SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Stanley William Thomas (Last) (First) (Middle) 131 S DEARBORN ST STE 700 (Street) CHICAGO IL 60603 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 06/16/2021	3. Issuer Name and Ticker or Trading Symbol Sprout Social, Inc. [ SPT ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(2)	(3)	Class A Common Stock	2,817	(1)	D

Explanation of Responses:

1. Each Restricted Stock Unit represents the contingent right to receive one share of Class A Common Stock of the Issuer.

2. Of these 2,817 Restricted Stock Units granted on June 16, 2021, one-third of the total number of Restricted Stock Units will vest on June 16, 2022 and one-eighth of the remaining Restricted Stock Units will vest on each quarterly anniversary of the grant date thereafter such that the Restricted Stock Units will be fully vested on June 16, 2024.

3. The Restricted Stock Units do not expire.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Heidi Jonas, Attorney-in-fact for William Thomas Stanley	06/17/2021
	** 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 5 (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).
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