Sprinklr stockholders back board, pay and auditor

Sprinklr, Inc. reported the results of its annual meeting of stockholders held on June 11, 2026.

Rhea-AI Filing Summary

Sprinklr, Inc. reported the results of its annual meeting of stockholders held on June 11, 2026. Stockholders elected Stephen M. Ward, Jr. as a Class II director until the 2029 annual meeting, with 1,054,959,904 votes for, 21,324,677 votes withheld, and 18,769,926 broker non-votes.

Stockholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers, with 1,073,577,955 votes for, 2,628,752 against, 77,874 abstentions, and 18,769,926 broker non-votes. In addition, stockholders ratified the selection of KPMG LLP as independent registered public accounting firm for the fiscal year ending January 31, 2027, with 1,094,607,329 votes for, 327,626 against, and 119,552 abstentions.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Director votes for: 1,054,959,904 votes Director votes withheld: 21,324,677 votes Director broker non-votes: 18,769,926 votes +5 more

8 metrics

Director votes for 1,054,959,904 votes Votes for Stephen M. Ward, Jr. as Class II director

Director votes withheld 21,324,677 votes Votes withheld for Stephen M. Ward, Jr.

Director broker non-votes 18,769,926 votes Broker non-votes on director election

Say-on-pay votes for 1,073,577,955 votes Advisory approval of named executive officer compensation

Say-on-pay votes against 2,628,752 votes Votes against executive compensation

Auditor ratification votes for 1,094,607,329 votes Ratification of KPMG LLP for fiscal year ending January 31, 2027

Auditor ratification votes against 327,626 votes Votes against KPMG LLP ratification

Auditor ratification abstentions 119,552 votes Abstentions on KPMG LLP ratification

Key Terms

non-binding, advisory basis, broker non-votes, independent registered public accounting firm, annual meeting of stockholders

4 terms

non-binding, advisory basis financial

"Stockholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers"

A non-binding, advisory basis means a recommendation or decision that carries no legal force and does not obligate the parties to act; it’s similar to a friendly suggestion rather than a signed promise. For investors, this matters because such guidance can influence market expectations and management plans but offers no guarantee of follow-through, so investors should treat it as informative input rather than a firm commitment.

broker non-votes financial

"including the number of votes cast for, against or withheld, as applicable, and the number of abstentions and broker non-votes"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

independent registered public accounting firm financial

"Stockholders ratified the selection of KPMG LLP as the Company’s independent registered public accounting firm"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

annual meeting of stockholders financial

"held its annual meeting of stockholders virtually via a live audio webcast"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Sprinklr (CXM) stockholders decide at the 2026 annual meeting?

Sprinklr stockholders elected one director, approved executive compensation on an advisory basis, and ratified KPMG LLP as auditor for the fiscal year ending January 31, 2027. All proposals received strong support based on the reported vote totals.

Who was elected to Sprinklr (CXM)’s board at the 2026 annual meeting?

Stephen M. Ward, Jr. was elected as a Class II director to serve until the 2029 annual meeting. He received 1,054,959,904 votes for, 21,324,677 votes withheld, and there were 18,769,926 broker non-votes reported.

How did Sprinklr (CXM) stockholders vote on executive compensation in 2026?

Stockholders approved, on a non-binding advisory basis, the compensation of Sprinklr’s named executive officers. The vote totals were 1,073,577,955 for, 2,628,752 against, 77,874 abstentions, and 18,769,926 broker non-votes, indicating broad support for the pay program.

Which audit firm did Sprinklr (CXM) stockholders ratify for fiscal 2027?

Stockholders ratified KPMG LLP as Sprinklr’s independent registered public accounting firm for the fiscal year ending January 31, 2027. The ratification received 1,094,607,329 votes for, 327,626 against, and 119,552 abstentions according to the reported results.

Is the Sprinklr (CXM) executive compensation vote binding on the company?

No, the executive compensation vote is described as a non-binding, advisory vote. It provides feedback from stockholders on the compensation of named executive officers but does not directly change existing pay arrangements.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/15/2026 - 04:07 PM Learn about SEC filing dates

0001569345FALSE441 9th Avenue12th FloorNew YorkNew York00015693452026-06-112026-06-11

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 11, 2026

Sprinklr, Inc.

(Exact name of registrant as specified in its charter)  

Delaware

001-40528

45-4771485

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

441 9th Avenue 12th Floor New York, New York

10001

(Address of principal executive offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (917) 933-7800

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 Securities registered pursuant to Section 12(b) of the Act:  

Title of each class

Trading Symbol

Name of each exchange on which registered

Class A Common stock, par value $0.00003 per share

CXM

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 11, 2026, Sprinklr, Inc. (the “Company”) held its annual meeting of stockholders virtually via a live audio webcast (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on three proposals, each of which is described in more detail in the Company’s definitive proxy statement, which was filed with the U.S. Securities and Exchange Commission on May 1, 2026 (the “Proxy Statement”). The following is a brief description of each matter voted on and the certified results, including the number of votes cast for, against or withheld, as applicable, and the number of abstentions and broker non-votes, as applicable, with respect to each matter.

1. Stephen M. Ward, Jr. was elected to serve as a Class II director of the Company’s Board of Directors until the Company’s annual meeting of stockholders to be held in 2029 and until his successor has been duly elected and qualified, or, if sooner, until his death, resignation or removal. The voting results were as follows:

Director Name			Votes For			Votes Withheld			Broker Non-Votes
Stephen M. Ward, Jr.			1,054,959,904			21,324,677			18,769,926

2. Stockholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers as disclosed in the Proxy Statement. The voting results were as follows:

Votes For			Votes Against			Abstentions			Broker Non-Votes
1,073,577,955			2,628,752			77,874			18,769,926

3. Stockholders ratified the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2027. The voting results were as follows:

Votes For			Votes Against			Abstentions
1,094,607,329			327,626			119,552

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: June 15, 2026

Sprinklr, Inc.

By:

/s/ Jacob Scott

Jacob Scott

General Counsel & Corporate Secretary

Filing Exhibits & Attachments

3 documents

Other Documents

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• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 13.3 KB