Newman et al v. Weingarten et al, No. 4:2024cv01934 - Document 31 (N.D. Cal. 2024)

Court Description: ORDER GRANTING (Case Nos. 29 in 4:24-cv-01934-HSG and 14 in 4:24-cv-02096-HSG) STIPULATION TO CONSOLIDATE AND STAY. Signed by Judge Haywood S. Gilliam, Jr. on 6/5/2024. (ndr, COURT STAFF) (Filed on 6/5/2024)

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Newman et al v. Weingarten et al 1 2 3 4 5 6 7 Doc. 31 JAY L. POMERANTZ (CSB No. 209869) jpomerantz@fenwick.com FENWICK & WEST LLP 801 California Street Mountain View, CA 94041 Telephone: 650.988.8500 Facsimile: 650.938.5200 Attorneys for Defendants Tomer Weingarten, David Bernhardt, Charlene T. Begley, Aaron Hughes, Mark S. Peek, Ana G. Pinczuk, Daniel Scheinman, Teddie Wardi, Jeffrey W. Yabuki, and Nominal Defendant SentinelOne, Inc. F ENW ICK & W ES T LLP 8 9 UNITED STATES DISTRICT COURT 10 NORTHERN DISTRICT OF CALIFORNIA 11 OAKLAND DIVISION 12 JOEL NEWMAN, derivatively on behalf of SENTINELONE, INC., Case No.: 4:24-cv-01934-HSG 13 Plaintiff, 14 v. 15 16 17 18 TOMER WEINGARTEN, DAVID BERNHARDT, CHARLENE T. BEGLEY, AARON HUGHES, MARK S. PEEK, ANA G. PINCZUK, DANIEL SCHEINMANN, TEDDI WARDI, and JEFFREY W. YABUKI, Individual Defendants, STIPULATION AND ORDER TO CONSOLIDATE AND STAY (as modified) Judge: Hon. Haywood S. Gilliam Jr Date Action Filed: March 29, 2024 19 -and20 SENTINELONE, INC., 21 Nominal Defendant. 22 23 24 WALTER STOCHEVSKI, Derivatively on Behalf of Nominal Defendant SENTINELONE, INC., 25 26 27 28 Plaintiff, v. Case No.: 4:24-cv-02096-HSG STIPULATION AND ORDER TO CONSOLIDATE AND STAY (as modified) Judge: Hon. Haywood S. Gilliam Jr TOMER WEINGARTEN, DAVID BERNHARDT, CHARLENE T. BEGLEY, STIPULATION AND ORDER TO CONSOLIDATE AND STAY Date Action Filed: Case No.: 4:24-cv-01934-HSG Case No.: 4:24-cv-02096-HSG Dockets.Justia.com 1 2 AARON HUGHES, MARK S. PEEK, ANA PINCZUK, DANIEL SCHEINMAN, TEDDIE WARDI, and JEFFREY W. YABUKI, 3 4 5 F ENW ICK & W ES T LLP 6 Defendants, and SENTINELONE, INC., Nominal Defendant. 7 Pursuant to Rule 42(a) of the Federal Rules of Civil Procedure (“Rule 42(a)”) and Civil 8 Local Rule 7-12, Plaintiffs Joel Newman and Walter Stochevski (together, “Plaintiffs”), Individual 9 Defendants Tomer Weingarten, David Bernhardt, Charlene T. Begley, Aaron Hughes, Mark S. 10 Peek, Ana Pinczuk, Daniel Scheinman, Teddie Wardi, and Jeffrey W. Yabuki (the “Individual 11 Defendants”), and Nominal Defendant SentinelOne, Inc. (“SentinelOne” or the “Nominal 12 Defendant” and, together with the Individual Defendants, the “Defendants,” and with the Plaintiffs, 13 the ”Parties”), by and through their respective counsel, stipulate as follows: 14 WHEREAS, on January 10, 2024, Plaintiff Walter Stochevski filed a stockholder derivative action 15 in the U.S. District Court for the District of Delaware on behalf of SentinelOne against the 16 Individual Defendants, captioned Stochevski v. Weingarten, et al., Case No. 1:24-cv-00025; 17 WHEREAS, on March 29, 2024, Plaintiff Joel Newman filed a Verified Stockholder 18 Derivative Complaint (the “Complaint”) on behalf of Nominal Defendant against the Individual 19 Defendants in the shareholder derivative action captioned Newman v. Weingarten, et al., Case No. 20 4:24-cv-01934-HSG (the “Newman” Action); 21 WHEREAS, on April 8, 2024, Stochevski v. Weingarten, et al., Case No. 1:24-cv-00025, 22 was transferred from the U.S. District Court for the District of Delaware to this Court, where it was 23 assigned the caption Stochevski v. Weingarten, et al., Case No. 4:24-cv-02096-HSG (the 24 “Stochevski Action” and, together with