Diane Adams - 28 Oct 2024 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
28 Oct 2024
Net transactions value
-$7,513
Form type
4
Filing time
30 Oct 2024, 16:15:08 UTC
Previous filing
19 Sep 2024
Next filing
18 Dec 2024
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 +1,000 +0.27% 377,942 28 Oct 2024 Direct F1
transaction CXM Class A Common Stock Sale $3,251 -434 -0.11% $7.49 377,508 29 Oct 2024 Direct F2, F3
transaction CXM Class A Common Stock Sale $4,262 -566 -0.15% $7.53 376,942 29 Oct 2024 Direct F4, F5

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 $0 -1,000 -0.79% $0.000000 125,000 28 Oct 2024 Class A Common Stock 1,000 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 Represents the number of shares required to be sold to cover the statutory tax withholding obligations in connection with the vesting of the restricted stock units. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of minimum statutory tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary sale by the Reporting Person.
F3 The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.48 to $7.51 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 ranges set forth in footnotes (3) and (5).
F4 This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 15, 2024.
F5 The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.53 to $7.535 inclusive.