UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of: May 2023
Commission File Number: 001-39829
COGNYTE SOFTWARE LTD.
(Translation of registrant's name into English)
33 Maskit
Herzliya Pituach
4673333, Israel
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Explanatory Note
On May 9, 2023, Cognyte Software Ltd. (the “Company”) issued a press release announcing that on May 9, 2023, the board of directors (the “Board”) of the Company, in accordance with its authority to fix the number of serving directors and to fill vacancies in the Board pursuant to Company’s Amended and Restated Articles of Association (the “Articles”), increased the size of the Board from seven to eight members and appointed Mr. Avi Cohen to the Board effective as of June 4, 2023. Mr. Cohen will serve as a Class II director under the Articles and his term will expire at the annual general meeting of shareholders of the Company to be held in 2023. A copy of this press release is attached to this Form 6-K as Exhibit 99.1.
This information in this report of foreign private issuer on Form 6-K is hereby incorporated by reference into the Company's registration statements on Form S-8 (Registration No. 333-252565).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
COGNYTE SOFTWARE LTD. (Registrant) | ||||||||||||||||||||
| May 9, 2023 | By: | /s/ Ilan Rotem | ||||||||||||||||||
| Ilan Rotem | ||||||||||||||||||||
| Chief Legal Officer | ||||||||||||||||||||
EXHIBIT INDEX
The following exhibit is furnished as part of this Form 6-K:
| Exhibit | Description | |||||||
Press Release
Cognyte Announces Appointment of Avi Cohen to Board of Directors
Mr. Cohen Brings Extensive Experience Leading Technology Companies
Herzliya, Israel – May 9, 2023 – Cognyte Software Ltd. (NASDAQ: CGNT), a global leader in investigative analytics software, today announced the appointment of Avi Cohen to the Cognyte Board of Directors, effective June 4, 2023.
“We are pleased to welcome Avi Cohen to the Cognyte Board,” said Dan Bodner, chairman of Cognyte’s Board of Directors. “Mr. Cohen brings to Cognyte valuable experience as a former CEO and public company board member.”
Mr. Cohen currently serves on a variety of boards including Cortica, a leading developer of autonomous Artificial Intelligence technology, CGS Tower Networks, which provides next generation network visibility solutions that enable and empower cyber security, big data analytics and monitoring tools, and Nova Measuring Instruments, a leading innovator and provider of metrology solutions for advanced process control in semiconductor manufacturing.
Previously, Mr. Cohen held executive roles leading a variety of technology companies. Among others, he served as chief executive officer of RR Media Ltd. and president and chief executive officer of Orbit Technologies Ltd.
“I’m excited to be joining the Cognyte board,” said Avi Cohen. “I was attracted to the company’s long track record of serving the investigative analytics market with cutting-edge technology and developing deep and long-standing relationships with its customers. These are significant assets for the company, and I look forward to working with my fellow board members and the executive team as we guide the company forward together.”
About Cognyte Software Ltd.
Cognyte Software Ltd. is a global leader in investigative analytics software that empowers a variety of government and other organizations with Actionable Intelligence for a Safer World™. Our open interface software is designed to help customers accelerate and improve the effectiveness of investigations and decision-making. Hundreds of customers rely on our solutions to accelerate and conduct investigations and derive insights, with which they identify, neutralize, and tackle threats to national security and address different forms of criminal and terror activities. Learn more at www.cognyte.com
COGNYTE, ACTIONABLE INTELLIGENCE, and ACTIONABLE INTELLIGENCE FOR A SAFER WORLD are trademarks of Cognyte Software or its subsidiaries. Cognyte Software and other parties may also have trademark rights in other terms used herein.
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Contact:
Investor Relations
Dean Ridlon
Cognyte Software
IR@cognyte.com