LEGAL PROCEEDINGS
−Removed: We are, and from time to time we may become, involved in legal proceedings or be subject to claims arising in the ordinary course of our business.
+Added: GitLab Securities Class Action and Shareholder Derivative Cases
+Added: On September 4, 2024, a putative class action was filed in the United States District Court for the Northern District of California, captioned Dolly v.
+Added: GitLab et al., Case No.
+Added: 5:24-cv-06244-EKL, naming GitLab and certain of our officers.
+Added: The complaint purports to assert claims under Section 10(b) of the Securities Exchange Act of 1934 (“1934 Act”), SEC Rule 10b-5, and Section 20(a) of the 1934 Act, on behalf of persons and entities who acquired our common stock between June 5, 2023 and June 3, 2024 (the “Class Period”).
+Added: Plaintiff alleges that, during the Class Period, defendants made material misrepresentations or omissions regarding our use of AI features and ability to monetize our AI capabilities that artificially inflated our stock price.
+Added: Plaintiff seeks, among other things, damages in an unspecified amount, as well as fees and costs.
+Added: Plaintiff amended his complaint on February 5, 2025 and March 7, 2025, and we will move to dismiss the second amended complaint in April 2025.
+Added: Two putative shareholder derivative cases have been filed containing allegations based on or similar to those in the securities class action.
+Added: The cases were filed on February 14, 2025, in the United States District Court for the Northern District of California, captioned Preciado v.
+Added: Sijbrandij et al., Case No.
+Added: 3:25-cv-01597 “Preciado” );
+Added: and on February 19, 2025 in United States District Court for the Northern District of California, captioned Jones v.
+Added: Sijbrandij et al., Case No.
+Added: 3:25-cv-01735 ( “Jones” ).
+Added: Both cases are allegedly brought on our behalf.
+Added: Each of the lawsuits name us as a nominal defendant, and also certain of our officers and current and former members of our board of directors.
+Added: The Jones complaint purports to assert claims under Section 14(a) of the Exchange Act as well as breach of fiduciary duty, while the Preciado complaint purports to assert those claims as well as unjust enrichment and related corporate torts.
+Added: The complaints seek to recover unspecified damages and other relief on our behalf.
+Added: Based on the preliminary nature of the proceedings in these actions, the outcomes remain uncertain and the Company cannot estimate the potential impact, if any, on its business or financial statements at this time.
+Added: In addition to the shareholder matters described above, we are, and from time to time may become, involved in legal proceedings or be subject to claims arising in the ordinary course of our business.
+Added: We are not presently a party to any legal proceedings that in the opinion of management, if determined adversely to us, would individually or taken together have a material adverse effect on our business, financial condition or operating results.
Defending such proceedings is costly and can impose a significant burden on management and team members.
−Removed: We are not presently a party to any legal proceedings that in the opinion of our management, if determined adversely to us, would individually or taken together have a material adverse effect on our business, financial condition or operating results.
The results of any current or future litigation cannot be predicted with certainty, and regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources and other factors.
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.