{"id":23483,"date":"2020-06-08T12:03:30","date_gmt":"2020-06-08T12:03:30","guid":{"rendered":""},"modified":"2023-11-30T14:36:53","modified_gmt":"2023-11-30T19:36:53","slug":"commvault-announces-agreement-with-starboard","status":"publish","type":"news","link":"https:\/\/www.commvault.com\/news\/commvault-announces-agreement-with-starboard","title":{"rendered":"Commvault Announces Agreement With Starboard"},"content":{"rendered":"\n

Independent\nDirectors with Experience in Cloud, Software and SaaS to Join Board <\/em><\/p>\n\n\n\n

New Operating Committee to Oversee Budgeting Process and Establish Margin Targets and Balanced Capital Allocation Policy<\/em><\/p>\n\n\n\n

Tinton Falls, N.J., June 8, 2020 \u2013<\/strong> Commvault (NASDAQ: CVLT), a recognized global enterprise software leader in the management of data across cloud and on-premises environments, today announced that it has entered into an agreement with Starboard Value LP and its affiliates (\u201cStarboard\u201d), an investment firm that owns approximately 9.3% of Commvault\u2019s outstanding common stock. <\/p>\n\n\n\n

As part of the agreement, three new independent directors, Todd Bradley, Allison Pickens and Arlen Shenkman, will join Commvault\u2019s Board of Directors, effective June 7, 2020. In addition, the Board will create a new Operating Committee, which will oversee the Company\u2019s budgeting process and work with management to establish margin targets and a balanced capital allocation policy for the Company, which the Company has agreed to announce publicly no later than the Company\u2019s earnings announcement for the quarter ended Dec. 31, 2020. The Operating Committee will be comprised of Mr. Bradley, Mr. Charles Moran and Mr. Shenkman, with Mr. Shenkman serving as Chair. <\/p>\n\n\n\n

\u201cWith\nour industry-leading technology and commitment to innovation, Commvault has significant\nopportunities for growth and value creation, particularly given the number of companies\nmoving to remote working environments. Today\u2019s agreement reflects the Board and\nleadership team\u2019s commitment to realizing these opportunities and our alignment\nwith Starboard on additional directors and actions to support these efforts,\u201d\nsaid Nicholas Adamo, Chairman of the Commvault Board. <\/p>\n\n\n\n

\u201cWe have been evolving the Board\u2019s skill set with an emphasis on experience in software and cloud to advance our transformation. We are pleased to add three highly qualified directors who bring both targeted experience and diversity to the Board. We also expect the new Operating Committee to build on the progress Sanjay Mirchandani has made since being appointed CEO, including important changes to our operating priorities, improvements to our go-to-market strategy and investments in Commvault\u2019s technology differentiation,\u201d Adamo continued.<\/p>\n\n\n\n

Jeff Smith, Chief Executive Officer of Starboard, said: \u201cWe appreciate the collaborative dialogue we have had with Commvault\u2019s Board and leadership team. Commvault is an outstanding company. We believe the expertise provided by these new directors and the focus of the Board\u2019s Operating Committee will help improve Commvault\u2019s profitable growth, return on investment, and enhance value creation.\u201d<\/p>\n\n\n\n

In\nconnection with the agreement, Alan Bunte, Frank Fanzilli and Daniel Pulver will\nbe departing the Board. <\/p>\n\n\n\n

Mr.\nAdamo continued, \u201cOn behalf of the entire Board, I would like to thank Al, Frank\nand Dan for their dedicated service and contributions to Commvault. We\nappreciate their leadership, and we wish them the best.\u201d <\/p>\n\n\n\n

With the changes announced today, Commvault\u2019s Board will be comprised of 11 directors, 10 of whom are independent, and Commvault will have added a diverse group of seven new independent directors since 2018.<\/p>\n\n\n\n

