Document
false0001517375 0001517375 2020-05-27 2020-05-27


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): May 27, 2020
 
Sprout Social, Inc.
(Exact Name of Registrant as Specified in its Charter)
 
Delaware
001-39156
27-2404165
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
131 South Dearborn St., Suite 700
60603
Chicago
,
Illinois
 
(Address of Principal Executive Offices)
(Zip Code)

(866) 878-3231
(Registrant’s telephone number, including area code)
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Class A Common Stock, $0.0001 par value per share
SPT
The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company  
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act 





Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 27, 2020, Sprout Social, Inc. (the “Company”) held its 2020 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, stockholders voted on the following two proposals, each of which is described in detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 16, 2020.

Proposal 1. The election of the two Class I directors listed below to serve until the Company's 2023 annual meeting of stockholders and until their successors are duly elected and qualified.

 
Votes For
Votes Against
Withheld
Broker Non-Votes
Peter Barris
122,841,761
0
2,657,987
645,209
Karen Walker
125,142,448
0
357,300
645,209

Based on the votes set forth above, each of the director nominees was duly elected.

Proposal 2. The ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2020.

Votes For
Votes Against
Abstain
126,126,351
8,412
10,194

Based on the votes set forth above, the appointment of PricerwaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2020 was duly ratified.


SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SPROUT SOCIAL, INC.
 
 
 
 
By:
/s/ Heidi Jonas
Name:
Heidi Jonas
Title:
General Counsel and Secretary
Date: May 28, 2020