Company Overview - Commvault is a leading provider of cyber resilience and data protection solutions for the hybrid cloud, helping over 100,000 organizations maintain data safety and business continuity [8] - The company offers a unique cyber resilience platform that integrates data security and rapid recovery across various workloads, achieving the lowest total cost of ownership (TCO) [8] Sponsorship Announcement - Commvault announced its sponsorship of Agustín Tapia, the joint top-ranked male padel player in the world, aiming to enhance the sport's visibility and promote the importance of resilience [1][6] - Tapia, known for his exceptional skills and resilience on the court, is expected to help Commvault reach a broader audience and educate fans about cyber resilience [2][6] Padel Sport Insights - Padel is a rapidly growing sport with 30 million active players in over 130 countries, predominantly in Europe, but also gaining traction in the United States with over 100,000 active players and 175 clubs [5] - The sport combines elements of tennis and squash, played on a smaller court, which allows for strategic play and extended rallies [4] Partnership Goals - The collaboration between Commvault and Tapia aims to bring the excitement of padel to new audiences while emphasizing the significance of readiness and resilience in both sports and business contexts [3][6] - Tapia expressed enthusiasm for the partnership, highlighting the shared values of resilience and preparation that both he and Commvault embody [3]

Accessibility StatementSkip Navigation Annual event features insights from industry leaders, hands-on cyberattack simulations, and exclusive product launches TINTON FALLS, N.J., Sept. 9, 2025 /PRNewswire/ -- Commvault (NASDAQ: CVLT), a leading provider of cyber resilience and data protection solutions for the hybrid cloud, today announced SHIFT 2025. This year's premier in-person experience will be held in New York City, November 11-12, and promises to be the most transformative and impactful Commvault eve ...

Core Insights - Commvault is showcasing its cyber resilience and data protection solutions at CrowdStrike's Fal.Con 2025 event, emphasizing its capabilities in threat detection, rapid response, and data recovery [1][2][6] - The collaboration between Commvault and CrowdStrike aims to enhance incident response and cyber recovery services for joint customers, integrating CrowdStrike's Falcon cybersecurity platform with Commvault Cloud [6][8] Group 1: Event Details - Commvault will have a booth (1504) at Fal.Con 2025, featuring live demos of its latest integrations with CrowdStrike, including coordinated cyber recovery and incident response services [2][3] - Attendees can participate in a hands-on Recovery Range experience, which includes CrowdStrike Falcon® Insight XDR, and engage with Commvault's product and technical experts [2][3] Group 2: Breakout Sessions and Simulations - A breakout session titled "Integrating Cyber Defense to Accelerate Recovery and Minimize Data Loss" is scheduled for September 16, focusing on the collaboration between Commvault and CrowdStrike [4] - The Commvault Recovery Range offers a real-world cyberattack simulation for attendees to test their response strategies, scheduled for September 16 at Top Golf Las Vegas [5] Group 3: Partnership and Offerings - The partnership between Commvault and CrowdStrike was solidified in April, providing a unified set of services for incident response and cyber resilience [6] - Commvault serves over 100,000 organizations, offering a comprehensive cyber resilience platform that ensures data security and rapid recovery across various workloads [8]

Core Viewpoint - Commvault Systems, Inc. has announced a private offering of $785 million in 0% Convertible Senior Notes due 2030 to enhance strategic flexibility and fund various corporate activities [2][5]. Group 1: Transaction Details - The offering size was increased from the initially announced $750 million [2]. - The Notes will mature on September 15, 2030, and will not bear regular interest [7]. - An option for initial purchasers to buy an additional $115 million in Notes is available [4]. Group 2: Use of Proceeds - Approximately $86.9 million of the net proceeds will fund capped call transactions [6]. - About $117.7 million will be used to repurchase approximately 0.66 million shares of common stock at a price of $178.78 per share [6]. - Remaining proceeds will be allocated for general corporate purposes, including potential acquisitions or strategic investments [6]. Group 3: Notes Characteristics - The initial conversion rate is set at 4.2215 shares of common stock per $1,000 principal amount, equating to a conversion price of approximately $236.88 per share, representing a 32.5% premium over the last reported sale price [8][9]. - The capped call transactions are designed to offset potential dilution from the conversion of the Notes, with an initial cap price of $357.56 per share [9][13]. - The Notes will not be redeemable before September 22, 2028, and can be redeemed under specific conditions [11]. Group 4: Market Impact - The concurrent share repurchases may have influenced the trading price of Commvault's common stock, potentially leading to a higher initial conversion price for the Notes [17]. - The establishment of hedges related to the capped call transactions may affect the market price of Commvault's common stock and the Notes [14].