Pursuant\nto the agreement, Starboard agreed to withdraw its director nominations\npreviously submitted to the Company and support the Board\u2019s full slate of\ndirectors at the 2020 Annual Meeting. Starboard also agreed to abide by\ncustomary standstill provisions and voting commitments. The complete agreement\nwill be filed by the Company with the U.S. Securities and Exchange Commission\n(\u201cSEC\u201d) as an exhibit to the Current Report on Form 8-K.<\/p>\n\n\n\n

Centerview Partners LLC is acting as financial advisor and Paul, Weiss, Rifkind, Wharton & Garrison LLP is acting as legal advisor to Commvault.<\/p>\n\n\n\n

About Todd Bradley <\/strong> <\/p>\n\n\n\n

Mr.\nBradley has significant leadership, finance, digital, marketing, technology and\nsoftware experience. He previously served as the Chairman and Chief Executive\nOfficer of Mozido, a cloud-based mobile payment provider, from October 2015 to\nMay 2017. Prior to that, Mr. Bradley served as the President of TIBCO Software\nInc., a provider of infrastructure and business intelligence software, from\nJune 2014 until it was acquired by Vista Equity Partners in December 2014. From\n2005 to April 2014, Mr. Bradley served in a variety of roles at HP Inc. (\u201cHP\u201d),\na manufacturer of computers and printing products, along with related\ntechnologies solutions and services, including most recently as Executive Vice\nPresident, Strategic Growth Initiatives from June 2013 to April 2014. Earlier\nin his career, Mr. Bradley served as President and CEO of Palm, Inc., a\npersonal digital assistant and smartphone manufacturer, which was later\nacquired by HP.<\/p>\n\n\n\n

Mr.\nBradley is currently a member of the Board of Directors of Eastman Kodak\nCompany and Mattel, Inc. Previously, he served as a member of the Board of TrueCar\nInc. <\/p>\n\n\n\n

Mr.\nBradley holds a B.S. from Towson University.<\/p>\n\n\n\n

About Allison Pickens<\/strong><\/p>\n\n\n\n

Allison\nPickens is a technology executive with significant experience driving growth\nand strategic transformation initiatives at SaaS companies. Ms. Pickens most\nrecently served as Chief Operating Officer and previously held other executive\nroles at Gainsight, a SaaS company, from 2014 to 2020. She is the co-author of\nthe book The Customer Success Economy, published by Wiley in spring 2020. Ms.\nPickens previously worked at Bain Capital Private Equity, where she evaluated\ninvestments in a range of industries, and Boston Consulting Group, where she\nwas a management consultant to both public and private companies.<\/p>\n\n\n\n

Ms.\nPickens is a member of the Board of Directors of Rainforest QA, a\nventure-backed SaaS company, and is a member of the Technology Advisory Network\nat Boston Consulting Group, where she advises on strategic transformations of\ntechnology companies. She also has served as an Executive-in-Residence at\nBessemer Venture Partners, advising portfolio companies on how to grow and\nretain subscription revenue. Previously she served as a member of the Board of\neCompliance, a privately-funded SaaS company, until its successful acquisition\nby Alcumus. <\/p>\n\n\n\n

Ms. Pickens has an MBA from the Stanford University Graduate School of Business and a B.A. from Yale University.<\/p>\n\n\n\n

About Arlen Shenkman<\/strong><\/p>\n\n\n\n

Mr.\nShenkman has substantial experience helping to lead large-scale business\ntransformations for growth of SaaS and working with companies that specialize\nin complex-cloud environments and enterprise application software. He is\ncurrently Executive Vice President and Chief Financial Officer at Citrix\nSystems, Inc., where he is responsible for all of the company\u2019s financial and\ncapital management strategies, budgeting and planning, financial accounting,\ntax and treasury, investor relations, strategic alliances, and M&A. He joined\nCitrix in September 2019 from SAP, where he most recently served as Executive\nVice President and Global Head of Business Development and Ecosystems. Prior to\nthat role, Mr. Shenkman served as Chief Financial Officer of SAP North America,\nthe company\u2019s largest business unit. Mr. Shenkman previously served as Global\nHead of Corporate Development for SAP and was a principal architect of SAP\u2019s\nrapid transformation into a cloud company. <\/p>\n\n\n\n

