Form 4: Sprinklr CTO Sells Shares to Cover Tax Obligations Following RSU Vesting

Sprinklr, Inc.'s Chief Technology Officer, Amitabh Misra, sold 35,710 shares of Class A Common Stock at a weighted average price of $8.17 to satisfy tax withholding obligations related to restricted stock unit vesting.

Summary

• Amitabh Misra, Chief Technology Officer of Sprinklr, Inc. (CXM), reported a sale of 35,710 shares of Class A Common Stock.
• The transaction occurred on June 16, 2025, at a weighted average price of $8.17 per share, with prices ranging from $7.99 to $8.25.
• This sale was non-discretionary, executed solely to cover statutory tax withholding obligations associated with the vesting of restricted stock units.
• Following this transaction, Mr. Misra beneficially owns 602,970 shares of Sprinklr Class A Common Stock.
• The reported beneficial ownership includes 4,969 shares acquired under Sprinklr's employee stock purchase plan on June 13, 2025.

Sentiment

Score: 5

Explanation: The sentiment is neutral. The transaction is a non-discretionary 'sell to cover' for tax purposes, which is a routine event and does not indicate a change in management's confidence or a negative outlook. The CTO also acquired shares through an ESPP, balancing the sale.

Positives

• The sale was non-discretionary, indicating it was not a voluntary divestment by the CTO but a mandatory "sell to cover" transaction for tax purposes.
• The CTO's beneficial ownership remains substantial at 602,970 shares after the transaction, indicating continued alignment with shareholder interests.
• The CTO also acquired 4,969 shares through the employee stock purchase plan, demonstrating ongoing participation in company equity.

Future Outlook

The document does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Management Comments

• The 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 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.

Industry Context

This Form 4 filing details an insider transaction, specifically a non-discretionary 'sell to cover' sale by a Chief Technology Officer. Such transactions are common across industries when restricted stock units vest, as they are a standard mechanism for employees to meet tax obligations without a personal cash outlay. This particular filing does not provide broader industry trends or competitive insights.

Stakeholder Impact

• Shareholders: The sale is non-discretionary and for tax purposes, so it is unlikely to signal a lack of confidence from the CTO. The CTO retains a significant stake, aligning interests.
• Employees: The transaction highlights the vesting of restricted stock units and the use of "sell to cover" for tax obligations, which is a common practice in equity compensation plans.

Key Dates

Keywords

Sprinklr, CXM, SEC Form 4, Insider Trading, Stock Sale, Restricted Stock Units, Tax Withholding, Chief Technology Officer, Amitabh Misra, Equity Incentive Plan, Employee Stock Purchase Plan