Core Insights - Commvault has launched two new products, HyperScale Edge and HyperScale Flex, to enhance its HyperScale portfolio, aimed at improving cyber resilience and data protection for modern enterprises [1][2][3] Product Offerings - HyperScale Edge is designed for localized data protection and recovery in remote sites and small to medium-sized businesses, providing flexibility and ease of deployment [3][6] - HyperScale Flex targets large, data-intensive workloads, offering high-performance backup and recovery with a flexible architecture that connects to external flash storage pools [4][6] Market Context - The 2024 Verizon Data Breach Investigations Report indicates a significant rise in breaches from edge devices and VPNs, increasing to 22%, highlighting the need for robust data protection solutions [2][9] - Commvault's new offerings are positioned to address the growing cyber threats and the need for resilience in various enterprise environments [3][5] Partnerships and Ecosystem - Commvault collaborates with major hardware partners including Dell, HPE, Lenovo, Pure Storage, and VAST Data to deliver its HyperScale solutions [1][4] - The integration with these partners allows customers to leverage existing infrastructure while enhancing their data protection capabilities [3][5] Availability and Pricing - HyperScale Edge is available now on a subscription basis or as a perpetual license, while HyperScale Flex is currently in early adopter phase [6][7]

Core Insights - 93% of UK businesses have experienced a business-critical cyber incident, significantly higher than the global average of 86% [2][3] - UK organizations are 21% less likely to have a dedicated recovery environment and 11% less likely to have tested their recovery plans recently compared to other countries [3][6] - The concept of Minimum Viability Company (MVC) is highlighted as essential for quick business resumption post-cyberattack, yet many UK businesses face challenges in achieving this [4][5] Cyber Incident Statistics - Only 7% of UK businesses report never having experienced a business-critical incident, while 57% of incidents occurred in the last 18 months [2] - Nearly two-thirds of UK businesses have taken foundational steps towards resilience, with 65% maintaining an inventory of critical systems and 61% creating defined incident response processes [6] Barriers to Recovery - The complexity of existing systems and applications is cited as the biggest challenge for 52% of UK businesses in achieving MVC [5] - 47% of respondents struggle to align recovery plans with changing business needs, and 30% find it difficult to separate core systems from broader operations [5] Organizational Readiness - Only 36% of UK organizations strongly believe in prioritizing the MVC approach, indicating a gap in commitment to recovery strategies [7] - The evolving threat landscape has made business recovery a key concern at the board level, highlighting the need for executive leadership to prioritize recovery efforts [8]

Financial Data and Key Metrics Changes - The meeting confirmed that over 94% of stockholders voted, indicating strong shareholder engagement and approval of company proposals [3][6] - All proposals presented at the meeting were approved, reflecting confidence in the company's governance and strategic direction [6] Business Line Data and Key Metrics Changes - No specific financial data or business line performance metrics were discussed during the meeting [6] Market Data and Key Metrics Changes - No specific market data or performance metrics were provided during the meeting [6] Company Strategy and Development Direction and Industry Competition - The company is focused on governance matters, including the election of directors and executive compensation, which suggests a commitment to strong leadership and accountability [4][5] - The approval of shares for issuance under the Omnibus Incentive Plan indicates a strategy to incentivize and retain key talent [4] Management Comments on Operating Environment and Future Outlook - Management did not provide specific comments on the operating environment or future outlook during the meeting [6] Other Important Information - The meeting included the appointment of Ernst and Young LLP as the independent auditors for the fiscal year ending March 31, 2026, which is a standard practice for maintaining financial integrity [4] Q&A Session All Questions and Answers - There were no questions posed during the meeting, indicating either a lack of concerns from shareholders or a preference for the proposals presented [5][6]

