Sprinklr, Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Sprinklr, Inc. on August 10, 2026, regarding corporate governance changes. The report details the appointment of a new independent director to the Board of Directors, effective August 17, 2026.
Key Financial Metrics
The filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on director compensation and governance appointments.
Material Changes
- Board Expansion: The Board size increased from seven to eight directors.
- New Appointment: Jordi Ribas, Ph.D., was appointed as a Class II director. He currently serves as President of Search & AI at Microsoft Corporation.
- Committee Assignments: Dr. Ribas was appointed to the Nominating and Corporate Governance Committee and the Strategy Committee.
- Committee Change: Current director Eileen Schloss was removed from the Strategy Committee to accommodate Dr. Ribas's appointment.
Compensation and Governance Details
Dr. Ribas's compensation package includes:
- Equity Awards: An initial Restricted Stock Unit (RSU) award valued at $200,000, vesting in full on the first anniversary of the grant date. Subsequent annual RSU awards are valued at $200,000, with the first annual award prorated for partial service.
- Cash Retainers: A total annual cash retainer of $53,000, comprising $40,000 for Board service, $5,000 for the Nominating and Corporate Governance Committee, and $8,000 for the Strategy Committee. Payments are made in quarterly installments in arrears.
- Indemnification: Dr. Ribas will enter into the Company's standard indemnification agreement.
Investor Verification Checklist
- Verify Dr. Ribas's independence status and potential conflicts of interest given his executive role at Microsoft, a major technology competitor and partner.
- Review the "Amended and Restated Non-Employee Director Compensation Policy" (Exhibit 10.1) for details on vesting schedules and clawback provisions.
- Confirm the impact of the Strategy Committee composition change on the Company's strategic direction regarding AI and search technologies.
- Check subsequent filings for the actual grant date and share count of the RSU awards based on the closing stock price.