STOCK TITAN

Sprinklr CEO sells 145,865 shares in tax trade

Sprinklr’s CEO executed a mandatory sell-to-cover tax transaction tied to RSU vesting, retaining over 3.27 million Class A shares afterward.

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Form Type
4

Rhea-AI Filing Summary

Sprinklr, Inc. (CXM) reported that President & CEO Rory P. Read sold 145,865 shares of Class A common stock on September 16, 2026 at a weighted average price of $5.55 per share. The company states this was a mandatory "sell to cover" transaction to satisfy statutory tax withholding on vesting restricted stock units and not a discretionary sale. Following the sale, Rory Read directly holds 3,273,325 shares of Sprinklr Class A common stock, and no Rule 10b5-1 trading plan is reported.

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Insider READ RORY P
Role President & CEO
Sold 145,865 shs ($810K)
Type Security Shares Price Value
Sale Class A Common Stock F1, F2 145,865 $5.55 $810K
Holdings After Transaction: Class A Common Stock — 3,273,325 shares (Direct)
Footnotes (2)
  1. F1. 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. F2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.53 to $5.59 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.
Shares sold 145,865 shares Class A Common Stock sold on September 16, 2026 in a sell-to-cover transaction
Weighted average sale price $5.55 per share Shares sold in multiple transactions at prices from $5.53 to $5.59
Post-transaction holdings 3,273,325 shares Class A Common Stock directly owned by Rory P. Read after the sale
Net shares sold 145,865 shares Net sell activity reported in the Form 4 transaction summary
Transaction date September 16, 2026 Date of the reported sale of Class A Common Stock
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.
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.
statutory tax withholding obligations financial
"sold to cover the statutory tax withholding obligations in connection"
weighted average price financial
"The price reported is a weighted average price. These shares"
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.

FAQ

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

What insider transaction did Sprinklr (CXM) disclose for its CEO?

Sprinklr disclosed that President & CEO Rory P. Read sold 145,865 Class A shares on September 16, 2026. The company states this sale was to cover statutory tax withholding arising from vesting restricted stock units and was not a discretionary sale.

Was the Sprinklr (CXM) CEO’s September 16, 2026 sale a discretionary trade?

No. The filing explains the 145,865-share sale was mandated as a “sell to cover” to fund minimum statutory tax withholding obligations on vesting restricted stock units under Sprinklr’s equity incentive plans, and it does not represent a discretionary sale by the CEO.

How many Sprinklr (CXM) shares does the CEO hold after this Form 4 transaction?

After the September 16, 2026 transaction, President & CEO Rory P. Read directly holds 3,273,325 shares of Sprinklr Class A common stock, as reported in the Form 4’s post-transaction ownership figure.

What price did the Sprinklr (CXM) CEO receive for the shares sold?

The filing reports a weighted average price of $5.55 per share for the 145,865 shares sold. The shares were sold in multiple transactions at prices ranging from $5.53 to $5.59 per share, inclusive.

Was the Sprinklr (CXM) CEO’s sell-to-cover trade under a Rule 10b5-1 plan?

No. The Rule 10b5-1 checkbox is not marked as affirming a trading plan, and the footnotes do not state that this transaction was made under a Rule 10b5-1 plan. The sale is described instead as a required sell-to-cover tax transaction.

What is the purpose of the sell-to-cover transaction reported by Sprinklr (CXM)?

The purpose was to sell 145,865 shares to cover minimum statutory tax withholding obligations triggered by the vesting of the CEO’s restricted stock units, in line with Sprinklr’s equity incentive plan election.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/16/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock09/16/2026S(1)145,865D$5.55(2)3,273,325D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 $5.53 to $5.59 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-Fact09/17/2026
** Signature of Reporting PersonDate
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)

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