Iconiq Strategic Partners II, L.P. - Sep 14, 2021 Form 4 Insider Report for Sprinklr, Inc. (CXM)

Role: 10%+ Owner
Signature: ICONIQ Strategic Partners II, L.P., By: ICONIQ Strategic Partners II GP, L.P., By: ICONIQ Strategic Partners II TT GP, Ltd., By: Kevin Foster, Title: Authorized Signatory, /s/ Kevin Foster
Stock symbol: CXM
Transactions as of: Sep 14, 2021
Transactions value $: $0
Form type: 4
Date filed: 11/18/2021, 08:26 PM
Previous filing: Aug 10, 2021
Next filing: Nov 12, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CXM	Class A Common Stock	Conversion of derivative security		+1.94M	+1232.89%		2.1M	Sep 14, 2021	Direct	F1, F2, F9, F10
transaction	CXM	Class A Common Stock	Conversion of derivative security		+1.52M	+1232.9%		1.65M	Sep 14, 2021	By ICONIQ Strategic Partners II-B, L.P.	F3, F4, F9, F10
transaction	CXM	Class A Common Stock	Conversion of derivative security		+8.21M	+3155.49%		8.47M	Sep 14, 2021	ICONIQ Strategic Partners, L.P.	F5, F6, F9, F10
transaction	CXM	Class A Common Stock	Conversion of derivative security		+805K	+1232.9%		870K	Sep 14, 2021	ICONIQ Strategic Partners-B, L.P.	F7, F8, F9, F10

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	CXM	Class B Common Stock	Conversion of derivative security		-1.94M	-30%		4.54M	Sep 14, 2021	Class A Common Stock	1.94M		Direct	F1, F2, F9, F10, F11
transaction	CXM	Class B Common Stock	Conversion of derivative security		-1.52M	-30%		3.55M	Sep 14, 2021	Class A Common Stock	1.52M		By ICONIQ Strategic Partners II-B, L.P.	F3, F4, F9, F10, F11
transaction	CXM	Class B Common Stock	Conversion of derivative security		-8.21M	-76.78%		2.48M	Sep 14, 2021	Class A Common Stock	8.21M		ICONIQ Strategic Partners, L.P.	F5, F6, F9, F10, F11
transaction	CXM	Class B Common Stock	Conversion of derivative security		-805K	-30%		1.88M	Sep 14, 2021	Class A Common Stock	805K		ICONIQ Strategic Partners-B, L.P.	F7, F8, F9, F10, F11

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On September 14, 2021, ICONIQ Strategic Partners II, L.P. ("ICONIQ II") converted in the aggregate 1,944,516 shares of the Issuer's Class B Common Stock into 1,944,516 shares of the Issuer's Class A Common Stock.
F2	Shares held by ICONIQ II.
F3	On September 14, 2021, ICONIQ Strategic Partners II-B, L.P. ("ICONIQ II-B") converted in the aggregate 1,522,168 shares of the Issuer's Class B Common Stock into 1,522,168 shares of the Issuer's Class A Common Stock.
F4	Shares held by ICONIQ II-B.
F5	On September 14, 2021, ICONIQ Strategic Partners, L.P. ("ICONIQ") converted in the aggregate 8,206,325 shares of the Issuer's Class B Common Stock into 8,206,325 shares of the Issuer's Class A Common Stock.
F6	Shares held by ICONIQ.
F7	On September 14, 2021, ICONIQ Strategic Partners-B, L.P. ("ICONIQ-B") converted in the aggregate 804,723 shares of the Issuer's Class B Common Stock into 804,723 shares of the Issuer's Class A Common Stock.
F8	Shares held by ICONIQ-B.
F9	ICONIQ Strategic Partners II GP, L.P. ("ICONIQ GP II"), is the sole general partner of ICONIQ II and ICONIQ II-B. ICONIQ Strategic Partners II TT GP, Ltd. ("ICONIQ Parent GP II") is the sole general partner of ICONIQ GP II. ICONIQ Strategic Partners GP, L.P. ("ICONIQ GP") is the sole general partner of ICONIQ and ICONIQ-B. ICONIQ Strategic Partners TT GP, Ltd. ("ICONIQ Parent GP") is the sole general partner of ICONIQ GP. Divesh Makan ("Makan") and William J.G. Griffith ("Griffith") are the sole equity holders of each of ICONIQ Parent GP II and ICONIQ Parent GP.
F10	Each of ICONIQ II GP, ICONIQ Parent GP II, ICONIQ GP, ICONIQ Parent GP, Makan and Griffith disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
F11	Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock. Each share of Class B Common Stock will convert automatically into shares of Class A common stock, on a one-to-one basis, upon the following: (1) the sale or transfer of such share of Class B Common Stock, subject to certain exceptions specified in the Issuer's amended and restated certificate of incorporation; (2) the death of the Reporting Person; and (3) the final conversion date, defined as the first trading day on or after the date on which the outstanding shares of Class B Common Stock represent less than 5.0% of the Issuer's then-outstanding Class A and Class B Common Stock to certain timing criteria.