Cognyte Software Ltd. current report, Q3 FY2023

Cognyte Software Ltd. — Form 6-K Summary

Business context and reporting period

Cognyte Software Ltd. filed this Form 6-K for August 2023. The filing addresses voting procedures for the Company’s Annual General Meeting scheduled for September 6, 2023, and does not report quarterly or annual financial results.

Financial metrics

The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, or other financial metrics.

Material changes versus the prior comparable period

No financial or operational changes versus a prior comparable period are disclosed.

Guidance, outlook, risks, contingencies, and unusual items

  • Cognyte clarified that, as of the filing date and the Annual General Meeting record date, it was not aware of any shareholder qualifying as a “controlling shareholder” under Israel’s Companies Law.
  • The Company believes that, other than Chief Executive Officer Elad Sharon, none of its shareholders should have a personal interest in Proposal No. 2 included in the Annual General Meeting materials.
  • Shareholders other than Mr. Sharon are instructed to mark “NO” regarding whether they are controlling shareholders or have a personal interest in Proposal No. 2.
  • Approval of Proposal No. 2 requires either a majority of votes from shareholders without controlling status or a personal interest, or that opposing votes from those shareholders not exceed 2% of the Company’s total voting rights.
  • Votes from shareholders identifying themselves as controlling shareholders or as having a personal interest will not be counted for Proposal No. 2.
  • Shareholders who already voted are encouraged to confirm that their status was properly indicated.

Important facts to verify

  • Review the full Notice of General Meeting and Proxy Card for the substance of Proposal No. 2.
  • Confirm the final shareholder classifications and voting results following the September 6, 2023 Annual General Meeting.
  • Verify whether any shareholder subsequently asserted controlling-shareholder status or a personal interest under the Companies Law.