Sprinklr (CXM) CEO sells 143,654 shares in mandated tax sell-to-cover

Rhea-AI Filing Summary

Sprinklr, Inc. President & CEO Rory P. Read reported an open-market sale of 143,654 shares of Class A Common Stock at a weighted average price of $5.30 per share. According to the disclosure, these shares were sold solely to cover statutory tax withholding obligations triggered by the vesting of restricted stock units under the company’s equity plans and were not a discretionary sale. After this mandated sell-to-cover transaction, he directly holds 3,419,190 shares of Sprinklr Class A Common Stock.

Insights

Insider transactions specialist

CEO sale is a mandated tax sell-to-cover, not a discretionary trade.

The filing shows Sprinklr President & CEO Rory P. Read sold 143,654 Class A shares at a weighted average of $5.30 per share. The footnotes state this was required to satisfy statutory tax withholding tied to restricted stock unit vesting under the company’s equity plans.

This pattern is typically considered a low-signal event because the sale is mechanistic rather than an active portfolio decision. Read continues to directly hold 3,419,190 shares after the transaction, indicating he retains a substantial equity position in Sprinklr.

Insider Trade Summary

Net Seller: 143,654 shares ($761,366)

Net Sell 1 txn

Insider READ RORY P

Role President & CEO

Sold 143,654 shs ($761K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	143,654	$5.30	$761K

Holdings After Transaction: Class A Common Stock — 3,419,190 shares (Direct, null)

Footnotes (1)

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. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.24 to $5.33 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.

Key Figures

Shares sold: 143,654 shares Weighted average sale price: $5.30 per share Post-transaction holdings: 3,419,190 shares +1 more

4 metrics

Shares sold 143,654 shares Open-market sale on June 16, 2026

Weighted average sale price $5.30 per share Tax-related sell-to-cover transaction

Post-transaction holdings 3,419,190 shares Directly owned by CEO after sale

Price range of sales $5.24 to $5.33 per share Multiple trades within this range

Key Terms

restricted stock units, statutory tax withholding obligations, sell to cover, weighted average price

4 terms

restricted stock units financial

"in connection with the vesting of the restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

statutory tax withholding obligations financial

"sold to cover the statutory tax withholding obligations in connection"

sell to cover financial

"funded by a "sell to cover" transaction and does not represent"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

weighted average price financial

"The price reported is a weighted average price. These shares were sold"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

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Form 4 Insider Transactions: What Each Field Means →

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).

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 NEW YORK 10001

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026

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

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

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

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	06/16/2026		S(1)		143,654	D	$5.3(2)	3,419,190	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 $5.24 to $5.33 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	06/18/2026
	** 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).
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.
* Form 4: SEC 1474 (03-26)

FAQ

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

Sprinklr reported that President & CEO Rory P. Read sold 143,654 shares of Class A Common Stock at a weighted average price of $5.30 per share. The sale was disclosed in a Form 4 insider trading report filed with the U.S. Securities and Exchange Commission.

Why did the Sprinklr (CXM) CEO sell 143,654 shares?

The CEO’s 143,654-share sale was made to cover statutory tax withholding obligations arising from the vesting of restricted stock units. The footnote explains this sell-to-cover transaction was mandated under Sprinklr’s equity incentive plans and was not a discretionary sale by Rory Read.

What price did Sprinklr (CXM) shares sell for in the CEO’s Form 4 transaction?

The reported sale used a weighted average price of $5.30 per share, with multiple trades executed between $5.24 and $5.33. The filing notes the CEO will provide full breakdowns of individual trade prices upon request to regulators, the issuer, or shareholders.

How many Sprinklr (CXM) shares does CEO Rory Read hold after this sale?

After the sell-to-cover transaction, Rory P. Read directly holds 3,419,190 shares of Sprinklr Class A Common Stock. This remaining stake, disclosed in the Form 4, shows he continues to maintain a large ownership position in the company despite the tax-related share sale.

Was the Sprinklr (CXM) CEO’s share sale a routine tax event or a discretionary trade?

The filing states the sale was a routine tax event. Shares were sold to satisfy minimum statutory tax withholding obligations associated with restricted stock unit vesting, under a required “sell to cover” mechanism, and are described as not representing a discretionary sale by the CEO.