SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP


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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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Battery Partners IX, LLC
(Last) (First) (Middle)
ONE MARINA PARK DRIVE, SUITE 1100
(Street)
BOSTON MA 02210
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Sprinklr, Inc. [ CXM ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
04/10/2023
4. 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
Rule 10b5-1(c) Transaction Indication

  
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 04/10/2023 J(1) 3,000,000 D $0.00 17,535,367 I By Battery Ventures IX, L.P.(2)
Class A Common Stock 04/10/2023 J(3) 30,304 D $0.00 175,031 I By Battery Investment Partners IX, LLC(4)
Class A Common Stock 04/10/2023 J(5) 3,000,000 A $0.00 3,000,000 I By Battery Partners IX, LLC(6)
Class A Common Stock 04/10/2023 J(7) 3,000,000 D $0.00 0 I By Battery Partners IX, LLC(6)
Class A Common Stock 04/11/2023 S 285,439 D $12.71(8) 0(9) D(10)
Class A Common Stock 04/11/2023 S 214,160 D $12.69(11) 0(12) D(13)
Class A Common Stock 04/11/2023 S 159,500 D $12.84(14) 0(9) I By Trust(15)
Class A Common Stock 04/11/2023 G 287,580 D $0.00(16) 0(12) D(17)
Class A Common Stock 215,670 I By Battery Investment Partners Select Fund I, L.P.(18)
Class A Common Stock 2,180,664 I By Battery Ventures Select Fund I, L.P.(19)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Battery Partners IX, LLC
(Last) (First) (Middle)
ONE MARINA PARK DRIVE, SUITE 1100
(Street)
BOSTON MA 02210
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Battery Investment Partners IX, LLC
(Last) (First) (Middle)
C/O BATTERY VENTURES
ONE MARINA PARK DRIVE, SUITE 1100
(Street)
BOSTON MA 02210
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Battery Ventures IX, L.P.
(Last) (First) (Middle)
C/O BATTERY VENTURES
ONE MARINA PARK DRIVE, SUITE 1100
(Street)
BOSTON MA 02210
(City) (State) (Zip)
1. Name and Address of Reporting Person*
BROWN MICHAEL MAURICE
(Last) (First) (Middle)
C/O BATTERY VENTURES
ONE MARINA PARK DRIVE, SUITE 1100
(Street)
BOSTON MA 02210
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Feldman Jesse
(Last) (First) (Middle)
C/O BATTERY VENTURES
ONE MARINA PARK DRIVE, SUITE 1100
(Street)
BOSTON MA 02210
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Stoner Chelsea R.
(Last) (First) (Middle)
C/O BATTERY VENTURES
ONE MARINA PARK DRIVE, SUITE 1100
(Street)
BOSTON MA 02210
(City) (State) (Zip)
1. Name and Address of Reporting Person*
TABORS R DAVID
(Last) (First) (Middle)
C/O BATTERY VENTURES
ONE MARINA PARK DRIVE, SUITE 1100
(Street)
BOSTON MA 02210
(City) (State) (Zip)
Explanation of Responses:
1. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Battery Ventures IX, L.P. ("BV IX") to its general partner without additional consideration.
2. Securities are held by BV IX. Battery Partners IX, LLC ("BP IX") is the general partner of BV IX and may be deemed to beneficially own the securities held by BV IX. Michael M. Brown, Jesse R. Feldman and R. David Tabors are managing members of BP IX and may be deemed to share voting and dispositive power over these securities. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose.
3. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Battery Investment Partners IX, LLC ("BIP IX") to its members without additional consideration.
4. Securities are held by BIP IX. BP IX is the managing member of BIP IX and may be deemed to beneficially own the securities held by BIP IX. Michael M. Brown, Jesse R. Feldman and R. David Tabors are managing members of BP IX and may be deemed to share voting and dispositive power over these securities. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose.
5. Represents receipt of securities in the distribution in kind described in footnote (1).
6. Securities are held by BP IX. Michael M. Brown, Jesse R. Feldman and R. David Tabors are managing members of BP IX and may be deemed to share voting and dispositive power over these securities. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose.
7. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by BP IX to its members without consideration.
8. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $12.71 to $12.73 inclusive. 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 securities sold at each separate price within the range set forth in this footnote.
9. The securities beneficially owned by the Reporting Person prior to the reported transaction reflect the receipt of securities in the distribution in kind described in footnote (7).
10. Securities are held by Michael M. Brown.
11. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $12.54 to $12.83 inclusive. 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 securities sold at each separate price within the range set forth in this footnote.
12. The securities beneficially owned by the Reporting Person prior to the reported transaction reflect the receipt of securities in the distributions in kind described in footnotes (3) and (7).
13. Securities are held by Jesse R. Feldman.
14. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $12.75 to $12.91 inclusive. 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 securities sold at each separate price within the range set forth in this footnote.
15. Securities are held by the Spiller Stoner Family Trust Dated 8/22/13, of which Chelsea R. Stoner is a trustee. Ms. Stoner disclaims beneficial ownership of these securities except to the extent of her proportionate pecuniary interest therein.
16. Gift without consideration.
17. Shares are held by R. David Tabors.
18. Securities are held by Battery Investment Partners Select Fund I, L.P. ("BIP Select I"). The sole general partner of BIP Select I is Battery Partners Select Fund I GP, LLC ("BP Select I GP"). Michael M. Brown, Jesse R. Feldman and Chelsea R. Stoner are managing members of BP Select I GP and may be deemed to share voting and dispositive power over these securities. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its, his or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose.
19. Securities are held by Battery Ventures Select Fund I, L.P. ("BV Select I"). The sole general partner of BV Select I is Battery Partners Select Fund I, L.P. ("BP Select I"). The general partner of BP Select I is BP Select I GP. Michael M. Brown, Jesse R. Feldman and Chelsea R. Stoner are managing members of BP Select I GP and may be deemed to share voting and dispositive power over these securities. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its, his or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose.
Remarks:
/s/ Christopher Schiavo, as Attorney-in-Fact for Battery Partners IX, LLC 04/12/2023
/s/ Christopher Schiavo, as Attorney-in-Fact for Battery Investment Partners IX, LLC 04/12/2023
/s/ Christopher Schiavo, as Attorney-in-Fact for Battery Ventures IX, L.P. 04/12/2023
/s/ Christopher Schiavo, as Attorney-in-Fact for Michael M. Brown 04/12/2023
/s/ Christopher Schiavo, as Attorney-in-Fact for Jesse R. Feldman 04/12/2023
/s/ Christopher Schiavo, as Attorney-in-Fact for Chelsea R. Stoner 04/12/2023
/s/ Christopher Schiavo, as Attorney-in-Fact for David R. Tabors 04/12/2023
** 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 4 (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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