[Form 4] Commault Systems, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Sanjay S. Mirchandani, President & CEO and a director of Commvault Systems, Inc. (CVLT), reported transfers of common stock on 08/29/2025. He moved 56,000 shares previously held directly into the "Sanjay S. Mirchandani 2025 GRAT", of which he is trustee and grantor and which benefits him and his children. The Form 4 shows 387,022 shares held directly following the reported transactions and an additional 56,000 shares held indirectly through the GRAT. The filing states this was not a market sale, so no price is reported. The Form 4 was signed on behalf of the reporting person by an attorney-in-fact on 09/03/2025.

Positive

• Transfer to a 2025 GRAT suggests planned estate/tax structuring rather than sale of shares
• Reporting person retains indirect interest in the 56,000 shares via the GRAT, preserving economic exposure

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Internal transfer to a grantor-retained trust indicates estate planning, not a market disposition; minimal corporate-control impact.

The Form 4 documents an internal transfer of 56,000 shares to a GRAT controlled by the reporting person. Because the reporting person remains trustee and grantor and disclaims beneficial ownership except for pecuniary interest, control over voting or economic exposure appears largely unchanged in practice. This is a routine insider non-market transaction for estate or tax planning purposes and does not represent a change in operational control or a public liquidity event.

Estate/Compensation Specialist

TL;DR: Transfer to a 2025 GRAT is consistent with estate-planning and compensation-structuring practices; economically modest relative to total holdings reported.

The transfer of 56,000 shares into a grantor retained annuity trust (GRAT) is a common estate-planning vehicle that can shift future appreciation while retaining certain rights. The filing explicitly notes no market transaction and reports continued indirect beneficial ownership via the GRAT. From a compensation and tax-structuring perspective, this move reallocates ownership interests without indicating a change to executive compensation arrangements disclosed here.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Mirchandani Sanjay

(Last) (First) (Middle)

1 COMMVAULT WAY

(Street)

TINTON FALLS NJ 07724

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COMMVAULT SYSTEMS INC [ CVLT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/29/2025		G(1)		56,000	D	$0	387,022	D
Common Stock	08/29/2025		G(1)		56,000	A	$0	56,000	I	By Sanjay S. Mirchandani 2025 GRAT(1)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents a transfer of 56,000 shares previously reported as directly held by the reporting person to Sanjay S. Mirchandani 2025 GRAT, of which the reporting person is the trustee and grantor and which is for the benefit of the reporting person and the reporting person's children. The reporting person maintains indirect beneficial ownership of such shares but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. This is not a market transaction, thus no price has been reported.

Remarks:

	/s/ Danielle Abrahamsen, Attorney-in-Fact	09/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Sanjay Mirchandani report on Form 4 for CVLT?

He reported transferring 56,000 shares from direct ownership into the "Sanjay S. Mirchandani 2025 GRAT" on 08/29/2025.

Did the Form 4 show a market sale or a price for the shares?

No. The filing states this was not a market transaction and no price is reported.

How many CVLT shares does Mirchandani report owning after the transfer?

387,022 shares directly and 56,000 shares indirectly through the 2025 GRAT.

What is the nature of Mirchandani's relationship to Commvault (CVLT)?

He is reported as both President & CEO and a director of Commvault Systems, Inc.

Who signed the Form 4 and when was it signed?

The Form 4 was signed by an attorney-in-fact, Danielle Abrahamsen, on 09/03/2025.