Diane Adams - Apr 3, 2023 Form 4 Insider Report for Sprinklr, Inc. (CXM)

Role
Chief Culture & Talent Officer
Signature
/s/ Jason Minio, Attorney-in-Fact
Stock symbol
CXM
Transactions as of
Apr 3, 2023
Transactions value $
-$890,000
Form type
4
Date filed
4/5/2023, 04:58 PM
Previous filing
Mar 22, 2023
Next filing
May 2, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CXM Class A Common Stock Award $0 +192K +214.6% $0.00 282K Apr 3, 2023 Direct F1
transaction CXM Class A Common Stock Conversion of derivative security +100K +35.44% 382K Apr 4, 2023 Direct F2
transaction CXM Class A Common Stock Sale -$1.29M -100K -26.17% $12.89 282K Apr 4, 2023 Direct F3, F4

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) Options Exercise $0 -100K -48% $0.00 108K Apr 4, 2023 Class B Common Stock 100K $3.99 Direct F3, F5
transaction CXM Class B Common Stock Options Exercise $399K +100K +75.76% $3.99 232K Apr 4, 2023 Class A Common Stock 100K Direct F2, F3
transaction CXM Class B Common Stock Conversion of derivative security $0 -100K -43.1% $0.00 132K Apr 4, 2023 Class A Common Stock 100K Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Represents a restricted stock unit ("RSU") award. One-fourth (1/4th) of the RSUs shall vest on March 15, 2024, and one-twelfth (1/12th) of the remaining RSUs shall vest on each subsequent June 15, September 15, December 15 and March 15 thereafter, subject to the Reporting Person's continuous service to the Issuer on each such vesting date.
F2 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, subject to certain timing criteria.
F3 The exercise and subsequent sales were made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on October 12, 2022.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.71 to $13.16 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F5 Fully vested and exercisable.