of Class A Common stock held by the Aaron Edward Frederick Rankin Revocable Trust, (ii) 683,812 shares of Class B common stock held by the Aaron Edward Frederick Rankin Revocable Trust, of which Mr. Rankin serves as the sole trustee; (iii) 1,250,962 shares of Class B common stock held by the Rankin Family 2013 Trust, of which Yeming Shi Rankin, Mr. Rankin's spouse, serves as the sole trustee; and (iii) 790,931 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. |
| 2 | Common | Class A Common Stock | 2023-12-04 | S | D | 1,221 | $59.81 | 2,414 | I | — | — | (F10) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $59.58 to $60.07 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. |
| 3 | Common | Class A Common Stock | 2023-12-04 | C | A | 44,000 | $0.00 | 46,414 | I See footnote | — | — | (F4) After giving effect to the transactions reported herein, this represents: (i) 2,414 shares of Class A Common stock held by the Aaron Edward Frederick Rankin Revocable Trust, (ii) 683,812 shares of Class B common stock held by the Aaron Edward Frederick Rankin Revocable Trust, of which Mr. Rankin serves as the sole trustee; (iii) 1,250,962 shares of Class B common stock held by the Rankin Family 2013 Trust, of which Yeming Shi Rankin, Mr. Rankin's spouse, serves as the sole trustee; and (iii) 790,931 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. |
| 4 | Common | Class A Common Stock | 2023-12-04 | S | D | 1,368 | $58.53 | 40,888 | D See footnote | — | — | (F2) After giving effect to the transaction reported herein, the total reported in column 5 includes: (1) 1,377 reported RSUs which vest in 1 quarterly installment beginning on March 1, 2024; (2) 3,077 reported RSUs which vest in 5 equal quarterly installments beginning on March 1, 2024; (3) 9,231 reported RSUs which vest in 9 equal quarterly installments beginning on March 1, 2024; and (4) 16,253 reported RSUs of which 25% will vest on March 1, 2024 with the remaining RSUs vesting in 12 equal quarterly installments beginning on June 1, 2024. 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) 2,414 shares of Class A Common stock held by the Aaron Edward Frederick Rankin Revocable Trust, (ii) 683,812 shares of Class B common stock held by the Aaron Edward Frederick Rankin Revocable Trust, of which Mr. Rankin serves as the sole trustee; (iii) 1,250,962 shares of Class B common stock held by the Rankin Family 2013 Trust, of which Yeming Shi Rankin, Mr. Rankin's spouse, serves as the sole trustee; and (iii) 790,931 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. |
| 5 | Common | Class A Common Stock | 2023-12-04 | S | D | 8,251 | $58.84 | 25,761 | I See footnote | — | — | (F6) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $58.55 to $59.54 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. (F4) After giving effect to the transactions reported herein, this represents: (i) 2,414 shares of Class A Common stock held by the Aaron Edward Frederick Rankin Revocable Trust, (ii) 683,812 shares of Class B common stock held by the Aaron Edward Frederick Rankin Revocable Trust, of which Mr. Rankin serves as the sole trustee; (iii) 1,250,962 shares of Class B common stock held by the Rankin Family 2013 Trust, of which Yeming Shi Rankin, Mr. Rankin's spouse, serves as the sole trustee; and (iii) 790,931 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. |
| 6 | Common | Class A Common Stock | 2023-12-04 | S | D | 1,347 | $59.78 | 24,414 | I See footnote | — | — | (F7) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $59.55 to $60.07 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. (F4) After giving effect to the transactions reported herein, this represents: (i) 2,414 shares of Class A Common stock held by the Aaron Edward Frederick Rankin Revocable Trust, (ii) 683,812 shares of Class B common stock held by the Aaron Edward Frederick Rankin Revocable Trust, of which Mr. Rankin serves as the sole trustee; (iii) 1,250,962 shares of Class B common stock held by the Rankin Family 2013 Trust, of which Yeming Shi Rankin, Mr. Rankin's spouse, serves as the sole trustee; and (iii) 790,931 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. |
| 7 | Common | Class A Common Stock | 2023-12-04 | S | D | 13,776 | $58.22 | 10,638 | I See footnote | — | — | (F8) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $57.57 to $58.56 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. (F4) After giving effect to the transactions reported herein, this represents: (i) 2,414 shares of Class A Common stock held by the Aaron Edward Frederick Rankin Revocable Trust, (ii) 683,812 shares of Class B common stock held by the Aaron Edward Frederick Rankin Revocable Trust, of which Mr. Rankin serves as the sole trustee; (iii) 1,250,962 shares of Class B common stock held by the Rankin Family 2013 Trust, of which Yeming Shi Rankin, Mr. Rankin's spouse, serves as the sole trustee; and (iii) 790,931 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. |
| 8 | Common | Class A Common Stock | 2023-12-04 | S | D | 7,003 | $58.92 | 3,635 | I See footnote | — | — | (F9) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $58.57 to $59.56 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. (F4) After giving effect to the transactions reported herein, this represents: (i) 2,414 shares of Class A Common stock held by the Aaron Edward Frederick Rankin Revocable Trust, (ii) 683,812 shares of Class B common stock held by the Aaron Edward Frederick Rankin Revocable Trust, of which Mr. Rankin serves as the sole trustee; (iii) 1,250,962 shares of Class B common stock held by the Rankin Family 2013 Trust, of which Yeming Shi Rankin, Mr. Rankin's spouse, serves as the sole trustee; and (iii) 790,931 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. |
| 9 | Derivative | Class B Common Stock | 2023-12-04 | C | D | 44,000 | $0.00 | 2,725,705 | I See footnote | — · — to — | 44,000 Class A Common Stock | (F4) After giving effect to the transactions reported herein, this represents: (i) 2,414 shares of Class A Common stock held by the Aaron Edward Frederick Rankin Revocable Trust, (ii) 683,812 shares of Class B common stock held by the Aaron Edward Frederick Rankin Revocable Trust, of which Mr. Rankin serves as the sole trustee; (iii) 1,250,962 shares of Class B common stock held by the Rankin Family 2013 Trust, of which Yeming Shi Rankin, Mr. Rankin's spouse, serves as the sole trustee; and (iii) 790,931 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. (F11) 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. |