Item 2.02. Results of Operations and Financial Condition.

On November 2, 2021, Sprout Social, Inc. (the "Company") issued a press release announcing its results for the quarter ended September 30, 2021, and providing its business outlook. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 7.01 Regulation FD Disclosure.

On November 2, 2021, the Company posted an investor presentation to its website at https://investors.sproutsocial.com (the "Investor Presentation"). A copy of the Investor Presentation is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference. The Company expects to use the Investor Presentation, in whole or in part, and possibly with modifications, in connection with presentations to investors, analysts and others.

The information contained in the Investor Presentation is summary information that is intended to be considered in the context of the Company's Securities and Exchange Commission ("SEC") filings and other public announcements that the Company may make, by press release or otherwise, from time to time. The Investor Presentation speaks only as of the date of this Current Report on Form 8-K. The Company undertakes no duty or obligation to publicly update or revise the information contained in the Investor Presentation, although it may do so from time to time. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure. In addition, the exhibit furnished herewith contains statements intended as "forward-looking statements" that are subject to the cautionary statements about forward-looking statements set forth in such exhibit. By furnishing the information contained in the Investor Presentation, the Company makes no admission as to the materiality of any information in the Investor Presentation that is required to be disclosed solely by reason of Regulation FD.


  This Current Report on Form 8-K and its contents (including Exhibits 99.1 and
99.2) are furnished and shall not be deemed "filed" for purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or
otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2)
of the Securities Act of 1933, as amended (the "Securities Act"), nor shall it
be deemed incorporated by reference in any filing under the Securities Act or
the Exchange Act, regardless of any general incorporation language in such
filing, except as shall be expressly set forth by specific reference in such
filing.
Note Regarding Forward-Looking Statements
Certain statements in this Current Report on Form 8-K constitute
"forward-looking statements" within the meaning of the federal securities laws.
These statements are based on management's current opinions, expectations,
beliefs, plans, objectives, assumptions or projections regarding future events
or future results. These forward-looking statements are only predictions, not
historical fact, and involve certain risks and uncertainties, as well as
assumptions. Actual results, levels of activity, performance, achievements and
events could differ materially from those stated, anticipated or implied by such
forward-looking statements. While the Company believes that its assumptions are
reasonable, it is very difficult to predict the impact of known factors, and, of
course, it is impossible to anticipate all factors that could affect actual
results. There are many risks and uncertainties that could cause actual results
to differ materially from forward-looking statements made herein including the
risks discussed under the heading "Risk Factors" in the Company's Annual Report
on Form 10-K for the year ended December 31, 2020 filed with the SEC on February
24, 2021, as well as other factors described from time to time in the Company's
other filings with the SEC. Such forward-looking statements are made only as of
the date of this Current Report on Form 8-K. The Company undertakes no
obligation to publicly update or revise any forward-looking statement because of
new information, future events or otherwise, except as otherwise required by
law. If it does update one or more forward-looking statements, no inference
should be made that the Company will make additional updates with respect to
those or other forward-looking statements.

Item 9.01. Financial Statements and Exhibits.



(d)Exhibits.
 Exhibit No.       Description
     99.1            Press Release dated November 2, 2021
     99.2            In    vestor Presentation dated November 2, 2021

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