Ragy Thomas - Jun 22, 2021 Form 4 Insider Report for Sprinklr, Inc. (CXM)

Role
Chief Executive Officer, Director
Signature
/s/ Jason Minio, Attorney-in-Fact
Stock symbol
CXM
Transactions as of
Jun 22, 2021
Transactions value $
$0
Form type
4
Date filed
6/24/2021, 07:17 PM
Next filing
Jun 29, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CXM Common Stock Award $0 +720K +2.57% $0.00 28.8M Jun 22, 2021 Direct F1, F2
holding CXM Common Stock 8.13M Jun 22, 2021 See footnote F3
holding CXM Common Stock 13.1M Jun 22, 2021 See footnote F4
holding CXM Common Stock 3.17M Jun 22, 2021 See footnote F5
holding CXM Common Stock 500K Jun 22, 2021 See footnote F6

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 Employee Stock Option (right to buy) Award $0 +2.32M $0.00 2.32M Jun 22, 2021 Common Stock 2.32M $4.25 Direct F2, F7
transaction CXM Employee Stock Option (right to buy) Award $0 +2.32M $0.00 2.32M Jun 22, 2021 Common Stock 2.32M $4.25 Direct F2, F8
transaction CXM Employee Stock Option (right to buy) Award $0 +2.32M $0.00 2.32M Jun 22, 2021 Common Stock 2.32M $4.25 Direct F2, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 60,000 shares represent a restricted stock unit ("RSU") award. One fifth (1/5th) of the RSUs shall vest on January 28, 2022, and one sixteenth (1/16th) of the remaining RSUs shall vest every three (3) months thereafter. 660,000 shares represent a performance stock unit ("PSU") award. The PSUs vest upon both the achievement of certain stock prices and the passage of time. 120,000 PSUs shall vest upon the Issuer's Class A Common Stock trading at each of $30, $40 and $50, as measured on a 45 day weighted average trading price; 60,000 PSUs shall vest upon the Issuer's Class A Common Stock trading at each of $60, $70, $80, $90 and $100, as measured on a 45 day weighted average trading price and one fifth (1/5th) of the PSUs (that meet the stock price achievement) shall vest on January 28, 2022, and one sixteenth (1/16th) of the remaining PSUs shall vest every three (3) months thereafter. The vesting of the RSUs and PSUs are subject to the Reporting Person's continuous service.
F2 Each share of Common Stock shall be reclassified into one share of Class B Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock.
F3 The securities are held by Thomas 2014 Family Trust (the "2014 Trust"). The Reporting Person is a trustee of the 2014 Trust.
F4 The securities are held by Thomas Family 2017 Irrevocable Trust (the "2017 Trust"). The Reporting Person is a trustee of the 2017 Trust.
F5 The securities are held by RT 2019 Grantor Retained Annuity Trust (the "2019 Trust"). The Reporting Person is a trustee of the 2019 Trust.
F6 The securities are held by Neelu Paul, Trustee of the RT 2021 Grantor Retained Annuity Trust, dated June 8, 2021 (the "2021 Trust"). The Reporting Person is a trustee of the 2021 Trust.
F7 Fully vested and exercisable.
F8 The shares subject to this option shall vest upon the Issuer's Class A Common Stock closing at an average price of $18 over thirty consecutive trading days.
F9 The shares subject to this option shall vest upon the Issuer's Class A Common Stock closing at an average price of $27 over thirty consecutive trading days.