Sprinklr (NYSE: CXM) CEO receives RSUs, sells shares to cover taxes

Rhea-AI Filing Summary

Sprinklr, Inc. President & CEO Rory P. Read reported equity compensation activity involving Class A Common Stock. He received a grant of 2,101,575 restricted stock units, which vest in twelve installments starting on June 15, 2026, subject to continued service. To satisfy statutory tax-withholding obligations on RSU vesting, 45,001 shares were sold in a mandated “sell to cover” transaction at a weighted average price of $5.85 per share, with individual trade prices ranging from $5.765 to $5.91. Following these transactions, he holds 3,562,844 shares directly.

Insights

Equity compensation analyst

CEO received a large RSU grant and executed a routine tax-related share sale.

Sprinklr granted CEO Rory P. Read 2,101,575 RSUs, a sizable stock-based compensation award that vests over time from June 15, 2026 in twelve installments, conditioned on continued service. This structure aligns a substantial portion of his pay with long-term share value.

The Form 4 also shows 45,001 shares of Class A Common Stock sold at a weighted average of $5.85 per share, within a $5.765–$5.91 range. Footnotes state this was a mandatory “sell to cover” for taxes on RSU vesting, not a discretionary open-market sale, so it carries limited signaling value about his view on the stock.

After the grant and tax-related sale, Read directly owns 3,562,844 shares, indicating a large ongoing equity stake. Subsequent company filings may provide further detail on how RSU vesting and any related tax transactions evolve relative to his overall holdings.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a 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). See Instruction 10.

1. Name and Address of Reporting Person^*

READ RORY P

(Last) (First) (Middle)

C/O SPRINKLR, INC.

441 9TH AVENUE, 12TH FLOOR

(Street)

NEW YORK NY 10001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Sprinklr, Inc. [ CXM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	03/15/2026		A		2,101,575(1)	A	$0	3,607,845	D
Class A Common Stock	03/16/2026		S(2)		45,001	D	$5.85(3)	3,562,844	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents restricted stock unit ("RSU") awards. One-twelfth (1/12th) of the RSUs will vest on June 15, 2026 and the remainder will vest in eleven substantially equal installments on each subsequent September 15, December 15, March 15 and June 15, subject to the Reporting Person's continuous service to the Issuer on each such vesting date.

2. 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.

3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.765 to $5.91 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.

	/s/ Laura Acton, Attorney-in-Fact	03/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transactions did Sprinklr (CXM) CEO Rory Read report?

Rory Read reported a large RSU grant and a tax-related share sale. He received 2,101,575 restricted stock units and sold 45,001 shares of Class A Common Stock in a mandated “sell to cover” transaction to satisfy statutory tax-withholding obligations tied to RSU vesting.

How many Sprinklr (CXM) RSUs did the CEO receive in this Form 4?

The CEO received 2,101,575 restricted stock units. One-twelfth vests on June 15, 2026, with the remainder vesting in eleven substantially equal quarterly installments, provided he continues serving the company, creating a long-term equity-based incentive structure tied to his ongoing employment.

Why did the Sprinklr (CXM) CEO sell 45,001 shares of Class A common stock?

The 45,001 shares were sold solely to cover statutory tax-withholding obligations from RSU vesting. According to the disclosure, this “sell to cover” was mandated under Sprinklr’s equity incentive plans and does not represent a discretionary open-market sale by the CEO for portfolio or valuation reasons.

At what price were the 45,001 Sprinklr (CXM) shares sold by the CEO?

The shares were sold at a weighted average price of $5.85 per share. Individual trades occurred in multiple transactions at prices ranging from $5.765 to $5.91, as disclosed, and the CEO can provide detailed trade-level information upon request to interested parties.

How many Sprinklr (CXM) shares does the CEO own after these transactions?

Following the RSU grant and the tax-related sale, the CEO directly owns 3,562,844 shares of Sprinklr Class A Common Stock. This figure reflects his updated equity stake as reported in the Form 4, highlighting a substantial continuing ownership position in the company.

How do the new Sprinklr (CXM) RSUs vest for the CEO?

One-twelfth of the RSUs vests on June 15, 2026, with the remainder vesting in eleven substantially equal installments on each subsequent September 15, December 15, March 15, and June 15, subject to Rory Read’s continuous service to Sprinklr on each designated vesting date.