Mr.\nShenkman has a J.D. from the University of Miami School of Law, an M.B.A. from\nthe Fox School of Business at Temple University, and a bachelor\u2019s degree in\npolitical science from George Washington University.<\/p>\n\n\n\n

About Commvault<\/strong><\/p>\n\n\n\n

Commvault is the recognized leader in data backup and recovery. Commvault’s converged data management solution redefines what backup means for the progressive enterprise through solutions that protect, manage and use their most critical asset \u2014 their data. Commvault software, solutions and services are available from the company and through a global ecosystem of trusted partners. Commvault employs more than 2,500 highly-skilled individuals across markets worldwide, is publicly traded on NASDAQ (CVLT), and is headquartered in Tinton Falls, New Jersey in the United States. To learn more about Commvault visit www.commvault.com<\/a><\/p>\n\n\n\n

About Starboard <\/strong><\/p>\n\n\n\n

Starboard Value LP is a New York-based investment adviser with a focused and differentiated fundamental approach to investing primarily in publicly traded U.S. companies. Starboard seeks to invest in deeply undervalued companies and actively engage with management teams and boards of directors to identify and execute on opportunities to unlock value for the benefit of all shareholders.<\/p>\n\n\n\n

Safe Harbor Statement<\/strong><\/p>\n\n\n\n

This\ndocument may contain forward-looking statements, including statements regarding\nfinancial projections, which are subject to risks and uncertainties, such as\ncompetitive factors, difficulties and delays inherent in the development,\nmanufacturing, marketing and sale of software products and related services,\ngeneral economic conditions, outcome of litigation and others. For a discussion\nof these and other risks and uncertainties affecting Commvault’s business, see\nCommvault’s filings with the SEC, including those discussed in Commvault’s most\nrecent Annual Report on Form 10-K and in any subsequent periodic reports on\nForm 10-Q and Form 8-K, each of which is on file with the SEC and available at\nthe SEC’s website at www.sec.gov. Statements regarding Commvault’s beliefs,\nplans, expectations or intentions regarding the future are forward-looking\nstatements, within the meaning of Section 27A of the Securities Act of 1933, as\namended and Section 21E of the Securities Exchange Act of 1934, as amended. All\nsuch forward-looking statements are made pursuant to the safe harbor provisions\nof the Private Securities Litigation Reform Act of 1995. Actual results may\ndiffer materially from anticipated results. Commvault does not undertake to\nupdate its forward-looking statements. \nThe development and timing of any product release as well as any of its\nfeatures or functionality remain at our sole discretion.<\/p>\n","protected":false},"excerpt":{"rendered":"

Commvault today announced that it has entered into an agreement with Starboard Value LP and its affiliates (\u201cStarboard\u201d), an investment firm which owns approximately 9.3% of Commvault\u2019s outstanding common stock. <\/p>\n","protected":false},"author":24,"featured_media":494367,"comment_status":"closed","ping_status":"closed","template":"","meta":{"_custom_css":"","_custom_js_footer":"","_page_background_color":"","_remove_from_search":false,"_dark_mode":false,"_light_footer_mode":false,"_sidebar_form":{"id":"","name":"","cta":"","redirect":""},"_alert_notification_bar":{"show":true,"bg_color":"","content":"","call_to_action_label":"","call_to_action_link":""},"_footer_cta":{"show":false,"title":"","subtitle":"","cta_text":"","cta_link":"","background":{"id":0,"url":""}},"_cmv_customer_logo":{"id":0,"url":""},"_use_boilerplate":""},"class_list":{"0":"post-23483","1":"news","2":"type-news","3":"status-publish","4":"has-post-thumbnail","6":"entry"},"yoast_head":"\nCommvault Announces Agreement With Starboard - 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