Value Base: Glass Lewis recommends Cognyte shareholders vote against chairman

Glass Lewis recommends that Cognyte Software’s shareholders vote “AGAINST” the election of Chairman Earl Shanks ahead of the Company’s 2024 Annual Meeting of Shareholders, to be held on September 4, 2024. Tal Yaacobi, Managing Partner of Value Base, was quoted as saying “we welcome the decision of Glass Lewis to recommend voting against Chairman Earl Shanks. Change is needed to due to the 75% decline in the share price that has occurred during Chairman Shanks’ tenure on the Board.” Glass Lewis highlighted: The Company’s growth and TSR performance since the Verint spin-off has materially lagged its peers. TSR has ranked near the bottom quartile of the range of TSRs observed among a subset of publicly traded peers. In calendar year 2023, the average EV/NTM revenue multiple of the Company ranked in the bottom 3rd percentile of the range observed in the Proxy Peer Group. For the year-to-date period ended August 5, 2024, the average EV/NTM revenue multiple of the Company was in the 17th percentile of the range observed in the Proxy Peer Group. Glass Lewis believes Chairman Shanks should be held accountable for these issues, particularly the share price performance, given his lengthy tenure with the Company and its predecessor. Glass Lewis reiterated the urgent need for removal of Chairman Shanks by noting that “(s)hareholders should also consider that the Company maintains a classified board structure and, consequently, shareholders may not have an opportunity to formally register their discontent against Mr. Shanks for another three years if they do not do so this year.”