Part I – FINANCIAL INFORMATION [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) Commvault Systems, Inc. reported strong Q1 FY2026 financial performance, driven by subscription revenue growth, increased net income, and notable balance sheet and cash flow changes [Unaudited Consolidated Balance Sheets](index=3&type=section&id=Unaudited%20Consolidated%20Balance%20Sheets%20as%20of%20June%2030%2C%202025%20and%20March%2031%2C%202025) [Unaudited Consolidated Statements of Operations](index=4&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Operations%20for%20the%20three%20months%20ended%20June%2030%2C%202025%20and%202024) [Unaudited Consolidated Statements of Comprehensive Income](index=5&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Comprehensive%20Income%20for%20the%20three%20months%20ended%20June%2030%2C%202025%20and%202024) [Unaudited Consolidated Statements of Stockholders' Equity](index=6&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Stockholders%27%20Equity%20for%20the%20three%20months%20ended%20June%2030%2C%202025%20and%202024) [Unaudited Consolidated Statements of Cash Flows](index=7&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Cash%20Flows%20for%20the%20three%20months%20ended%20June%2030%2C%202025%20and%202024) [Notes to Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements%20(unaudited)) Consolidated Balance Sheet Highlights (in thousands) | Metric | June 30, 2025 | March 31, 2025 | | :-------------------------- | :-------------- | :------------- | | Cash and cash equivalents | $363,234 | $302,103 | | Total current assets | $667,130 | $635,057 | | Total assets | $1,176,437 | $1,118,266 | | Total current liabilities | $535,983 | $555,050 | | Deferred revenue | $664,870 | $626,212 | | Total stockholders' equity | $364,739 | $325,122 | Consolidated Statements of Operations Highlights (Three Months Ended June 30, in thousands) | Metric | 2025 | 2024 | | :---------------------- | :---------- | :---------- | | Total revenues | $281,978 | $224,672 | | Total cost of revenues | $50,777 | $39,788 | | Gross margin | $231,201 | $184,884 | | Income from operations | $25,091 | $18,428 | | Net income | $23,496 | $18,527 | | Basic EPS | $0.53 | $0.42 | | Diluted EPS | $0.52 | $0.41 | Consolidated Statements of Cash Flows Highlights (Three Months Ended June 30, in thousands) | Activity | 2025 | 2024 | | :-------------------------------------- | :---------- | :---------- | | Net cash provided by operating activities | $31,681 | $44,692 | | Net cash provided by (used in) investing activities | $26,826 | $(22,336) | | Net cash used in financing activities | $(16,908) | $(46,052) | | Net increase (decrease) in cash and cash equivalents | $61,131 | $(24,883) | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=21&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section details Commvault's cyber resiliency focus, strong subscription revenue growth, key performance indicators, foreign currency impacts, operating expenses, and liquidity - Commvault aims to provide cyber resiliency by protecting and recovering data and cloud-native applications against increasing cyber threats, including ransomware, across on-premises, hybrid, and multi-cloud environments[90](index=90&type=chunk) - Subscription arrangements, including term-based licenses and SaaS, are the primary revenue drivers, with a focus on recurring revenue. Indirect distribution channels accounted for approximately **90% of total revenues**[91](index=91&type=chunk)[93](index=93&type=chunk) Key Performance Indicators (in millions) | Metric | June 30, 2025 | June 30, 2024 | % Growth | | :----------------- | :------------ | :------------ | :------- | | Total ARR | $996.2 | $802.7 | 24% | | Subscription ARR | $843.9 | $635.9 | 33% | | SaaS ARR | $306.9 | $187.9 | 63% | | SaaS NRR | 125% | 127% | -2% | - Total revenues increased by **$57.3 million**, or **26% year-over-year**, primarily driven by a **36% increase in term-based license revenue** and a **66% increase in SaaS revenue**. Perpetual license revenue decreased by **47%**[117](index=117&type=chunk)[120](index=120&type=chunk) - Operating expenses increased across sales and marketing (**28%**), research and development (**21%**), and general and administrative (**34%**), primarily due to increased employee compensation, headcount, and marketing initiatives[125](index=125&type=chunk) - The company refinanced its revolving credit facility, increasing it to **$300 million**, and approved an increase in the share repurchase program to **$250 million**. Cash and cash equivalents stood at **$363.2 million** as of June 30, 2025[129](index=129&type=chunk)[130](index=130&type=chunk) [Overview](index=21&type=section&id=Overview) [Sources of Revenues](index=21&type=section&id=Sources%20of%20Revenues) [Key Performance Indicators](index=22&type=section&id=Key%20Performance%20Indicators) [Foreign Currency Exchange Rates' Impact on Results of Operations](index=23&type=section&id=Foreign%20Currency%20Exchange%20Rates%27%20Impact%20on%20Results%20of%20Operations) [Critical Accounting Policies](index=24&type=section&id=Critical%20Accounting%20Policies) [Results of Operations](index=25&type=section&id=Results%20of%20Operations) [Revenues](index=25&type=section&id=Revenues) [Cost of Revenues and Gross Margin](index=26&type=section&id=Cost%20of%20Revenues%20and%20Gross%20Margin) [Operating Expenses](index=27&type=section&id=Operating%20Expenses) [Income Tax Expense](index=28&type=section&id=Income%20Tax%20Expense) [Liquidity and Capital Resources](index=28&type=section&id=Liquidity%20and%20Capital%20Resources) [Impact of Recently Issued Accounting Standards](index=29&type=section&id=Impact%20of%20Recently%20Issued%20Accounting%20Standards) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=29&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) Commvault faces foreign currency risk from international sales, incurring **$1.2 million** in transaction losses, while interest rate risk is insignificant - The company does not report significant interest rate risk[136](index=136&type=chunk) - Approximately **44% of sales** were outside the United States for the three months ended June 30, 2025, exposing the company to foreign currency fluctuations, primarily against the Euro, Australian dollar, British pound sterling, Canadian dollar, Chinese yuan, Indian rupee, Korean won, and Singapore dollar[138](index=138&type=chunk) - Net foreign currency transaction losses of approximately **$1.2 million** were recognized for the three months ended June 30, 2025, compared to insignificant losses in the prior year[140](index=140&type=chunk) [Interest Rate Risk](index=29&type=section&id=Interest%20Rate%20Risk) [Foreign Currency Risk](index=30&type=section&id=Foreign%20Currency%20Risk) [Item 4. Controls and Procedures](index=30&type=section&id=Item%204.%20Controls%20and%20Procedures) Management confirmed effective disclosure controls and procedures as of June 30, 2025, with no material internal control changes, acknowledging inherent limitations - Disclosure controls and procedures were evaluated and concluded to be effective as of June 30, 2025[141](index=141&type=chunk) - No material changes in internal control over financial reporting occurred during the first quarter of fiscal 2026[142](index=142&type=chunk) - Management acknowledges that control systems provide only reasonable, not absolute, assurance and have inherent limitations, such as faulty judgments, simple errors, collusion, or management override[143](index=143&type=chunk) [Evaluation of Disclosure Controls and Procedures](index=30&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) [Changes in Internal Control over Financial Reporting](index=30&type=section&id=Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) [Inherent Limitations on Internal Controls](index=30&type=section&id=Inherent%20Limitations%20on%20Internal%20Controls) Part II – OTHER INFORMATION [Item 1. Legal Proceedings](index=31&type=section&id=Item%201.%20Legal%20Proceedings) Commvault Systems, Inc. is not involved in any legal proceedings expected to materially adversely affect its business or operating results - The company does not believe it is currently involved in any pending legal action that could reasonably be expected to have a material adverse effect on its business or operating results[145](index=145&type=chunk) [Item 1A. Risk Factors](index=31&type=section&id=Item%201A.%20Risk%20Factors) Risk factors are incorporated from the Annual Report on Form 10-K for fiscal year ended March 31, 2025, with no material changes reported - Risk factors are incorporated by reference from the Annual Report on Form 10-K for the year ended March 31, 2025[146](index=146&type=chunk) - There have been no material changes from the risk factors set forth in the Annual Report on Form 10-K[146](index=146&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=31&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The Board approved a **$250.0 million** share repurchase program increase, with **$15.1 million** repurchased and **$235.0 million** remaining - On April 17, 2025, the Board approved an increase of the existing share repurchase program, making **$250.0 million** available with no expiration date[147](index=147&type=chunk) Issuer Purchases of Equity Securities (Three Months Ended June 30, 2025) | Period | Total shares purchased | Average price paid per share | Total number of shares purchased as part of publicly announced programs | Approximate dollar value of shares that may yet be purchased under the program (in thousands) | | :--------------------------- | :--------------------- | :--------------------------- | :-------------------------------------------------------------------- | :------------------------------------------------------------------------------------------ | | April 1, 2025 - April 30, 2025 | — | $— | — | $250,000 | | May 1, 2025 - May 31, 2025 | — | $— | — | $250,000 | | June 1, 2025 - June 30, 2025 | 82,102 | $183.30 | 82,102 | $234,950 | | Three months ended June 30, 2025 | 82,102 | $183.30 | | | [Item 3. Defaults Upon Senior Securities](index=31&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) Commvault Systems, Inc. reported no defaults upon senior securities during the period - There were no defaults upon senior securities[148](index=148&type=chunk) [Item 4. Mine Safety Disclosures](index=31&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Mine Safety Disclosures are not applicable to Commvault Systems, Inc. - Mine Safety Disclosures are not applicable[149](index=149&type=chunk) [Item 5. Other Information](index=32&type=section&id=Item%205.%20Other%20Information) The company disclosed Rule 10b5-1 trading arrangements adopted or modified by its CFO and CCO for common stock sales during the quarter - Jennifer DiRico, CFO, adopted a Rule 10b5-1 trading arrangement on June 10, 2025, for the sale of up to approximately **21,000 shares**, effective until March 6, 2026[150](index=150&type=chunk) - Gary Merrill, CCO, modified his Rule 10b5-1 trading arrangement on June 13, 2025, to increase shares for sale to approximately **34,000**, effective until May 31, 2027[151](index=151&type=chunk) [Item 6. Exhibits](index=32&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including key agreements, certifications, and XBRL documents - Key exhibits include the Lease Agreement (effective April 28, 2025), Credit Agreement (dated April 15, 2025), and certifications from the CEO and CFO[153](index=153&type=chunk) - The report also includes various XBRL Taxonomy Extension Documents and the Cover Page Interactive Data File[153](index=153&type=chunk) SIGNATURES [SIGNATURES](index=33&type=section&id=SIGNATURES) The Form 10-Q report was signed on July 30, 2025, by Sanjay Mirchandani (CEO) and Jennifer DiRico (CFO), certifying its contents - The report was signed by Sanjay Mirchandani, Director, President and Chief Executive Officer, and Jennifer DiRico, Chief Financial Officer, on July 30, 2025[157](index=157&type=chunk)

