Pomerantz LLP and Abraham, Fruchter & Twersky, LLP Announce Proposed Class Action Settlement on Behalf of Purchasers of Forescout Technologies, Inc. Common Stock – FSCT

SAN FRANCISCO, Sept. 05, 2025 (GLOBE NEWSWIRE) -- Pomerantz LLP and Abraham, Fruchter & Twersky, LLP announce that the United States District Court for the Northern District of California has approved the following announcement of a proposed class action settlement that would benefit purchasers of Forescout Technologies, Inc. (NASDAQ: FSCT):

SUMMARY NOTICE OF PROPOSED CLASS ACTION SETTLEMENT

TO: ALL PERSONS OR ENTITIES WHO purchased or otherwise acquired Forescout Technologies, Inc., (“Forescout”) common stock between May 10, 2019, and May 15, 2020, both dates inclusive.

YOU ARE HEREBY NOTIFIED, pursuant to Federal Rule of Civil Procedure 23 and an Order of the United States District Court for the Northern District of California, that a hearing will be held on December 5, 2025, at 10:00 a.m. before the Honorable Susan Illston, United States District Court Judge, at the courthouse for the Northern District of California, either telephonically, on Zoom, and/or at the Phillip Burton Federal Building and United States Courthouse, Courtroom 1 – 17th Floor, 450 Golden Gate Avenue, San Francisco, CA 94102 to determine: (1) whether the proposed Settlement of the claims in the above-captioned Action for consideration in the amount of forty-five million dollars ($45,000,000.00) should be approved by the Court as fair, reasonable, and adequate; (2) whether the Plan of Allocation is fair and reasonable, and should be approved; (3) whether Class Counsel’s application for an award of attorneys’ fees of up to one-third of the Settlement Amount and any interest accrued thereon, and reimbursement of out-of-pocket expenses of not more than $2,500,000 and any interest accrued thereon, and awards of not more than $50,000 for each Co-Lead Plaintiff as Class Representatives, all to be paid from the Settlement Fund, should be approved; and (4) whether this Action should be dismissed with prejudice against the Defendants as set forth in the Stipulation of Settlement dated July 18, 2025 (the “Stipulation”) filed with the Court and available at www.forescoutsecuritieslitigation.com.

You are receiving this Notice because the Court previously certified a class of investors (“Class”), and you may be a member of the Class (“Class Member”). The Class consists of all Persons or entities who purchased or otherwise acquired Forescout Technologies, Inc. (“Forescout”), common stock between May 10, 2019, and May 15, 2020, both dates inclusive, and were damaged thereby. Excluded from the Class are: (a) Defendants, current or former officers and directors of Forescout, and any entity in which the Defendants have or had a controlling interest; and (b) the affiliates, family members, legal representatives, heirs, successors or assigns of all individuals/entities listed in (a), above.

If you purchased or acquired Forescout common stock between May 10, 2019, and May 15, 2020, both dates inclusive, your rights may be affected by this Action and the Settlement thereof, including the release and extinguishment of claims you may possess relating to your ownership interest in Forescout common stock. If you have not received a Postcard Notice advising you how to access the more-detailed, Notice of Proposed Settlement of Class Action (“Notice”) and the Proof of Claim and Release Form (“Claim Form”), you may obtain copies of these documents and the Stipulation by downloading them at www.forescoutsecuritieslitigation.com. If you are unable to do so, you may contact the Claims Administrator to obtain copies:

Sayce v. Forescout Technologies, Inc., et al.
c/o Strategic Claims Services
P.O. Box 230
600 N. Jackson Street, Suite 205
Media, PA 10963
Toll-free: (866) 274-4004
Fax: (610) 565-7985
info@forescoutsecuritieslitigation.com

Co-Lead Plaintiffs’ Second Amended Complaint (the “SAC”) is the operative complaint in the Action. The remainder of this section describes Co-Lead Plaintiffs’ allegations in the SAC. The Court has not made any findings of fact.

