Barretto Ryan Paul 4
4 · Sprout Social, Inc. · Filed Jul 2, 2026
Research Summary
AI-generated summary of this filing
Sprout Social (SPT) CEO Ryan Barretto Buys 2,415 Shares, Sells 2,190 for Taxes
What Happened
- Ryan Paul Barretto, CEO and Director of Sprout Social (SPT), purchased 2,415 shares under the company's ESPP on 2026-06-30 for $6.42/share (total ~$15,499).
- On 2026-07-01, 2,190 shares were disposed at $7.99/share (total ~$17,498) to satisfy tax withholding/payment related to the equity acquisition. The ESPP purchase was at 85% of the June 30 closing price (per the plan), and the withholding sale is a routine tax-related disposition.
Key Details
- Transaction dates and prices:
- 2026-06-30: ESPP purchase — 2,415 shares @ $6.42 = $15,499 (code A: acquisition).
- 2026-07-01: Tax withholding/disposition — 2,190 shares @ $7.99 = $17,498 (code F: tax payment).
- Shares beneficially owned after these transactions (per the Form 4 footnotes): the report lists substantial holdings made up primarily of RSUs (totaling 861,441 RSUs described in footnote F2) plus 119,775 shares held in two trusts (footnote F4), implying roughly 981k shares/RSU interests reported following the transactions.
- Notable footnotes:
- F1: ESPP purchase was at 85% of the closing price and is exempt from Rule 16b-3(d) and 16b-3(c); fractional shares were rounded for reporting.
- F2–F3: Detailed RSU schedules are provided; each RSU converts to one share and many vest over multiple quarterly installments starting Sept/Oct 2026.
- F4: Trust holdings (60,000 and 59,775 shares) are reported; Mr. Barretto has trustee roles as noted.
- Filing timeliness: Reported period 2026-07-01 and filed 2026-07-02 — appears timely (no late filing flag).
Context
- This was primarily an ESPP purchase (a company-sponsored discounted purchase, generally viewed as routine/employee participation) with a customary tax-withholding disposition rather than a discretionary open-market sale. Such withholding transactions are common and usually reflect tax obligations from equity awards/purchases rather than an intent to reduce exposure. The large reported balance is driven by unvested RSUs and trust-held shares described in the footnotes.
Insider Transaction Report
Form 4
Barretto Ryan Paul
DirectorCEO
Transactions
- Award
Class A Common Stock
[F1][F2][F3]2026-06-30$6.42/sh+2,415$15,499→ 1,372,265 total - Tax Payment
Class A Common Stock
[F2][F3]2026-07-01$7.99/sh−2,190$17,498→ 1,370,075 total
Holdings
- 119,775(indirect: See Footnote)
Class A Common Stock
[F4]
Footnotes (4)
- [F1]Shares purchased pursuant to the Issuer's 2019 Employee Stock Purchase Plan ("ESPP"), for the purchase period of January 1, 2026 through June 30, 2026. This transaction is exempt from Rule16b-3 (d) and Rule16b-3(c). In accordance with the ESPP, 2,415 shares were purchased at a price equal to 85% of the closing price of Issuer's Class A Common Stock on June 30, 2026. The ESPP provides for the purchase of fractional shares. The numbers reported herein are rounded to the nearest whole number.
- [F2]After giving effect to the transaction reported herein, the total reported in column 5 includes: (1) 22,500 reported restricted stock units ("RSUs") which vest in 3 equal quarterly installments beginning on September 1, 2026; (2) 11,276 reported RSUs which vest in 3 equal quarterly installments beginning on September 1, 2026; (3) 30,424 reported RSUs which vest in 7 equal quarterly installments beginning on September 1, 2026; (4) 50,063 reported RSUs which vest in 9 equal quarterly installments beginning on October 1, 2026; (5) 200,730 reported RSUs which will vest in 11 equal quarterly installments beginning on September 1, 2026; and (6) 546,448 RSUs of which 1/3 will vest on March 1, 2027 with the remaining RSUs vesting in 8 equal quarterly installments beginning on June 1, 2027.
- [F3]Each RSU represents the contingent right to receive one share of Class A Common Stock of the Issuer and does not expire.
- [F4]This amount represents: (i) 60,000 shares of Issuer Class A Common Stock held by the Ryan Paul Barretto 2020 Gift Trust, of which Mr. Barretto's spouse is the sole trustee; and (ii) 59,775 shares of Issuer Class A Common Stock held by the Ryan Paul Barretto Revocable Trust, of which Mr. Barretto serves as the sole trustee.
Signature
/s/ Heidi Jonas, Attorney-in-fact for Ryan Paul Barretto|2026-07-02