Sprout Social, Inc. 8-K

What Happened Sprout Social, Inc. filed an 8-K (Item 5.07) disclosing the certified voting results from its 2026 Annual Meeting of Stockholders held May 20, 2026. Two Class I directors — Peter Barris and Karen Walker — were elected to serve until the 2029 annual meeting. PricewaterhouseCoopers LLP was ratified as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. An advisory vote to approve the compensation of the named executive officers (say-on-pay) was approved.

Key Details

• Director elections (serve until 2029): Peter Barris — For 85,977,758; Withheld 4,531,416; Broker Non-Votes 12,011,329. Karen Walker — For 75,654,474; Withheld 14,854,700; Broker Non-Votes 12,011,329.
• Auditor ratification: PricewaterhouseCoopers LLP — For 102,421,538; Against 56,693; Abstain 42,272.
• Advisory executive compensation vote: For 87,252,163; Against 3,206,115; Abstain 50,896; Broker Non-Votes 12,011,329.
• Inspector of Election certified results; fractional shares were rounded up as noted. The filing is signed by Heidi Jonas, General Counsel and Secretary, dated May 20, 2026.

Why It Matters These results confirm board continuity and governance outcomes shareholders voted on at the meeting. Ratifying PwC maintains audit firm continuity for 2026, and the advisory approval of executive pay signals shareholder support (though advisory and non-binding) for the company’s compensation practices. Investors use these outcomes to assess governance stability and management alignment with shareholder interests.