the Newman Action, the “Derivative Actions”); 25 WHEREAS, the Derivative Actions assert claims based on the same alleged events and 26 circumstances in the securities class action captioned In re SentinelOne, Inc. Securities Litigation, 27 Case No. 4:23-cv-02786-HSG (N.D. Cal.), pending before the United States District Court for the 28 Northern District of California (the “Securities Class Action”); STIPULATION AND ORDER TO CONSOLIDATE AND STAY 2 Case No.: 4:24-cv-01934-HSG Case No.: 4:24-cv-02096-HSG 1 2 3 F ENW ICK & W ES T LLP 4 WHEREAS, Individual Defendants Weingarten and Bernhardt are named as defendants in both the Derivative Actions and the Securities Class Action; WHEREAS, on May 3, 2024, this Court entered an order deeming the Derivative Actions related to the Securities Class Action; 5 WHEREAS, Rule 42(a) provides that when actions involve “a common question of law or 6 fact,” the Court may “(1) join for hearing or trial any or all matters at issue in the actions; (2) 7 consolidate the actions; or (3) issue any other orders to avoid unnecessary cost or delay”; 8 WHEREAS, the Parties agree that the Derivative Actions should be consolidated for all 9 purposes, including pre-trial proceedings and trial, into a single consolidated action (hereinafter 10 referred to as the “Consolidated Derivative Action”), in order to avoid duplication of effort and 11 potentially conflicting results, and to conserve party and judicial resources; and 12 WHEREAS, in light of the similarities between the Derivative Actions and the Securities 13 Class Action, and because Plaintiffs seek damages on SentinelOne’s behalf arising from, among 14 other things, the outcome of the Securities Class Action, and in order to conserve the Parties’ and 15 judicial resources, the Parties to the Derivative Actions agree that all proceedings and deadlines in 16 the Derivative Actions, including discovery and Defendants’ obligation to move, answer, or 17 respond to the Complaints in the Derivative Actions, should be voluntarily stayed; 18 19 20 21 22 23 24 25 IT IS ACCORDINGLY STIPULATED AND AGREED by the Parties, pursuant to Civil L.R. 7-12, through their respective undersigned counsel, as follows: 1. Defendants agree to accept service of process on behalf of any Defendant not yet served in the Derivative Actions; 2. The Derivative Actions are hereby consolidated for all purposes, including pre-trial proceedings and trial, into the Consolidated Derivative Action. 3. Every pleading in the Consolidated Derivative Action, or in any separate action included herein, must bear the following caption: 26 27 28 STIPULATION AND ORDER TO CONSOLIDATE AND STAY 3 Case No.: 4:24-cv-01934-HSG Case No.: 4:24-cv-02096-HSG 1 2 3 4 5 6 7 8 9 10 IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF CALIFORNIA IN RE SENTINELONE, INC. STOCKHOLDER DERIVATIVE LITIGATION Lead Case No. 4:24-cv-01934-HSG (Consolidated with Case No. 4:24-cv-02096-HSG) This Document Relates To: ALL ACTIONS 4. The files of the Consolidated Derivative Action shall be maintained in one file under Lead Case No. 4:24-cv-01934-HSG. 5. Co-Lead Counsel for Plaintiffs in the Consolidated Derivative Action shall be: F ENW ICK & W ES T LLP 11 12 13 14 15 LEVI & KORSINSKY, LLP Daniel Tepper (pro hac vice forthcoming) Correy A. Suk (pro hac vice forthcoming) 33 Whitehall Street, 17th Floor New York, NY 10004 Telephone: (212) 363-7500 Email: gnespole@zlk.com Email: csuk@zlk.com 16 17 18 19 RIGRODSKY LAW, P.A. Timothy MacFall (pro hac vice forthcoming) 825 East Gate Boulevard, Suite 300Garden City, NY 11530 Telephone: (516) 683-3516 Email: tjm@rl-legal.com 20 6. Plaintiffs’ Co-Lead Counsel shall have the sole authority to speak for Plaintiffs in 21 all matters regarding pre-trial procedure, trial, and settlement negotiations and shall 22 make all work assignments in such manner as to facilitate the orderly and efficient 23 prosecution of this litigation and to avoid duplicative or unproductive effort. 