Core Viewpoint - There is a significant gap between the support for a ban on ransomware payments and the willingness to comply with such a ban in practice, particularly in the private sector [1][3]. Group 1: Survey Findings - 96% of UK business leaders from companies with revenues over £100 million believe that ransom payments should be banned in both public and private sectors [1][3]. - 99% of respondents support a ban on ransom payments in the private sector, while 94% support a ban in the public sector [1][3]. - Despite the strong support for a ban, only 10% of private sector respondents indicated they would comply with a ban if attacked, while 15% were neutral on compliance [3]. Group 2: Government and Cybersecurity Implications - The proposed ban would legally prohibit ransom payments by public sector organizations and critical national infrastructure operators, requiring other businesses to notify the government of any intent to pay a ransom [2]. - Over a third (34%) of those supporting the ban believe it would lead to increased government support for cyber resilience, while another third (33%) think it would reduce the frequency of attacks by removing incentives for attackers [4]. Group 3: Cybersecurity Landscape - The latest Cyber Security Breaches Survey 2025 reported that approximately 43% of UK businesses (around 612,000) experienced a cyber security breach or attack in the past year [5]. - Almost all respondents (98%) indicated that cyber readiness and recovery would be a top spending priority, emphasizing the need for resilience over reactive payments [6]. - Recovery from a cyberattack takes an average of 24 days, which can lead to significant financial losses for large organizations and potential bankruptcy for smaller ones [7]. Group 4: Expert Opinions - Experts suggest that paying a ransom rarely guarantees recovery and may increase the likelihood of future attacks, advocating for a well-enforced ban alongside greater investment in prevention and recovery [8]. - The ongoing threat of ransomware and cyberattacks necessitates that companies enhance their emergency preparedness and cyber resilience to maintain operations during incidents [8]. Group 5: Research Methodology - The survey was conducted by Censuswide, involving 1,000 UK business leaders from companies with revenues exceeding £100 million, including various executive roles [9][10]. Group 6: Company Overview - Commvault is recognized as a leading provider of cyber resilience and data protection solutions, serving over 100,000 organizations globally [11].

