SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

H&F Corporate Investors IX, Ltd.

(Last)

(First)

(Middle)

415 MISSION STREET, SUITE 5700

(Street)

SAN FRANCISCO

94105

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/22/2021

3. Issuer Name and Ticker or Trading Symbol
Sprinklr, Inc. [ CXM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

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

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

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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock⁽¹⁾	10,908,098	I	See Footnote⁽³⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock⁽¹⁾⁽²⁾	5,455,519	⁽²⁾	I	See Footnote⁽³⁾
Series B Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock⁽¹⁾⁽²⁾	10,347,669	⁽²⁾	I	See Footnote⁽³⁾
Series C Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock⁽¹⁾⁽²⁾	4,903,524	⁽²⁾	I	See Footnote⁽³⁾
Series D Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock⁽¹⁾⁽²⁾	1,393,143	⁽²⁾	I	See Footnote⁽³⁾
Series D-2 Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock⁽¹⁾⁽²⁾	18,525	⁽²⁾	I	See Footnote⁽³⁾
Series E-1 Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock⁽¹⁾⁽²⁾	682,186	⁽²⁾	I	See Footnote⁽³⁾
Series E-2 Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock⁽¹⁾⁽²⁾	111,752	⁽²⁾	I	See Footnote⁽³⁾
Series F Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock⁽¹⁾⁽²⁾	1,867,825	⁽²⁾	I	See Footnote⁽³⁾
Series G-1 Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock⁽¹⁾⁽²⁾	10,810,810	⁽²⁾	I	See Footnote⁽³⁾
Series G-2 Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock⁽¹⁾⁽²⁾	9,090,909	⁽²⁾	I	See Footnote⁽³⁾
Warrant	10/07/2020	10/07/2025	Common Stock⁽¹⁾	2,500,000	$10	I	See Footnote⁽³⁾

1. Name and Address of Reporting Person^*

H&F Corporate Investors IX, Ltd.

(Last)

(First)

(Middle)

415 MISSION STREET, SUITE 5700

(Street)

SAN FRANCISCO

94105

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Hellman & Friedman Investors IX, L.P.

(Last)

(First)

(Middle)

415 MISSION STREET, SUITE 5700

(Street)

SAN FRANCISCO

94105

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Hellman & Friedman Capital Partners IX, L.P.

(Last)

(First)

(Middle)

415 MISSION STREET, SUITE 5700

(Street)

SAN FRANCISCO

94105

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

H&F Splash Holdings IX GP, LLC

(Last)

(First)

(Middle)

415 MISSION STREET, SUITE 5700

(Street)

SAN FRANCISCO

94105

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

H&F Splash Holdings IX, L.P.

(Last)

(First)

(Middle)

415 MISSION STREET, SUITE 5700

(Street)

SAN FRANCISCO

94105

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Prior to the closing of the initial public offering of Class A common stock, par value $0.00003 per share ("Class A Common Stock") of Sprinklr, Inc. (the "Issuer"), all shares of common stock, par value $0.00003 per share ("Common Stock") will be reclassified into shares of the Issuer's Class B common stock, par value $0.00003 ("Class B Common Stock"). Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. Additionally, each share of Class B Common Stock will, subject to certain exceptions, convert automatically into one share of Class A Common Stock upon any transfer and will convert automatically following the final conversion date, defined as the first trading day on or after the date on which the outstanding shares of Class B common stock represent less than 5.0% of the then outstanding Class A and Class B common stock subject to certain timing criteria.

2. Shares of Convertible Preferred Stock are convertible, at the option of the holder or automatically immediately prior to the closing of the initial public offering of the Issuer, into shares of Common Stock on a one-for one-basis. Immediately thereafter, but prior to the closing of the initial public offering of the Issuer, all shares of Common Stock will be reclassified into shares of Class B Common Stock. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. Additionally, each share of Class B Common Stock will, subject to certain exceptions, convert automatically into one share of Class A Common Stock upon any transfer and automatically following the final conversion date, defined as the first trading day on or after the date on which the outstanding shares of Class B Common Stock represent less than 5.0% of the then outstanding Class A and Class B common stock subject to certain timing criteria.

3. Reflects securities directly held by H&F Splash Holdings IX, L.P. ("H&F Splash Holdings IX"). H&F Splash Holdings IX GP, LLC ("GPLLC") is the general partner of H&F Splash Holdings IX. Hellman & Friedman Capital Partners IX, L.P. ("HFCP IX") is the controlling member of GPLLC. Hellman & Friedman Investors IX, L.P. ("H&F Investors IX") is the general partner of HFCP IX. H&F Corporate Investors IX, Ltd. ("H&F IX") is the general partner of H&F Investors IX.

Remarks:

The Reporting Persons state that this filing shall not be an admission that the Reporting Persons are the beneficial owners of any of the securities reported herein, and each Reporting Person disclaims beneficial ownership of such securities except to the extent of such Reporting Person's pecuniary interest therein.

	H&F CORPORATE INVESTORS IX, LTD. By: /s/ Tarim Wasim Name: Tarim Wasim Title: Vice President	06/22/2021
	HELLMAN & FRIEDMAN INVESTORS IX, L.P. By: H&F Corporate Investors IX, Ltd., as general partner By: /s/ Tarim Wasim Name: Tarim Wasim Title: Vice President	06/22/2021
	HELLMAN & FRIEDMAN CAPITAL PARTNERS IX, L.P. By: Hellman & Friedman Investors IX, L.P., as general partner By: H&F Corporate Investors IX, Ltd., as general partner By: /s/ Tarim Wasim Name: Tarim Wasim Title: Vice President	06/22/2021
	H&F SPLASH HOLDINGS IX GP LLC By: Hellman & Friedman Capital Partners IX, L.P., as controlling member By: Hellman & Friedman Investors IX, L.P., as GP By: H&F Corporate Investors IX, Ltd., as GP By: /s/ Tarim Wasim Name: Tarim Wasim Title: Vice President	06/22/2021
	H&F SPLASH HOLDINGS IX, L.P. By: H&F Splash Holdings IX GP, LLC, GP By: Hellman & Friedman Capital Partners IX, L.P., contr. mem. By: Hellman & Friedman Investors IX, L.P., GP By: H&F Corporate Investors IX, Ltd., GP By: /s/ Tarim Wasim Title: VP	06/22/2021
	** 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 5 (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).
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