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CXM Form 4: Director Sell-to-Cover of 28,916 Shares; 737,301 Remaining

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Thomas Ragy, a director of Sprinklr, Inc. (CXM), reported the sale of 28,916 shares of Class A common stock on 09/16/2025. The filing states the sale was a sell-to-cover transaction to satisfy statutory tax withholding on vested restricted stock units, executed at a weighted-average price of $7.75 (individual trade prices ranged from $7.67 to $7.81).

After the transaction, the reporting person beneficially owned 737,301 shares, held directly. The Form 4 was signed by an attorney-in-fact and notes the reporting person will provide detailed per-price trade information on request.

Positive

  • Sale was a sell-to-cover tied to tax withholding, indicating it was non-discretionary and related to RSU vesting
  • Reporting person retains substantial ownership after the transaction: 737,301 shares beneficially owned

Negative

  • Shares were disposed (28,916 sold), reducing the reporting person’s direct holdings
  • Weighted-average sale price disclosed ($7.75) may reflect recent trading levels for the issuer

Insights

TL;DR: Routine, non-discretionary sell-to-cover by a director; holding remains substantial and the sale appears tax-driven.

The transaction consists of 28,916 shares sold solely to satisfy tax withholding from vested restricted stock units, not a discretionary cash sale. The weighted-average price was $7.75 and the filer still reports beneficial ownership of 737,301 shares, indicating continued alignment with shareholders. This type of filing is typically neutral for valuation since it reflects internal tax mechanics rather than a change in conviction.

TL;DR: Disclosure compliant and routine; sale was mandated by company equity plan, not a voluntary disposition.

The Form 4 clearly identifies the sale as a company-mandated sell-to-cover to meet statutory tax obligations related to vested RSUs. Documentation includes the price range and an undertaking to provide per-price details on request, which supports transparency. No executive departure or governance change is disclosed.

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
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Thomas Ragy

(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
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025
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 09/16/2025 S(1) 28,916 D $7.75(2) 737,301 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 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.
2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.67 to $7.81 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.
/s/ Laura Acton, Attorney-in-Fact 09/18/2025
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Thomas Ragy report on Form 4 for Sprinklr (CXM)?

He reported a sale of 28,916 Class A shares on 09/16/2025 as a sell-to-cover to satisfy tax withholding; beneficial ownership after the sale was 737,301 shares.

Why were the shares sold according to the Form 4?

The filing states the sale was required by the issuer's equity incentive plan to satisfy statutory tax withholding obligations on vested restricted stock units.

At what price were the shares sold?

The Form 4 reports a weighted-average price of $7.75; individual trades occurred between $7.67 and $7.81.

Does the Form 4 indicate a change in the reporting person's role at Sprinklr?

No. The filing identifies Thomas Ragy as a Director and does not disclose any change in role or relationship to the issuer.

Who signed the Form 4 and when?

The Form 4 was signed by Laura Acton, Attorney-in-Fact on 09/18/2025.
Sprinklr Inc

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