| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 06/22/2021 | 3. Issuer Name and Ticker or Trading Symbol Sprinklr, Inc. [ CXM ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Class B Common Stock | (1) | (1) | Class A Common Stock | 9,209,304 | (1) | I | Held by Palette Investments, LLC(2)(3)(5) |
| Class B Common Stock | (1) | (1) | Class A Common Stock | 484,700 | (1) | I | Held by Sixth Street Specialty Lending, Inc.(4)(5) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. Each share of the Company's Class B Common Stock is convertible into a share of the Company's Class A Common stock on a 1-to-1 basis and has no expiration date. |
| 2. These shares are owned directly by Palette Investments, LLC. Palette Investments, LLC is owned by each of (i) TCS Finance (A), LLC, a Delaware limited liability company, (ii) TCS Finance 1, LLC, a Delaware limited liability company and (iii) Palette IV Holdings, LLC, a Delaware limited liability company. Sixth Street Capital Solutions GenPar, L.P., a Delaware limited partnership, is the manager of TCS Finance (A), LLC and TCS Finance 1, LLC. Sixth Street Opportunities GenPar IV, L.P., a Delaware limited partnership, is the manager of Palette IV Holdings, LLC. |
| 3. Each of Sixth Street Opportunities GenPar IV, L.P. and Sixth Street Capital Solutions GenPar, L.P. is ultimately indirectly controlled by Sixth Street Partners Management Company, L.P., a Delaware limited partnership ("Management Company"). Management Company is managed by its general partner, whose managing member is Alan Waxman. Because of the relationship between Mr. Waxman and Palette Investments, LLC, he may be deemed to beneficially own the shares of the Company's Class B Common Stock owned by Palette Investments, LLC. |
| 4. These shares are owned directly by Sixth Street Specialty Lending, Inc., a Delaware corporation ("SLX"). SLX is managed by Sixth Street Specialty Lending Advisers, LLC, a Delaware limited liability company ("Adviser"). The business and affairs of Adviser are managed by Sixth Street Specialty Lending Advisers Holdings, LLC, a Delaware limited liability company, the sole member of Adviser ("Adviser Holdings"). Adviser Holdings is managed by TSSP Holdco Management, LLC, a Delaware limited liability company ("TSSP Holdco Management"). TSSP Holdco Management is managed by a board of directors, which is currently comprised of Mr. Waxman. Mr. Waxman is the CEO and Managing Partner of TSSP Holdco Management. Because Mr. Waxman is a member of the board of directors of TSSP Holdco Management, he may be deemed to beneficially own the shares of the Company's Class B Common Stock owned by SLX. |
| 5. Each reporting person disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein. |
| Remarks: |
| 6. Joshua Peck is signing on behalf of Mr. Waxman pursuant to an authorization and designation letter dated July 12, 2021, which was previously filed with the Securities and Exchange Commission. 7. The Reporting Persons are jointly filing this Form 3 pursuant to a Joint Filing Agreement dated as of August 27, 2021, a copy of which is filed as an Exhibit hereto. |
| Sixth Street Partners Management Company, L.P. By: /s/ David Stiepleman, Authorized Signatory of the GP of Sixth Street Partners Management Company, L.P. (7) | 08/27/2021 | |
| Alan Waxman By: /s/ Joshua Peck, on behalf of Alan Waxman (6)(7) | 08/27/2021 | |
| Sixth Street Specialty Lending, Inc. By: /s/ Ian Simmonds, Chief Financial Officer (7) | 08/27/2021 | |
| ** 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 5 (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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
