Press release
Cognyte Issues Letter to Shareholders Highlighting Recent Progress and Momentum
Reaffirms Commitment to Adding a U.S.-Based Director with Relevant Experience and Making Further Disclosure Enhancements Board Urges Shareholders to Vote
About this update from Cognyte Software Ltd.
[{"type":"text","content":"\nReaffirms Commitment to Adding a U.S.-Based Director with Relevant Experience and Making Further Disclosure Enhancements\n\n\nBoard Urges Shareholders to Vote Today “For” Chairman Earl Shanks and CEO Elad Sharon, and “For” the Proposal to Approve the Amendments to Cognyte’s CEO Compensation Plan\n\n\n HERZLIYA, Israel--(BUSINESS WIRE)--\nCognyte Software Ltd. (NASDAQ: CGNT) (the “Company” or “Cognyte”), a global leader in investigative analytics software, today publicized a letter to shareholders highlighting the actions the Board and leadership team have taken to strengthen and reposition the business. In the letter, the Board of Directors also reaffirmed the Company’s commitment to enhance its disclosures of key performance indicators and to identify a new independent director with relevant experience in the United States.\n\n\nThe full text of the letter follows:\n\n\nDear Fellow Shareholders:\n\n\nThis year’s Annual Meeting of Shareholders (the “Annual Meeting”) of Cognyte Software Ltd. (“Cognyte” or the “Company”) is fast approaching. The meeting will be held on September 4, 2024. To help ensure Cognyte’s momentum and progress continues, the Board of Directors (the “Board”) urges shareholders to vote “FOR” Earl Shanks and Elad Sharon, and “FOR” the proposal to approve the amendments to Cognyte’s CEO’s compensation plan.\n\n\nBoth Mr. Shanks, who was appointed independent Chairman of the Board in 2023, and Mr. Sharon, Cognyte’s CEO, are key leaders who have been instrumental in driving Cognyte’s business repositioning and improved execution. These efforts have helped Cognyte return to growth, delivering sustained and expanding profitability. Investors are recognizing our improvement, and over the last 12 months, we have delivered a total shareholder return of 55%, significantly outperforming our peers and the broader market.1 We also recently raised guidance for fiscal year 2025, reflecting increased confidence in our business prospects.\n\n\nDespite our recent progress, one of Cognyte’s shareholders, Value Base Fund (“Value Base”), is demanding a seat on our Board and is seeking to replace Mr. Shanks with one of its investment managers, Tal Yaacobi.\n\n\nValue Base’s motives are unclear; to date, it has not offered any meaningful suggestions for improving our strategy, operations or governance, nor has Mr. Yaacobi been ab...