eGain Corporation filings document the public-company disclosures of an enterprise SaaS provider focused on AI-powered knowledge management and customer experience automation. Its Form 8-K reports cover quarterly and annual operating results, material corporate events, and capital actions involving common stock.
The company’s proxy materials describe board matters, executive compensation, equity awards, governance practices, and shareholder voting items. Other filings record director and officer indemnification agreements, compensation arrangements, a stock repurchase program, warrant issuance, and related governance rights, providing formal disclosure around eGain’s capital structure and corporate oversight.
eGain Corporation filed its Definitive Proxy Statement for the 2025 Annual Meeting, to be held on December 9, 2025 at 1:00 p.m. PT in Sunnyvale, CA.
Stockholders will vote on: (1) election of four directors (Ashutosh Roy, Gunjan Sinha, Phiroz P. Darukhanavala, and Brett Shockley), (2) a non-binding advisory vote on executive compensation, and (3) ratification of BPM LLP as the independent registered public accounting firm for the year ending June 30, 2026. The Board recommends voting “FOR” all proposals.
The record date is October 13, 2025, with 27,019,335 shares of common stock outstanding as of that date. The proxy details board leadership and committee changes, director and executive compensation (including stock option awards), major beneficial owners, and governance policies, including cybersecurity oversight, a clawback policy effective October 2, 2023, and the Company’s insider trading policy.
This Amendment No. 4 to a Schedule 13D reports that a group led by Kanen Wealth Management and David L. Kanen beneficially owns a combined 2,047,683 shares of EGAIN Corp common stock, representing approximately 7.6% of the 26,867,067 shares outstanding. Ownership breaks down as 1,056,031 shares (Philotimo Fund, 3.9%), 734,187 shares (Philotimo Focused Growth & Income Fund, 2.7%), and 22,429 shares directly held by Mr. Kanen; Kanen Wealth Management is reported as investment manager/GP for the pooled positions.
The filing discloses aggregate purchase prices for disclosed holdings: $7,977,132 for Philotimo, $5,934,578 for PHLOX, $1,880,148 for Managed Accounts, and $197,419 for Mr. Kanen. Transactions for Philotimo during the past 60 days are included as an exhibit; PHLOX, KWM and Mr. Kanen report no transactions in the past 60 days. The statement clarifies group status under Section 13(d)(3) and is signed by David L. Kanen.
EGAIN Corp Schedule 13D Amendment No. 4 discloses that a group led by David L. Kanen now beneficially owns 2,047,683 common shares, representing approximately 7.6% of the 26,867,067 shares outstanding referenced in the filing. The ownership is held across four reporting persons: Philotimo Fund, LP (1,056,031 shares, ~3.9%), Philotimo Focused Growth & Income Fund (PHLOX) (734,187 shares, ~2.7%), certain Managed Accounts (157,918 shares), and Mr. Kanen directly (22,429 shares).
The filing states the purchases were made in open-market transactions using working capital or customers' funds and reports aggregate purchase prices: $7,977,132 for Philotimo's shares, $5,934,578 for PHLOX's shares, $1,880,148 for Managed Accounts, and $197,419 for Mr. Kanen's direct holdings. The Schedule confirms the reporting persons are a Section 13(d)(3) group and details voting and dispositive powers, including shared voting/dispositive power over 2,025,254 shares by Kanen Wealth Management.
Eric Smit, Chief Financial Officer of EGAIN Corp (EGAN), reported multiple stock and option transactions on 10/03/2025 under a Rule 10b5-1 plan adopted on 3/08/2024. The filing shows three non-derivative purchases totaling $37,500 (15,000 shares at $2.5 each) and three non-derivative sales totaling $150,000 (15,000 shares at $10 each). Parallel option-related entries record three grants/exercises for 5,000 employee stock options each (totaling 15,000 options) with an exercise price of $2.5, exercisable since 09/19/2017 and fully vested. The transactions changed reported common stock holdings in stages, with the last reported direct common share ownership at 129,187 shares and derivative holdings reflecting 43,000, 48,000, and 53,000 underlying shares in separate option lines.
eGain (EGAN): A holder filed a Form 144 to sell up to 15,000 shares of common stock. The filing lists an aggregate market value of $150,000 and an approximate sale date of 10/03/2025. The broker is Morgan Stanley Smith Barney LLC, and the shares are listed on NASDAQ.
The shares to be sold were acquired via a stock option exercise on 10/03/2025, with payment in cash. Shares outstanding were 26,867,067.
eGain Corporation filed an 8-K describing several governance and compensation actions approved on September 22, 2025. The Board adopted an updated indemnification agreement for all directors and executive officers, under which eGain will indemnify each covered person to the fullest extent permitted under Delaware law and provide coverage under its directors’ and officers’ insurance policies.
The Compensation Committee set variable annual cash compensation for the fiscal year ended June 30, 2025 at 75% of target, approving payments of $37,500 for CEO Ashutosh Roy, $48,750 for CFO Eric N. Smit, and $26,250 for Senior Vice President Rao J. Chandrasekhar, with no change to base salaries. The Board also amended and restated the bylaws to tighten procedures for stockholder nominations and proposals, address stockholder-requested special meetings, expand committee authority, permit electronic communications, adjust indemnification provisions, and add a forum selection clause. In addition, the Board updated the Code of Ethics and Business Conduct for clarity without granting any waivers.
eGain Corporation increased its stock repurchase authorization by $20 million, raising the total program size from $40 million to $60 million of its outstanding common stock. As of September 3, 2025, the company had repurchased approximately $39.8 million of shares under the program, leaving about $0.2 million available for future repurchases. The Board also extended the program to continue until either the full authorized amount has been repurchased or the Board decides to terminate it. Repurchases may occur at eGain’s discretion through open market or privately negotiated transactions, including under a Rule 10b5-1 trading plan, and the company is not obligated to buy a specific number of shares.
eGain Corporation increased its stock repurchase authorization by $20 million, raising the total program size from $40 million to $60 million of its outstanding common stock. As of September 3, 2025, the company had repurchased approximately $39.8 million of shares under the program, leaving about $0.2 million available for future repurchases. The Board also extended the program to continue until either the full authorized amount has been repurchased or the Board decides to terminate it. Repurchases may occur at eGain’s discretion through open market or privately negotiated transactions, including under a Rule 10b5-1 trading plan, and the company is not obligated to buy a specific number of shares.
eGain Corporation filed a current report to share that it has released financial results for its fiscal quarter and fiscal year ended June 30, 2025. On September 4, 2025, the company issued a press release describing its results and including forward-looking statements about its business, along with cautionary language about risks that could cause actual outcomes to differ. The press release is provided as Exhibit 99.1 to this report, while an Inline XBRL cover page data file is listed as Exhibit 104.
eGain Corporation filed a current report to share that it has released financial results for its fiscal quarter and fiscal year ended June 30, 2025. On September 4, 2025, the company issued a press release describing its results and including forward-looking statements about its business, along with cautionary language about risks that could cause actual outcomes to differ. The press release is provided as Exhibit 99.1 to this report, while an Inline XBRL cover page data file is listed as Exhibit 104.
eGain Corporation issued a warrant to JPMC Strategic Investments I Corporation to purchase 500,000 shares of eGain common stock at an exercise price of $7.10 per share. The warrant was offered and issued as a private placement relying on an exemption from registration under Section 4(a)(2) of the Securities Act, with JPMC confirming it is an accredited investor acquiring the warrant for investment purposes. In connection with this transaction, a senior executive of JPMC received the right to attend eGain’s board of directors meetings as a non-voting observer under a board observer agreement.