Travel platform Navan’s shares have slid nearly 60% since its $6.2 billion initial public offering last fall. The slump included shares wobbling in December after its first post-IPO earnings report in which it announced CFO Amy Butte was stepping down from the finance chief role. 

Now the Palo Alto, California-based company has been hit with a proposed class action lawsuit alleging potential investors were misled by “materially incomplete” offering documents, which failed to adequately warn of negative results and trends that were emerging. The proposed class action was brought by David McCown on Feb. 23, who bought the stock and is asserting he was damaged. 

The complaint names the company, its CEO Ariel Cohen, its former CFO Amy Butte and CAO Anne Giviskos, along with company directors and underwriters as defendants, asserting that certain of the senior executives and directors signed the misleading registration statement in connection with the IPO. 

At the heart of the allegations are Navan’s registration statement and prospectus, which include backwards looking descriptions of the company’s rapid growth. The documents stated its revenue and gross booking volume rose from 2024 to 2025 at 33% and 32%, respectively. On the same day of the IPO, however, and unbeknownst to the investor, the suit alleges the company was aware its sales and marketing expenses for quarter ended Oct. 31 rose 39% to $95 million from the previous quarter.

“Navan’s stock declined after the company announced its third fiscal quarter of 2025 earnings on December 15, 2025, during which it reported a 39% increase in sales and marketing expenses from the prior quarter,” the complaint said. “Navan also surprised the market by announcing its chief financial officer would step down from her position…On this news, Navan’s stock dropped almost 12% to close at $12.90 per share on December 16, 2025,” 

In the fiscal quarter ended Oct. 31, the company reported a GAAP net loss of $225 million, compared to a $42 million net loss in the year-earlier period. Total revenue rose 29% to $195 million, according to a release at the time. 

The lawsuit also alleges that the defendants are all liable for misstatements and omissions. 

Butte brought Wall Street experience to Navan, having worked as a senior managing director at now defunct Bear Stearns early in her career, as well as serving as the New York Stock Exchange’s CFO from 2004 to 2006 and as CFO and strategist of the financial services division of Credit Suisse First Boston from 2002-2003, according to her LinkedIn account.  

In December, the company said Butte would remain with the travel platform as an advisor until either the company appointed a full-time CFO or May 1, with chief accounting officer Anne Giviskos tapped to serve as interim CFO. In February, the company named ride-share company Lyft alum Aurélien Nolf to succeed Butte, effective March 2. 

Navan did not immediately respond to a request for comment.