Diane Adams - 13 Oct 2023 Form 4 Insider Report for Sprinklr, Inc. (CXM)

Role
Chief Culture & Talent Officer
Signature
/s/ Jason Minio, Attorney-in-Fact
Issuer symbol
CXM
Transactions as of
13 Oct 2023
Net transactions value
-$1,332,373
Form type
4
Filing time
17 Oct 2023, 17:03:41 UTC
Previous filing
20 Sep 2023
Next filing
31 Oct 2023
SEC
View on sec.gov

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 +151,235 +55% 424,781 13 Oct 2023 Direct F1
transaction CXM Class A Common Stock Sale $2,056,796 -151,235 -36% $13.60 273,546 13 Oct 2023 Direct F2, F3

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 -31,126 -71% $0.000000 13,021 13 Oct 2023 Class B Common Stock 31,126 $4.25 Direct F2, F4
transaction CXM Class B Common Stock Options Exercise $132,286 +31,126 +24% $4.25 161,126 13 Oct 2023 Class A Common Stock 31,126 Direct F1, F2
transaction CXM Employee Stock Option (right to buy) Options Exercise $0 -120,109 -44% $0.000000 154,891 13 Oct 2023 Class B Common Stock 120,109 $4.93 Direct F2, F5
transaction CXM Class B Common Stock Options Exercise $592,137 +120,109 +75% $4.93 281,235 13 Oct 2023 Class A Common Stock 120,109 Direct F1, F2
transaction CXM Class B Common Stock Conversion of derivative security $0 -151,235 -54% $0.000000 130,000 13 Oct 2023 Class A Common Stock 151,235 Direct F1
* 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 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.
F2 This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on July 14, 2023.
F3 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.41 to $13.81 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.
F4 Fully vested and exercisable.
F5 One fourth (1/4th) of the shares subject to the option award vested on March 11, 2021, and one forty-eighth (1/48th) of the shares subject to the option award vested or shall vest on the first day of each month thereafter, subject to the Reporting Person's continuous service.