Form 4: Sprinklr CSO Karthik Suri Awarded 718,952 RSUs

Sentiment:

Insider Transaction Report (Form 4)


Sprinklr's Chief Product & CSO, Karthik Suri, was granted 718,952 Restricted Stock Units, vesting through 2026 and beyond, subject to continuous service.

Summary

  • Karthik Suri, Chief Product & CSO of Sprinklr, Inc. (CXM), was granted 718,952 Class A Common Stock Restricted Stock Units (RSUs).
  • The grant consists of two awards: a 'First Grant' of 130,718 RSUs and a 'Second Grant' of 588,234 RSUs.
  • The First Grant will vest in two equal installments on June 15, 2026, and December 15, 2026.
  • The Second Grant will vest one-fourth (1/4th) on December 15, 2026, with one-twelfth (1/12th) of the remaining RSUs vesting on each subsequent March 15, June 15, September 15, and December 15 thereafter.
  • Vesting for both grants is contingent upon Mr. Suri's continuous service through each respective vesting date.
  • The transaction date for this acquisition was November 15, 2025, with a reported price of $0 per RSU at the time of grant.

Sentiment

Score: 6

Explanation: The filing reports a standard executive compensation event (RSU grant) which is generally positive for aligning management and shareholder interests, but does not contain information that would significantly alter the company's immediate financial outlook or operational performance.

Positives

  • The RSU grant aligns the interests of a key executive, Karthik Suri, with those of shareholders, as the value of his compensation is tied to the company's stock performance.
  • The multi-year vesting schedule encourages long-term commitment and retention of a critical management team member (Chief Product & CSO).

Negatives

  • No immediate negatives are apparent from this standard executive compensation RSU grant.

Risks

  • The primary risk is that the RSUs are subject to the Reporting Person's continuous service through each vesting date, meaning the executive would forfeit unvested units if employment ceases.

Future Outlook

The RSU grant indicates a continued commitment to retaining key executive talent and aligning their long-term incentives with shareholder value creation through a multi-year vesting schedule.

Industry Context

The granting of Restricted Stock Units (RSUs) to key executives is a common practice in the technology and software industry, including companies like Sprinklr, to attract, retain, and motivate talent by providing equity-based compensation tied to company performance and long-term service. This practice is standard across publicly traded companies for executive incentive plans.

Comparison to Industry Standards

  • The use of Restricted Stock Units (RSUs) as a significant component of executive compensation is a widely adopted practice across the technology sector, comparable to compensation structures at companies like Salesforce, Adobe, and Workday.
  • Multi-year vesting schedules, such as the 2-3 year schedule outlined for these grants, are standard in the industry to promote executive retention and align interests with long-term company performance, similar to programs seen at peer companies.
  • The grant size for a Chief Product & CSO role is generally within the expected range for a company of Sprinklr's market capitalization and growth stage, reflecting competitive compensation practices.

Stakeholder Impact

  • Shareholders: The RSU grant aligns the Chief Product & CSO's financial incentives with long-term shareholder value creation, as the value of the RSUs is tied to the company's stock price.
  • Employees: This executive compensation package may serve as a benchmark or motivator for other employees, demonstrating the company's commitment to equity-based incentives.
  • Management: The vesting schedule encourages retention and continued dedication from a key executive.

Next Steps

  • Karthik Suri's continued service to Sprinklr through the specified vesting dates will lead to the beneficial ownership of Class A Common Stock as the RSUs vest.

Key Dates

DateDescription
11/15/2025Date of earliest transaction (grant date of Restricted Stock Units).
11/21/2025Date the Form 4 filing was signed by the Attorney-in-Fact.
06/15/2026First vesting installment for the First Grant of RSUs.
12/15/2026Second vesting installment for the First Grant of RSUs and first vesting installment (one-fourth) for the Second Grant of RSUs.
March 15, June 15, September 15, December 15 thereafterSubsequent quarterly vesting dates for the remaining Second Grant RSUs (one-twelfth of remaining units each quarter).

Keywords

Sprinklr, CXM, Karthik Suri, Restricted Stock Units, RSU grant, executive compensation, insider transaction, Form 4, stock award, vesting schedule

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