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