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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 9, 2025

 

 

Sprinklr, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Delaware   001-40528   45-4771485
(State or Other Jurisdiction
of Incorporation)
 

(Commission

File Number)

  (IRS Employer
Identification No.)

 

441 9th Avenue

12th Floor
New York, New York

  10001
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s Telephone Number, Including Area Code: (917) 933-7800

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange
on which registered

Class A Common Stock, par value $0.00003 per share   CXM   The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 


Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective January 13, 2025, Diane Adams, the Chief Culture and Talent Officer of Sprinklr, Inc. (the “Company”), transitioned to an advisory role. In connection with Ms. Adams’s transition, the Company expects to enter into a transition, separation and release of claims agreement (the “Separation Agreement”) with Ms. Adams, pursuant to which Ms. Adams will remain with the Company in an advisory role through February 14, 2025 (such period, the “Transition Period”). Pursuant to the Separation Agreement, during the Transition Period, Ms. Adams will continue to be paid at her current base salary rate and will remain eligible to participate in the Company’s benefit plans pursuant to the terms of those plans. At the end of the Transition Period, Ms. Adams will receive severance benefits consistent with the Company’s Executive Severance and Change in Control Plan, as amended from time to time, as well as the vesting acceleration of certain of her outstanding restricted stock unit and stock option awards as if she remained employed with the Company through and including May 14, 2025. Ms. Adams also will continue to be subject to customary continuing obligations post-employment, such as her obligations of confidentiality and to abide by applicable restrictive covenants.

The foregoing description of the Separation Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the complete text of the Separation Agreement, a copy of which the Company expects to file with its Annual Report on Form 10-K for the fiscal year ending January 31, 2025, and upon filing will be incorporated herein by reference.

 

Item 7.01

Regulation FD Disclosure.

On January 13, 2025, the Company issued a press release announcing the appointment of Joy Corso as the Company’s Chief Administrative Officer, effective as of January 13, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference.

This information set forth under Item 7.01 of this Current Report, including Exhibit 99.1 attached hereto, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that section. The information shall not be deemed incorporated by reference into any other filing with the Securities and Exchange Commission made by the Company regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit No.

  

Description of Exhibits

99.1    Press release, dated January 13, 2025
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Sprinklr, Inc.
By:  

 /s/ Jacob Scott

  Jacob Scott
  General Counsel & Corporate Secretary

Dated: January 13, 2025

Exhibit 99.1

Sprinklr Appoints Tech Executive Joy Corso as Chief Administrative Officer

NEW YORK, NY — January 13, 2025 Sprinklr (NYSE: CXM), the unified customer experience management (Unified-CXM) platform for modern enterprises, today announced the appointment of Joy Corso as Chief Administrative Officer, effective immediately. Corso will report to Sprinklr President and CEO, Rory Read.

In this new role, Corso will lead both the Marketing and Culture & Talent organizations, with a focus on strengthening market position, customer and employee engagement, talent development, and culture change to advance the company’s leadership position.

“We are thrilled to welcome Joy to the Sprinklr team. Her experience in the enterprise space, strong leadership, and proven track record driving business and culture transformation will be a valuable addition to our Executive Leadership Team,” said Sprinklr President and CEO, Rory Read. “While we have significant work ahead, we are taking the right steps to unlock our full potential. Joy’s extensive experience in the B2B tech industry, as well as her focus on delivering operational efficiencies and scale, will fundamentally support our next phase of growth. We have a clear focus on our ambidextrous strategy to reenergize and grow our Sprinklr Core while we harden and expand Sprinklr Service and help customers realize the full value of our AI-powered platform.”

Corso brings more than 25 years of global experience across industries. She joins Sprinklr from Vonage, where she served as Chief Marketing Officer. Her previous experience includes leadership roles in notable companies including Virtustream (a Dell Technologies Company), Advanced Micro Devices, Raytheon, and Fidelity Investments.

“I am truly delighted to be joining Sprinklr, particularly at such a pivotal point in its evolution,” said Corso. “Sprinklr’s vision is inspiring, and its platform that helps enterprises engage with audiences in unique and disruptive ways is a powerful proposition in an ever-increasing competitive marketplace. I’m excited to work with the Executive Leadership Team and our talented Sprinklr teammates across the globe to help innovate and scale to bring even more value to our customers all over the world.”

Also effective on January 13, 2025, Diane Adams will be leaving her role as Chief Culture and Talent Officer and will continue in an advisory capacity until February 14, 2025.


“We are grateful for Diane’s thoughtful leadership and vision, which has been instrumental in guiding our culture and growth from a private company to the organization we are today. Her contributions have laid an important foundation for our journey ahead,” said Read.

About Sprinklr

Sprinklr is a leading enterprise software company for all customer-facing functions. With advanced AI, Sprinklr’s unified customer experience management (Unified-CXM) platform helps companies deliver human experiences to every customer, every time, across any modern channel. Headquartered in New York City with employees around the world, Sprinklr works with more than 1,800 valuable enterprises — global brands like Microsoft, P&G, Samsung and more than 60% of the Fortune 100. Sprinklr’s value to the enterprise is simple: We un-silo teams to make customers happier.

Forward Looking Statements

This press release contains forward-looking information and statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the potential benefits of appointing Joy Corso as Sprinklr’s Chief Administrative Officer. By their nature, forward-looking information and statements are subject to risks, uncertainties, and contingencies, including (i) the risk that the potential benefits of Ms. Corso’s appointment are not realized and (ii) risks, uncertainties and contingencies that may apply to Sprinklr’s business. Additional risks and uncertainties that could cause actual outcomes and results to differ materially from those contemplated by the forward-looking statements are discussed in our Quarterly Report on Form 10-Q for the quarter ended October 31, 2024, filed with the Securities and Exchange Commission (the “SEC”) on December 4, 2024, under the caption “Risk Factors,” and in other filings that we make from time to time with the SEC. Sprinklr does not undertake to update any forward-looking statements or information, including those contained in this press release.

Press Contact

Austin DeArman

pr@sprinklr.com

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