24 Defendants’ counsel may rely upon all agreements made with Co-Lead Counsel, or 25 other duly authorized representative of Co-Lead Counsel, and such agreements shall 26 be binding on all plaintiffs in the Consolidated Derivative Action. 27 7. This Order shall apply to each purported derivative action arising out of the same or 28 substantially the same transactions or events as the Consolidated Derivative Action STIPULATION AND ORDER TO CONSOLIDATE AND STAY 4 Case No.: 4:24-cv-01934-HSG Case No.: 4:24-cv-02096-HSG F ENW ICK & W ES T LLP 1 that is subsequently filed in, removed to, or transferred to this Court. 2 8. When a case which properly belongs as part of In re SentinelOne, Inc. Stockholder 3 Derivative Litigation, Lead Case No. 4:24-cv-01934-HSG, is hereafter filed in, 4 remanded to, or transferred to this Court, counsel for the Parties shall call such filing, 5 remand, or transfer to the attention of the Clerk of the Court for purposes of moving 6 the Court for an order consolidating such case(s) with In re SentinelOne, Inc. 7 Stockholder Derivative Litigation, Lead Case No. 4:24-cv-01934-HSG. 8 9. The Parties agree that a stay of the Consolidated Derivative Action pending 9 resolution of the Securities Class Action is appropriate in that it will avoid 10 inefficiencies and duplicative efforts, will better preserve the resources of the Court 11 and the Parties, and will more closely align the proceedings in the Consolidated 12 Derivative Action with the proceedings in the Securities Class Action. 13 10. All proceedings and deadlines in the Consolidated Derivative Action, including the 14 filing of pleadings, motion practice, and any discovery, shall be stayed and no 15 deadline shall be imposed until the earlier of (1) final resolution of the Securities 16 Class Action; or (2) an announcement that the parties in the Securities Class Action 17 have reached a settlement. Defendants shall not be required to move, or otherwise 18 respond, to the complaints in either the Newman Action or the Stochevski Action 19 during the pendency of the stay. 20 11. Within fourteen (14) days of resolution or dismissal of the Securities Class Action 21 with prejudice, the Parties shall meet and confer and submit to the Court a proposed 22 schedule for resuming proceedings in the Consolidated Derivative Action, including 23 dates by which Plaintiffs must file an amended complaint (if not already amended 24 pursuant to paragraph 14), if any, and a date by which Defendants must answer, 25 move against or otherwise respond to the operative complaint, and any associated 26 briefing schedules. 27 12. The Defendants shall promptly notify the Plaintiffs of any related derivative lawsuits 28 involving SentinelOne (“Related Derivative Action”). Defendants’ counsel shall STIPULATION AND ORDER TO CONSOLIDATE AND STAY 5 Case No.: 4:24-cv-01934-HSG Case No.: 4:24-cv-02096-HSG F ENW ICK & W ES T LLP 1 promptly notify Co-Lead Counsel if any Related Derivative Action is not stayed for 2 the same or longer duration of time as the Consolidated Derivative Action. 