Plaintiffs allege that, on May 9, 2019, Defendants announced financial results for the first fiscal quarter of 2019 and also preannounced a lowered guidance range for the second quarter of 2019 below analysts’ expectations. Plaintiffs allege that Defendants claimed Forescout would still meet its revenue guidance for 2019 because the Company had already been awarded business despite some deals simply having “slipped” to close later in the year. Plaintiffs allege that analysts repeatedly questioned Defendants about the basis for increasing the guidance despite the “slipped” deals, and Plaintiffs allege that Defendants repeatedly made concrete and material misrepresentations in response to those inquiries by stating that Forescout had “tech wins” with firm commitments from customers and that the Company’s sales pipeline was large and robust.

Plaintiffs allege that, in October 2019, Forescout put itself up for sale. Plaintiffs allege that there were certain revenue goals the Company needed to meet to make it an attractive acquisition candidate. Plaintiffs allege that Forescout produced these by showing moderately lower growth in revenue from prior year results for the fourth fiscal quarter of 2019 and providing projections to potential acquirers reflecting 14% growth in revenue for 2020 with steady annual revenue growth of approximately 15% thereafter.

Plaintiffs allege that, on February 6, 2020, Forescout announced disappointing fourth quarter 2019 results. On February 6, 2020, Forescout also announced that Advent International, Inc. (“Advent”), a private equity firm, had entered into a merger agreement to acquire Forescout for $33 per share. Plaintiffs allege that the planned acquisition would have substantially enriched the Individual Defendants if it closed. Plaintiffs allege that Advent soon learned that the FY 2020 projections it was provided were inconsistent and materially higher than internal guidance. Plaintiffs allege that the Company then failed to meet even the lower revenue projection for the first quarter of FY 2020, reporting revenue representing a 24% decline from first quarter of FY 2019 revenue.

Plaintiffs allege that, on May 8, 2020, an Advent representative told DeCesare that Advent could not “make the numbers work” for the planned acquisition and expressed concerns about whether conditions precedent to the acquisition would be met.

Plaintiffs allege that, on May 11, 2020, Forescout disclosed its first quarter 2020 results, which were $5 million less than guidance disclosed just eight days before the end of that quarter, which Plaintiffs allege caused the price of Forescout’s common stock to decline by nearly 5%. Plaintiffs allege that Forescout blunted a further decline in its stock price by quoting DeCesare in its May 11, 2020 press release as stating that “we look forward to completing our pending transaction with Advent.”

Plaintiffs allege that, on May 15, 2020, Advent sent a letter explaining why it was refusing to proceed with the acquisition of Forescout. On May 18, 2020, Forescout disclosed that letter, which Plaintiffs allege caused Forescout’s stock price to plummet by nearly 24%.

Defendants deny the foregoing allegations. Defendants expressly have denied and continue to deny all charges of wrongdoing or liability against them arising out of any of the conduct, statements, acts, or omissions alleged in the Action. Defendants also have denied and continue to deny the allegations that the Class Representatives or members of the Class have suffered damages.

No trial has yet occurred in this Action and no findings of fault or liability have been made as to any of the parties.

The Settlement will resolve the lawsuit and the Released Claims as to the Defendants and other Released Parties. Plaintiffs and the Class are represented by Class Counsel with the law firms of Pomerantz LLP and Abraham, Fruchter & Twersky, LLP and may be reached as follows:

If you are a Class Member, in order to share in the distribution of the Net Settlement Fund, you must submit a Claim Form online or postmarked no later than December 1, 2025, establishing that you are entitled to recovery. You will be bound by any Judgment rendered in the Action whether or not you make a claim.

If you are a Class Member, you can object to the Settlement, Plan of Allocation, or Class Counsel’s request for an award of attorneys’ fees and reimbursement of expenses and awards to Plaintiffs in the manner and form explained in the detailed Notice and received no later than November 14, 2025.

Any questions regarding the Settlement should be directed to Class Counsel for the Class.

PLEASE DO NOT CONTACT THE COURT, THE CLERK’S OFFICE, THE DEFENDANTS, OR DEFENDANTS’ COUNSEL REGARDING THIS NOTICE.        

CLAIMS ADMINISTRATOR AND ADDRESS CORRECTIONS

If you have any corrections or changes of name or address, you may send them in writing to the Claims Administrator, either by email or by mail. The contact information for the Claims Administrator is set forth above. If you did not receive the Postcard Notice by mail, and you are and remain a member of the Class, please send your name, address, and email address to the Claims Administrator at the contact information above to ensure that you receive further notices disseminated in connection with the Action.

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