The complaint filed by Wolf Haldenstein Adler Freeman & Herz LLP alleges that Smartsheet received an unsolicited takeover bid from a consortium of Blackstone Inc. and Vista Equity Partners as early as January 2024. Despite these pending offers reaching $56.50 per share, the company allegedly moved forward with a $150 million share repurchase program. During this window, Smartsheet bought back stock at an average price of $46.45, significantly lower than the acquisition price eventually made public in late September 2024.

By failing to disclose the acquisition interest, the company purportedly denied investors the opportunity to sell at the higher market value. The merger was finalized in January 2025 at the $56.50 per share valuation. Affected shareholders have until October 5, 2026, to apply for lead plaintiff status in the ongoing legal proceedings.