Every material Form 8-K CommVault Systems filed with the SEC in 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Commvault said Chief Financial Officer Jennifer DiRico will leave at the end of the calendar year to pursue an opportunity in another industry, and the company has started a search for her successor. Until a new CFO is in place, CEO Sanjay Mirchandani will oversee a newly formed Office of the CFO with Kevin White and Danielle Abrahamsen, and the company says its outlook is unchanged.
DiRico notified the company on November 30, 2025, and will resign at the end of the calendar year.
The filing says her departure is not related to any disagreement, including on accounting, disclosures, internal controls, management or operations.
Mirchandani will oversee the Office of the CFO with Kevin White, Vice President of Finance, and Danielle Abrahamsen, Chief Accounting Officer.
The company says there are no changes to the outlook from its October 28, 2025 second quarter results and expects to report third quarter fiscal 2026 results at the end of January 2026.
Commvault reported fiscal second-quarter 2026 results for the period ended September 30, 2025, with total revenues up 18% year over year to $276 million and total ARR passing $1 billion. GAAP diluted EPS was $0.33, down from $0.35 a year earlier, while non-GAAP diluted EPS rose to $0.91 from $0.83. The company gave updated full-year fiscal 2026 revenue guidance of $1,161 million to $1,165 million, which incorporates the Satori Cyber acquisition that closed August 28, 2025.
Total revenues were $276 million, up 18% year over year, for the quarter ended September 30, 2025.
Total ARR reached $1,043 million, up 22% year over year, surpassing the $1 billion milestone ahead of the March 2026 target.
GAAP diluted EPS was $0.33 versus $0.35 a year earlier; non-GAAP diluted EPS was $0.91 versus $0.83.
Full-year fiscal 2026 total revenue guidance is $1,161 million to $1,165 million; free cash flow guidance is $225 million to $230 million.
Commvault appointed Geoff Haydon, CEO of Ontinue, to its Board of Directors effective October 17, 2025, and he joined the Audit Committee. Director Allison Pickens resigned, notifying the Board on October 15, 2025, to focus on her venture capital firm, and the company said the resignation was not due to any disagreement with the company, management, or the Board.
Geoff Haydon appointed to the Board effective October 17, 2025, to serve until the 2026 Annual Meeting of Stockholders
Haydon joins the Audit Committee and was determined independent under Nasdaq listing standards
Allison Pickens notified the Board on October 15, 2025, of her decision to resign to focus on Allison Pickens Ventures
Commvault stated Pickens' resignation was not associated with any disagreement with the company, its management, or the Board
On September 5, 2025, Commvault issued $900 million of 0% convertible senior notes due September 15, 2030, and initial purchasers exercised in full an option for an additional $115 million. The notes are unsecured and convertible into common stock at an initial conversion price of about $236.88 per share, and the company will pay cash up to principal on conversion, so shareholders should note the added debt and possible future share dilution.
Notes issued September 5, 2025: $900 million base principal plus $115 million from the option exercised September 3, 2025
Initial conversion rate of 4.2215 shares per $1,000 principal, equal to an initial conversion price of about $236.88 per share
Company may not redeem the notes before September 22, 2028; notes sold to qualified institutional buyers under Rule 144A
Commvault reported first-quarter fiscal 2026 results for the quarter ended June 30, 2025, with total revenue of $282 million, up 26% year over year, and GAAP net income of $23 million, or $0.52 per diluted share, compared with $0.41 a year earlier. The company also issued revenue guidance for the second quarter and updated full-year fiscal 2026 revenue guidance, and said the pending Satori Cyber acquisition is expected to close in the second quarter.
Total revenue was $282 million, up 26% year over year; total ARR grew to $996 million, up 24%.
GAAP net income was $23 million, or $0.52 per diluted share, versus $0.41 per diluted share a year earlier.
Second-quarter fiscal 2026 total revenue is expected to be $272 million to $274 million; full-year total revenue is expected to be $1,161 million to $1,165 million.
The acquisition of Satori Cyber, Ltd. is expected to close in the second quarter of fiscal 2026.
Commvault reported fourth-quarter fiscal 2025 results for the quarter ended March 31, 2025. Revenue rose 23% to $275 million and full-year revenue rose 19% to $996 million, but GAAP net income fell to $31 million from $126 million a year earlier, when the company recorded a large income tax benefit. The company also issued fiscal 2026 revenue guidance of $1,130 million to $1,140 million.
Q4 subscription revenue was $173 million, up 45% year over year.
Q4 GAAP net income was $31 million, or $0.69 per diluted share, versus $126 million, or $2.81, a year earlier.
Q4 non-GAAP diluted EPS was $1.03, compared with $0.79 a year earlier.
On April 17, 2025, the Board increased the share repurchase program to $250 million.
Commvault Systems entered a new five-year senior secured revolving credit facility on April 15, 2025, replacing its $100 million facility and lifting total borrowing capacity to $300 million. The filing also says the prior December 13, 2021 credit agreement was terminated as part of the refinancing.
New five-year senior secured revolving credit facility gives total borrowing capacity of $300 million, up from $100 million.
Borrowings priced at SOFR plus 1.50% to 2.00%, or base rate plus 0.50% to 1.00%, with margins tied to the leverage ratio.
Unused commitment fee of 0.25% to 0.35% per year; agreement includes leverage and interest coverage maintenance covenants.
Credit agreement is administered by JPMorgan Chase Bank, N.A.; the prior agreement dated December 13, 2021 was terminated.
Commvault reported fiscal third-quarter 2025 results for the quarter ended December 31, 2024. Revenue rose 21% year over year to $262.6 million, and subscription revenue rose 39% to $158.3 million, but GAAP net income fell to $11.0 million, or $0.24 per diluted share, from $17.1 million, or $0.38, a year earlier. The company also gave fiscal 2025 total revenue guidance of $980 million to $985 million.
Total revenues were $262.6 million, up 21% year over year
GAAP net income was $11.0 million, or $0.24 per diluted share, versus $17.1 million, or $0.38, a year earlier
Non-GAAP diluted EPS was $0.94, versus $0.78 a year earlier
Fiscal 2025 total revenue guidance is $980 million to $985 million; fourth-quarter revenue is expected at $260 million to $264 million
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every CommVault Systems filing is on SEC EDGAR ↗. 8-K briefs of other companies →