0001209191-21-043880.txt : 20210629
0001209191-21-043880.hdr.sgml : 20210629
20210629212232
ACCESSION NUMBER: 0001209191-21-043880
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210625
FILED AS OF DATE: 20210629
DATE AS OF CHANGE: 20210629
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Thomas Ragy
CENTRAL INDEX KEY: 0001866802
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40528
FILM NUMBER: 211060170
MAIL ADDRESS:
STREET 1: C/O SPRINKLR, INC.
STREET 2: 29 WEST 35TH STREET, 7TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10001
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Sprinklr, Inc.
CENTRAL INDEX KEY: 0001569345
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 454771485
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0131
BUSINESS ADDRESS:
STREET 1: 29 WEST 35TH STREET
STREET 2: 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10001
BUSINESS PHONE: (917) 933-7800
MAIL ADDRESS:
STREET 1: 29 WEST 35TH STREET
STREET 2: 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10001
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-06-25
0
0001569345
Sprinklr, Inc.
CXM
0001866802
Thomas Ragy
C/O SPRINKLR, INC.
29 WEST 35TH STREET, 7TH FLOOR
NEW YORK
NY
10001
1
1
0
0
Chief Executive Officer
Common Stock
2021-06-25
4
J
0
28770704
0.00
D
0
D
Common Stock
2021-06-25
4
J
0
8129863
0.00
D
0
D
Common Stock
2021-06-25
4
J
0
13106677
0.00
D
0
D
Common Stock
2021-06-25
4
J
0
3165320
0.00
D
0
D
Common Stock
2021-06-25
4
J
0
500000
0.00
D
0
D
Class A Common Stock
2021-06-25
4
P
0
31250
16.00
A
31250
D
Class B Common Stock
2021-06-25
4
J
0
28770704
0.00
A
Class A Common Stock
28770704
28770704
D
Class B Common Stock
2021-06-25
4
J
0
8129863
0.00
A
Class A Common Stock
8129863
8129863
D
Class B Common Stock
2021-06-25
4
J
0
13106677
0.00
A
Class A Common Stock
13106677
13106677
D
Class B Common Stock
2021-06-25
4
J
0
3165320
0.00
A
Class A Common Stock
3165320
3165320
D
Class B Common Stock
2021-06-25
4
J
0
500000
0.00
A
Class A Common Stock
500000
500000
D
Employee Stock Option (right to buy)
4.25
2021-06-25
4
J
0
2318632
0.00
D
2029-03-18
Common Stock
2318632
0
D
Employee Stock Option (right to buy)
4.25
2021-06-25
4
J
0
2318632
0.00
A
2029-03-18
Class B Common Stock
2318632
2318632
D
Employee Stock Option (right to buy)
4.93
2021-06-25
4
J
0
575000
0.00
D
2030-03-11
Common Stock
575000
0
D
Employee Stock Option (right to buy)
4.93
2021-06-25
4
J
0
575000
0.00
A
2030-03-11
Class B Common Stock
575000
575000
D
Employee Stock Option (right to buy)
7.68
2021-06-25
4
J
0
600000
0.00
D
2031-01-28
Common Stock
600000
0
D
Employee Stock Option (right to buy)
7.68
2021-06-25
4
J
0
600000
0.00
A
2031-01-28
Class B Common Stock
600000
600000
D
Employee Stock Option (right to buy)
4.25
2021-06-25
4
J
0
2318632
0.00
D
2029-05-18
Common Stock
2318632
0
D
Employee Stock Option (right to buy)
4.25
2021-06-25
4
J
0
2318632
0.00
A
2029-05-18
Class B Common Stock
2318632
2318632
D
Employee Stock Option (right to buy)
4.25
2021-06-25
4
J
0
2318632
0.00
D
2029-05-18
Common Stock
2318632
0
D
Employee Stock Option (right to buy)
4.25
2021-06-25
4
J
0
2318632
0.00
A
2029-05-18
Class B Common Stock
2318632
2318632
D
Employee Stock Option (right to buy)
4.25
2021-06-25
4
J
0
2318632
0.00
D
2029-05-18
Common Stock
2318632
0
D
Employee Stock Option (right to buy)
4.25
2021-06-25
4
J
0
2318632
0.00
A
2029-05-18
Class B Common Stock
2318632
2318632
D
Immediately prior to the closing of the Issuer's initial public offering, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock. Each share of Class B Common Stock will convert automatically into shares of Class A common stock, on a one-to-one basis, upon the following: (1) the sale or transfer of such share of Class B Common Stock, subject to certain exceptions specified in the Issuer's amended and restated certificate of incorporation; (2) the death of the Reporting Person; and (3) 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 Issuer's then-outstanding Class A and Class B Common Stock to certain timing criteria. If the Reporting Person is terminated for cause, each share of Class B common stock will automatically convert to Class A Common Stock.
One third (1/3th) of the shares subject to the option award vested on May 1, 2020, and one thirty-sixth (1/36th) of the shares subject to the option award vested or shall vest on the first day of each month thereafter, subject to the Reporting Person's continuous service.
One fourth (1/4th) of the shares subject to the option award vested on March 11, 2020, and one forty-eighth (1/48th) of the shares subject to the option award vested or shall vest on the first day of each month thereafter, subject to the Reporting Person's continuous service.
One fifth (1/5th) of the shares subject to the option award shall vest on January 28, 2022, and one sixtieth (1/60th) of the shares subject to the option award shall vest on the first day of each month thereafter, subject to the Reporting Person's continuous service.
Fully vested and exercisable.
The shares subject to this option shall vest upon the Issuer's Class A Common Stock closing at an average price of $18 over thirty consecutive trading days.
The shares subject to this option shall vest upon the Issuer's Class A Common Stock closing at an average price of $27 over thirty consecutive trading days.
/s/ Jason Minio, Attorney-in-Fact
2021-06-29