Stock-Based Compensation

9 Months Ended

Oct. 31, 2025

Share-Based Payment Arrangement [Abstract]

Equity Award Plans

The Company has two equity incentive plans, the Sprinklr, Inc. 2021 Equity Incentive Plan (the “2021 Plan”) and the Sprinklr, Inc. 2011 Equity Incentive Plan (the “2011 Plan”). The 2011 Plan was terminated as to future awards in June 2021 upon the adoption of the 2021 Plan, although it continues to govern the terms of any equity grants that remain outstanding under the 2011 Plan.

The 2021 Plan provides for the grant of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock awards, restricted stock units (“RSUs”), performance-based stock units (“PSUs”) and other forms of awards to employees, directors and consultants, including employees and consultants of the Company’s affiliates, as permitted by law.

In June 2021, the Company also adopted its ESPP, under which employees can purchase common stock through payroll deductions at a price equal to 85% of the lower of the fair market value of the Class A common stock on (i) the first trading day of each offering period and (ii) the last trading day of each related offering period.

Summary of Stock Option Activity

A summary of the Company’s stock option activity for the nine months ended October 31, 2025 is as follows:


	Number of Stock Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life
	(in thousands)			(in years)
Outstanding as of January 31, 2025	18,572	$	6.60	4.7

Exercised	(2,997)	4.63
Forfeited	(1,251)	10.89
Expired	(6)	1.79
Outstanding as of October 31, 2025	14,318	$	6.63	4.3

Exercisable as of October 31, 2025	13,753	$	6.39	4.2
Vested and expected to vest as of October 31, 2025	14,317	$	6.63	4.3

Summary of Restricted Stock Unit Activity

A summary of the Company’s RSU activity for the nine months ended October 31, 2025 is as follows:


	Number of Restricted Stock Units	Weighted Average Grant Date Fair Value
	(in thousands)
Outstanding as of January 31, 2025	14,750	$	10.46
Granted	13,147	8.79
Released	(4,577)	11.14
Cancelled/forfeited	(4,949)	10.38
Outstanding as of October 31, 2025	18,371	$	9.12

Summary of Performance-Based Stock Units Activity

A summary of the Company’s PSU activity for the nine months ended October 31, 2025 is as follows:


	Number of Performance Stock Units	Weighted Average Grant Date Fair Value
	(in thousands)
Outstanding as of January 31, 2025	2,918	$	8.31
Granted	1,032	12.37

Cancelled/forfeited	(380)	9.47
Outstanding as of October 31, 2025	3,570	$	9.36

As of October 31, 2025, the Company had 660,000 PSUs outstanding associated with a January 2021 grant (“2021 PSUs”). These awards vest over a five-year period if certain performance and market conditions are met. The performance condition was met in June 2021 and the market conditions have not yet been met as of October 31, 2025. If the market conditions are not met on or prior to January 28, 2026, the 2021 PSUs will not vest and will be subsequently cancelled.

From November 2024 through October 2025, the Company granted 3,169,175 PSUs to its executives (the “2024 and 2025 PSUs”). Seventy-five percent of the 2024 and 2025 PSUs are associated with a market condition relating to total shareholder return (“Market Condition PSUs”) and twenty-five percent of the 2024 and 2025 PSUs are associated with a performance condition relating to the achievement of an internal metric calculated based on revenue and non-GAAP operating income growth over an approximately three-year period (“Performance Condition PSUs”). Each of the Market Condition PSUs and Performance Condition PSUs will vest between zero and 200% depending on the achievement level of the market and performance conditions, respectively. If the market or performance conditions are not met by their respective achievement dates in fiscal year 2028, the associated awards will not vest and will be subsequently cancelled.

As of October 31, 2025, it was deemed probable that the performance conditions associated with the 2024 and 2025 PSUs will be met by their respective achievement dates, such that 100% of the 2024 and 2025 PSUs will vest. As of October 31, 2025, the Company had 2,909,175 2024 and 2025 PSUs outstanding.

To determine the fair value of the 2024 and 2025 PSUs, the Company utilized a Monte Carlo simulation. The inputs included in the valuations were as follows:



Vest-term			Three years
Volatility			48.1% - 53.7%
Risk-free rate			3.61% - 4.22%
Fair value of common stock at grant date			$7.81 - $9.14
Dividend yield			0%
Expected term			2 - 3 years
Fair value valuation			$11.29 - $14.84

Stock-Based Compensation Expense

Stock-based compensation expense included in operating results was allocated as follows:


	Three Months Ended October 31,				Nine Months Ended October 31,
(in thousands)	2025		2024		2025		2024
Costs of subscription	$	312	$	335	$	800	$	945
Costs of professional services	844		400		1,962		1,081
Research and development	4,347		2,896		12,437		8,304
Sales and marketing	6,366		5,091		18,785		16,497
General and administrative	8,512		6,508		28,115		17,350
Restructuring	—		—		866		—
Stock-based compensation, net of amounts capitalized	20,381		15,230		62,965		44,177
Capitalized stock-based compensation	731		643		2,036		1,825
Total stock-based compensation	$	21,112	$	15,873	$	65,001	$	46,002