3 13. In the event that a party-scheduled mediation or court-ordered settlement conference 4 is held in an effort to settle the Securities Class Action, counsel for Defendants shall 5 provide Co-Lead Counsel with reasonable advance notice of said mediation and 6 shall invite Plaintiffs to participate in such mediation (subject to Defendants seeking 7 permission from that court and/or other parties to the mediation and/or settlement 8 conference, as well as any insurers). In the event that Plaintiffs are not permitted to 9 attend such mediation and/or settlement conference, Defendants will make a good- 10 faith effort to mediate separately with Plaintiffs at or around the same time as the 11 mediation of the Securities Class Action. Defendants shall inform Plaintiffs 12 promptly upon the scheduling of any mediation with any other plaintiffs in a Related 13 Derivative Action and shall include Plaintiffs in any such mediation (subject to 14 Defendants seeking permission from that court and/or other parties to the mediation, 15 as well as any insurers). 16 14. Notwithstanding the agreed-upon stay of the Consolidated Derivative Action, 17 Plaintiffs may file a consolidated amended complaint during the pendency of the 18 stay, but Defendants shall have no obligation to move, answer, plead, or otherwise 19 respond to the complaint or any amended complaint during the pendency of the stay. 20 15. All proceedings in this action, including all applicable case management and ADR 21 deadlines, whether by Court order, the Federal Rules and Civil Local Rules, or 22 otherwise shall be temporarily stayed and/or vacated during the pendency of 23 Securities Class Action. 24 /// 25 /// 26 /// 27 /// 28 /// STIPULATION AND ORDER TO CONSOLIDATE AND STAY 6 Case No.: 4:24-cv-01934-HSG Case No.: 4:24-cv-02096-HSG 1 2 IT IS SO STIPULATED. Dated: June 4, 2024 3 FENWICK & WEST LLP By: /s/ Jay L. Pomerantz Jay L. Pomerantz 4 801 California Street Mountain View, CA 94041 Telephone: 650.988.8500 Facsimile: 650.938.5200 5 6 7 Attorneys for Defendants Tomer Weingarten, David Bernhardt, Charlene T. Begley, Aaron Hughes, Mark S. Peek, Ana G. Pinczuk, Daniel Scheinman, Teddie Wardi, Jeffrey W. Yabuki, and nominal defendant SentinelOne, Inc. 8 9 10 F ENW ICK & W ES T LLP 11 12 Dated: June 4, 2024 WOLF HALDENSTEIN ADLER FREEMAN & HERZ LLP 13 By: /s/ Betsy C. Manifold Betsy C. Manifold 14 15 750 B Street, Suite 1820 San Diego, CA 92101 Telephone: 619.239.4599 Facsimile: 619.234.4599 16 17 Local Counsel for Plaintiffs 18 Daniel Tepper (pro hac vice forthcoming) Correy A. Suk (pro hac vice forthcoming) LEVI & KORSINSKY, LLP 33 Whitehall Street, 17th Floor New York, NY 10004 Telephone: (212) 363-7500 19 20 21 22 Timothy MacFall (pro hac vice forthcoming) 825 East Gate Boulevard, Suite 300 Garden City, NY 11530 Telephone: (516) 683-3516 23 24 Co-Lead Counsel for Plaintiffs 25 26 27 28 STIPULATION AND ORDER TO CONSOLIDATE AND STAY 7 Case No.: 4:24-cv-01934-HSG Case No.: 4:24-cv-02096-HSG 1 Pursuant to Local Rule No. 5-1(i)(3), all signatories concur in filing this stipulation. 2 3 Dated: June 4, 2024 By: /s/ Jay L. Pomerantz Jay L. Pomerantz 4 5 ORDER 6 PURSUANT TO STIPULATION, IT IS SO ORDERED. 7 8 9 The clerk is directed to administratively close the later-filed civil action, Case No. 24-cv-02096HSG. All future filings should be done in the lead case only. 10 F ENW ICK & W ES T LLP 11 DATED: 6/5/2024 THE HONORABLE HAYWOOD S. GILLIAM, JR. UNITED STATES DISTRICT COURT JUDGE 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 STIPULATION AND ORDER TO CONSOLIDATE AND STAY 8 Case No.: 4:24-cv-01934-HSG Case No.: 4:24-cv-02096-HSG

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