0000902664-23-002392.txt : 20230328 0000902664-23-002392.hdr.sgml : 20230328 20230328164956 ACCESSION NUMBER: 0000902664-23-002392 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20230328 DATE AS OF CHANGE: 20230328 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Cognyte Software Ltd. CENTRAL INDEX KEY: 0001824814 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: L3 FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-92689 FILM NUMBER: 23770251 BUSINESS ADDRESS: STREET 1: 33 MASKIT CITY: HERZLIYA PITUACH STATE: L3 ZIP: 4673333 BUSINESS PHONE: 97299622300 MAIL ADDRESS: STREET 1: 33 MASKIT CITY: HERZLIYA PITUACH STATE: L3 ZIP: 4673333 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Senvest Management, LLC CENTRAL INDEX KEY: 0001328785 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 540 MADISON AVENUE STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 514-281-8082 MAIL ADDRESS: STREET 1: 540 MADISON AVENUE STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: RIMA SENVEST MANAGEMENT, L.L.C. DATE OF NAME CHANGE: 20120127 FORMER COMPANY: FORMER CONFORMED NAME: RIMA MANAGEMENT, LLC DATE OF NAME CHANGE: 20050531 SC 13G 1 p23-1181sc13g.htm COGNYTE SOFTWARE LTD.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

Cognyte Software Ltd.
(Name of Issuer)

Ordinary Shares, no par value
(Title of Class of Securities)

M25133105
(CUSIP Number)

March 21, 2023
(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨	Rule 13d-1(b)
ý	Rule 13d-1(c)
¨	Rule 13d-1(d)

(Page 1 of 7 Pages)

______________________________

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. M25133105

13G

Page 2 of 7 Pages

1	NAME OF REPORTING PERSON Senvest Management, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP		(a) ¨ (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5	SOLE VOTING POWER 0
	6	SHARED VOTING POWER 3,629,505
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 3,629,505
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,629,505
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES			¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.3%
12	TYPE OF REPORTING PERSON OO, IA

CUSIP No. M25133105

13G

Page 3 of 7 Pages

1	NAME OF REPORTING PERSON Richard Mashaal
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP		(a) ¨ (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Canada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5	SOLE VOTING POWER 0
	6	SHARED VOTING POWER 3,629,505
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 3,629,505
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,629,505
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES			¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.3%
12	TYPE OF REPORTING PERSON IN, HC

CUSIP No. M25133105

13G

Page 4 of 7 Pages

Item 1(a).	Name of Issuer.
	Cognyte Software Ltd. (the "Issuer")

Item 1(b).	Address of Issuer's Principal Executive Offices.
	33 Maskit Herzliya Pituach 4673333, Israel

Item 2(a).	Name of Person Filing.
	This statement is filed by Senvest Management, LLC and Richard Mashaal.

	The reported securities are held in the account of Senvest Master Fund, LP and Senvest Technology Partners Master Fund, LP (collectively, the "Investment Vehicles").

	Senvest Management, LLC may be deemed to beneficially own the securities held by the Investment Vehicles by virtue of Senvest Management, LLC's position as investment manager of the Investment Vehicles. Mr. Mashaal may be deemed to beneficially own the securities held by the Investment Vehicles by virtue of Mr. Mashaal's status as the managing member of Senvest Management, LLC. None of the foregoing should be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the securities reported herein.

Item 2(b).	Address of Principal Business Office.
	Senvest Management, LLC 540 Madison Avenue, 32^nd Floor New York, New York 10022

	Richard Mashaal c/o Senvest Management, LLC 540 Madison Avenue, 32^nd Floor New York, New York 10022

Item 2(c).	Place of Organization.
	Senvest Management, LLC – Delaware

	Richard Mashaal – Canada

Item 2(d).	Title of Class of Securities.
	Ordinary Shares, no par value

Item 2(e).	CUSIP Number.
	M25133105

CUSIP No. M25133105

13G

Page 5 of 7 Pages

Item 3.	If this Statement is Filed Pursuant to §§ 240.13d-1(b) or 240.13d-2(b), or (c), check whether the Person Filing is a:
	(a)	¨	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
	(b)	¨	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
	(c)	¨	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
	(d)	¨	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
	(e)	¨	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
	(f)	¨	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
	(g)	¨	A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
	(h)	¨	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813);
	(i)	¨	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	¨	A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
	(k)	¨	Group, in accordance with §240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please

specify the type of institution:

Item 4.	Ownership.
	The information required by Items 4(a) – (c) is set forth in Rows (5) – (11) of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.

	The percentages set forth in this Schedule 13G are calculated based upon an aggregate of 68,246,519 Ordinary Shares outstanding as of October 31, 2022, as reported in Exhibit 99.1 attached to the Issuer's Report of Foreign Issuer on Form 6-K filed with the Securities and Exchange Commission on December 20, 2022.

Item 5.	Ownership of Five Percent or Less of a Class.
	Not applicable.

CUSIP No. M25133105

13G

Page 6 of 7 Pages

Item 6.	Ownership of More Than Five Percent on Behalf of Another Person.
	The Investment Vehicles have the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of the Ordinary Shares.

Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not applicable.

Item 8.	Identification and Classification of Members of the Group.
	Not applicable.

Item 9.	Notice of Dissolution of Group.
	Not applicable.

Item 10.

Certification.

By signing below each Reporting Person certifies that, to the best of his or its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

CUSIP No. M25133105

13G

Page 7 of 7 Pages

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date: March 28, 2023
	SENVEST MANAGEMENT, LLC

	By:	/s/ Bobby Trahanas
		Name: Bobby Trahanas
		Title: Chief Compliance Officer




	/s/ Richard Mashaal
	RICHARD MASHAAL

EX-99 2 p23-1181exhibit99.htm JOINT FILING AGREEMENT

EXHIBIT 99.1

JOINT FILING AGREEMENT

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.


Date: March 28, 2023
	SENVEST MANAGEMENT, LLC

	By:	/s/ Bobby Trahanas
		Name: Bobby Trahanas
		Title: Chief Compliance Officer




	/s/ Richard Mashaal
	RICHARD MASHAAL