Core Insights - Commvault Systems reported a revenue of $281.98 million for the quarter ended June 2025, reflecting a year-over-year increase of 25.5% and surpassing the Zacks Consensus Estimate by 4.96% [1] - The company's EPS for the quarter was $1.01, up from $0.85 in the same quarter last year, resulting in an EPS surprise of 4.12% over the consensus estimate of $0.97 [1] Financial Performance Metrics - Annualized Recurring Revenue (ARR) reached $996.20 million, exceeding the average estimate of $965.47 million from three analysts [4] - Revenue from perpetual licenses was reported at $7.34 million, significantly below the average estimate of $13.06 million, marking a year-over-year decline of 46.6% [4] - Revenue from other services was $13.9 million, surpassing the average estimate of $10.32 million, with a year-over-year increase of 31.5% [4] - Customer support revenue was $79.02 million, slightly above the average estimate of $76.52 million, reflecting a year-over-year growth of 3.6% [4] - Subscription revenue amounted to $181.73 million, exceeding the average estimate of $168.78 million, with a substantial year-over-year increase of 46.5% [4] Stock Performance - Commvault's shares have returned -6.3% over the past month, contrasting with the Zacks S&P 500 composite's increase of 3.6% [3] - The stock currently holds a Zacks Rank 1 (Strong Buy), indicating potential for outperformance in the near term [3]