Important Information Regarding Section 20(a) Individual Liability Claims: Commvault CEO and CFO Allegedly Signed Off on ARR Growth Projections They Knew Were Built on Flawed Assumptions, Costing Investors $40.23 Per Share
NEW YORK, June 10, 2026 /PRNewswire/ -- Levi & Korsinsky, LLP alerts investors in Commvault Systems, Inc. (NASDAQ: CVLT) of a pending securities class action naming two senior executives as individual defendants. Class Period: April 29, 2025 through January 26, 2026. Find out if you qualify to recover losses or contact Joseph E. Levi, Esq. at jlevi@levikorsinsky.com | (212) 363-7500.
Commvault shares collapsed 31%, losing $40.23 per share in a single trading session on January 27, 2026. The Court has set July 17, 2026 as the deadline to apply for lead plaintiff appointment.
The Named Individual Defendants
Sanjay Mirchandani, President, Chief Executive Officer, and Director throughout the Class Period, and Jennifer DiRico, Chief Financial Officer from the start of the Class Period through December 31, 2025, are each named as individual defendants. The action contends both executives possessed the power and authority to control the contents of Commvault's SEC filings, press releases, and presentations to analysts and institutional investors.
Section 20(a) Control Person Framework
Section 20(a) of the Securities Exchange Act of 1934 imposes liability on individuals who "controlled" a company that violated Section 10(b). The complaint charges that Mirchandani and DiRico:
- Were provided with copies of the Company's reports and press releases alleged to be misleading prior to or shortly after their issuance
- Had the ability and opportunity to prevent issuance of false statements or cause them to be corrected
- Had access to material non-public information showing that ARR growth projections failed to account for the impact of sale type on net new ARR
- Knew that increased SaaS deal volume would land at average selling prices 2 to 3 times lower than term software licenses, materially diluting ARR growth figures
Sarbanes-Oxley Certification Obligations
As CEO and CFO respectively, Mirchandani and DiRico signed certifications under Sections 302 and 906 of the Sarbanes-Oxley Act attesting to the accuracy and completeness of Commvault's periodic SEC filings. The pleading asserts these certifications were made while both executives knew or were deliberately reckless in not knowing that the Company's ARR growth guidance was based on projections that ignored crucial variables.
Scienter Allegations
The lawsuit asserts that both defendants had actual knowledge of, or access to, non-public information confirming that variation in sale types would produce a different ARR growth rate than publicly projected. Despite this knowledge, as averred in the complaint, the defendants repeatedly raised projected ARR growth guidance throughout fiscal year 2026, from 16%-17% in April 2025 to 18%-19% by October 2025, and increased the quarterly net new ARR target from $40 million to $45 million.
"Corporate officers have a duty to ensure their companies' public statements are accurate and complete. When executives sign SOX certifications and simultaneously raise guidance they know is built on incomplete calculations, the federal securities laws provide shareholders a direct path to accountability." -- Joseph E. Levi, Esq.
Submit your information to join the recovery or call Joseph E. Levi, Esq. at (212) 363-7500.
WHY LEVI & KORSINSKY -- Ranked in ISS Securities Class Action Services' Top 50 Report for seven consecutive years, Levi & Korsinsky, LLP is a nationally recognized leader in shareholder rights litigation. With a team of over 70 professionals, the firm has recovered hundreds of millions of dollars for investors.
Frequently Asked Questions About the CVLT Lawsuit
Q: Who are the defendants named in the CVLT lawsuit? A: The complaint names Commvault Systems, Inc. and individual defendants Sanjay Mirchandani (CEO and Director) and Jennifer DiRico (CFO through December 31, 2025), who signed SEC filings and made public statements during the Class Period.
Q: What is the CVLT class action lawsuit about? A: A securities class action has been filed against Commvault Systems, Inc. (NASDAQ: CVLT) alleging materially false and misleading statements between April 29, 2025 and January 26, 2026. Shares fell approximately 31% after the truth was revealed, causing significant losses for shareholders.
Q: What is a lead plaintiff and why does it matter? A: A lead plaintiff is the investor appointed by the court to represent the entire class. Lead plaintiffs are typically investors with the largest documented losses. Being appointed does not increase individual recovery but gives direct oversight of how the case is run.
Q: What does it cost me to participate? A: Nothing. Securities class actions are handled on a pure contingency basis. No upfront fees, no retainer, no out-of-pocket costs.
Q: What if I already sold my CVLT shares -- can I still recover losses? A: Yes. Eligibility is based on when you purchased, not whether you still hold them. Investors who bought during the Class Period and sold at a loss may still participate.
Q: How long will the lawsuit take to resolve? A: Securities class actions typically take two to four years from initial filing to resolution.
Q: Can I join a different law firm's lawsuit instead? A: Multiple firms often file competing complaints. The court consolidates and appoints a single lead counsel. Contacting Levi & Korsinsky before July 17, 2026 ensures your losses are considered.
CONTACT:
Levi & Korsinsky, LLP
Joseph E. Levi, Esq.
Ed Korsinsky, Esq.
33 Whitehall Street, 27th Floor
New York, NY 10004
jlevi@levikorsinsky.com
Tel: (212) 363-7500
Fax: (212) 363-7171
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SOURCE Levi & Korsinsky, LLP
