The information contained on this web page is only a summary of information presented in more detail in the Notice of Proposed Settlement of Class Action (the “Notice”), which you can access by clicking here. Since this website is just a summary, you should review the Notice for additional information.

If you are a Class Member, your legal rights will be affected by this Settlement whether you act or do not act.

Please read the Notice carefully.

IF YOU PURCHASED OR OTHERWISE ACQUIRED PIVOTAL SOFTWARE, INC. ("PIVOTAL" OR THE "COMPANY") COMMON STOCK PURSUANT OR TRACEABLE TO THE REGISTRATION STATEMENT AND PROSPECTUS ISSUED IN CONNECTION WITH PIVOTAL'S APRIL 20, 2018 INITIAL PUBLIC OFFERING (THE "CLASS").

How Do I know if I am a Class Member?

If you purchased or otherwise acquired Pivotal common stock pursuant or traceable to the registration statement and prospectus issued in connection with Pivotal's April 20, 2018 IPO, you may be a Class Member. As set forth in the Stipulation, persons who purchased or otherwise acquired Pivotal common stock before the expiration of the lockup period shall be presumed as being able to trace their purchases to the Offering.

Excluded from the Class are: the Defendants and their respective successors and assigns; past and current executive officers and directors of Defendants; members of the immediate families of the Defendants; the legal representatives, heirs, successors, or assigns of the Defendants; any entity in which any of the above excluded persons have or had a majority ownership interest; and any person who validly requests exclusion from the Class.

The Settlement Hearing

The Court will hold a Settlement Fairness Hearing on December 1, 2022, at 2:00 P.M., before the Honorable Andrew Y.S. Cheng in Department 613, Superior Court of California, County of San Francisco, 400 McAllister Street, San Francisco, CA 94102, for the purpose of determining whether: (1) the proposed Settlement as set forth in the Stipulation for $2,750,000 in cash should be approved by the Court as fair, reasonable, and adequate; (2) the Plan of Allocation should be approved by the Court, as fair, reasonable, and adequate; (3) to award Plaintiffs' Counsel attorneys' fees and expenses out of the Settlement Fund, and if so in what amount; (4) to reimburse Plaintiffs for their time and expense in representing the Class, and if so in what amount; and (5) to enter the Final Judgment as provided under the Stipulation. The Court may adjourn or continue the Settlement Fairness Hearing without further notice to Members of the Class. If you want to attend the hearing, you should check with Plaintiffs' Counsel or the settlement website beforehand to be sure that the date and/or time have not changed.

Any Class Member may appear at the Settlement Fairness Hearing and be heard on any of the foregoing matters.

What is this case about?

This is a securities class action on behalf of all those who purchased or otherwise acquired Pivotal common stock pursuant or traceable to the registration statement and prospectus (collectively, the "Registration Statement" or "Offering Materials"), issued in connection with Pivotal's April 20, 2018 initial public offering (the "IPO" or "Offering"). Plaintiffs claim that Pivotal, Dell, certain Pivotal officers and directors, and the underwriters of the IPO are liable under Sections 11, 12(a)(2), and 15 of the Securities Act of 1933 (the "Securities Act") for issuing material misrepresentations and omissions in the Registration Statement and Prospectus used to effectuate the IPO. Specifically, Plaintiffs allege that the Registration Statement and Prospectus failed to disclose that, at the time of the IPO: (1) Pivotal's non­traditional Pivotal Container Services ("PKS") product offering was not integrated with the industry standard, Kubernetes; (2) given internally projected losses, Pivotal's alleged controlling parent, Dell, was already directing Pivotal executives in negotiations to sell off Pivotal to VMware, Inc. (another alleged Dell-controlled subsidiary); and (3) Dell was directing these undisclosed negotiations to maximize its own tax benefits at the expense of Pivotal shareholders. Defendants deny all wrongdoing alleged in this Action.

The Settlement Benefits

The Settlement, if approved, will result in the creation of a cash settlement fund of $2,750,000 (the "Settlement Amount"). The Settlement Amount, plus accrued interest (the "Settlement Fund") and minus the costs of this Notice and all costs associated with the administration of the Settlement, as well as any attorneys' fees and expenses that may be approved by the Court (the "Net Settlement Fund"), will be distributed to Class Members pursuant to the Plan of Allocation that is described in the next section of this Notice.

A Class Member's actual recovery will be a proportion of the Net Settlement Fund determined by that claimant's recognized claim as compared to the total recognized claims submitted. An individual Class Member's actual recovery will depend on the number of claims submitted, and whether those shares were held or sold, and, if sold, when they were sold and the amount received. See the Plan of Allocation below for more information on your recognized claim.

Further Information

This website is a summary of the Settlement.  For more details regarding the Settlement, please reference the Settlement Agreement, or other documents filed in the case under the “Court Documents” link on the left.  You may also contact the Claims Administrator or Plaintiffs' Counsel for further information regarding the Settlement.

Claims Administrator:

Pivotal Shareholder Litigation Settlement
Claims Administrator
c/o A.B. Data Ltd.
P.O. Box 173081
Milwaukee, WI 53217

Phone: (877) 829-4296

info@PivotalShareholderSettlement.com

Plaintiffs' Counsel:

SCOTT+SCOTT ATTORNEYS AT LAW LLP
Thomas L. Laughlin, IV
230 Park Avenue, 17th Floor
New York, NY 10169
Phone: (212) 419-3171

HEDIN HALL LLP
David W. Hall
Four Embarcadero Center, Suite 1400
San Francisco, CA 94104
Phone: (415) 766-3534