Varonis Systems Faces Class Action Lawsuit Over Alleged Securities Fraud

Berger Montague Advises Investors to Inquire About the Lawsuit by March 9, 2026

Published on Feb. 23, 2026

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National plaintiffs' law firm Berger Montague PC has announced that a class action lawsuit has been filed against Varonis Systems, Inc. (NASDAQ: VRNS) on behalf of investors who purchased or acquired Varonis securities during the period of February 4, 2025 through October 28, 2025. The lawsuit alleges that Varonis and its senior executives misled investors about the company's ability to convert its existing customer base, resulting in significantly reduced annual recurring revenue (ARR) growth potential.

Why it matters

The lawsuit highlights growing concerns among investors about the accuracy of financial disclosures and the potential for securities fraud, particularly in the technology sector where companies often rely on complex software and subscription models. The case could have broader implications for how companies communicate with investors about their business performance and growth prospects.

The details

The lawsuit alleges that Varonis raised investor expectations despite knowing that the company was not positioned to successfully convince existing users to convert to its SaaS offering, resulting in reduced ARR growth. Investors learned the truth on October 28, 2025, when Varonis announced a significant ARR miss and reduced its full-year 2025 guidance, citing weaker than expected renewals and conversions in its on-premises subscription business. The company also announced the end-of-life of its self-hosted solution and a 5% headcount reduction.

  • The class period is from February 4, 2025 through October 28, 2025.
  • Investors have until March 9, 2026 to seek to be appointed as a lead plaintiff representative of the class.

The players

Varonis Systems, Inc.

A global security company offering software products to detect advanced security threats using AI-powered technologies.

Berger Montague PC

A national plaintiffs' law firm that has filed the class action lawsuit against Varonis Systems on behalf of investors.

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What they’re saying

“Investors who purchased Varonis securities during the Class Period may, no later than March 9, 2026, seek to be appointed as a lead plaintiff representative of the class.”

— Berger Montague PC (Newsfilecorp)

What’s next

The judge in the case will decide on March 9, 2026 whether to allow investors to be appointed as lead plaintiffs in the class action lawsuit.

The takeaway

This case highlights the importance of accurate and transparent financial reporting, especially for technology companies that rely on complex business models and subscription-based revenue. Investors will be closely watching the outcome of this lawsuit, which could set precedents for how companies communicate with the market about their growth prospects and challenges.