MBD 2016 Offshore, L.P. 4
4 · Sprout Social, Inc. · Filed May 29, 2020
Insider Transaction Report
Form 4
GOLDMAN SACHS GROUP INC
Director
Transactions
- Award
Class A Common Stock
[F4][F2][F3][F5][F1]2020-05-27+6,420→ 10,438,485 total(indirect: See Footnotes)
Footnotes (5)
- [F1]This statement is being filed by Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), Bridge Street 2016 Offshore, L.P. ("Bridge Street 2016 Offshore"), Bridge Street 2016, L.P. ("Bridge Street 2016"), MBD 2016 Offshore, L.P. ("MBD 2016 Offshore"), MBD 2016, L.P. ("MBD 2016"), Stone Street 2016 Offshore, L.P. ("Stone Street 2016 Offshore"), and Stone Street 2016, L.P. ("Stone Street 2016") (together, the "Reporting Persons").
- [F2]Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 10,378,809 shares of Class A Common Stock, par value $0.0001 value per share ("Common Stock"), of Sprout Social, Inc. (the "Issuer") by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 8,976,268 shares of Class A common stock issuable upon the conversion of shares of preferred stock held by BSPI, (ii) 207,345 shares of Class A common stock issuable upon the conversion of shares of preferred stock held by Bridge Street 2016 Offshore, (iii) 641,465 shares of Class A common stock issuable upon the conversion of shares of preferred stock held by Bridge Street 2016, (iv) 71,797 shares of Class A common stock issuable upon the conversion of shares of preferred stock held by MBD 2016 Offshore, (v) 158,481 shares of Class A common stock issuable upon the conversion of shares of preferred stock held by MBD 2016, (continued in footnote 3)
- [F3](vi) 100,161 shares of Class A common stock issuable upon the conversion of shares of preferred stock held by Stone Street 2016 Offshore and (vii) 223,292 shares of Class A common stock issuable upon the conversion of shares of preferred stock held by Stone Street 2016 (Bridge Street Offshore 2016, Bridge Street 2016, MBD 2016 Offshore, MBD 2016, Stone Street Offshore 2016 and Stone Street 2016, together, the "GS Funds") because affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing general partner, managing partner, managing member or member of each of the Reporting Persons. Goldman Sachs is a wholly-owned subsidiary of GS Group. Goldman Sachs is the investment manager of the GS Funds. In addition, Goldman Sachs and GS Group may be deemed to beneficially own 53,256 shares of Common Stock from exempt transactions.
- [F4]Represents an award of RSUs granted to Jason Kreuziger for his service as a member of the board of directors. The RSUs vest the earlier of (i) the day immediately preceding the date of the first annual meeting of the Issuer's stockholders following the date of grant and (ii) the first anniversary of the date of grant. Mr. Kreuziger has an understanding with the Reporting Persons to hold the shares on the Reporting Persons' behalf. Each Restricted Stock Unit ("RSU") represents the contingent right to receive one share of Class A Common Stock of the Issuer. The RSUs have no expiration date.
- [F5]Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.