Class Action Filed Against Cepton, Inc. and Executives Over Securities Violations

Class Action Lawsuit Against Cepton, Inc.

On October 8, 2025, Pomerantz Law Firm announced a class action against Cepton, Inc., a company listed on the NASDAQ (CPTN), along with some of its executives. This lawsuit was filed in the U.S. District Court for the Northern District of California, specifically under docket number 25-cv-08571. The class action aims to represent all individuals and entities, excluding the defendants, that engaged in purchasing or selling Cepton’s common stock between July 29, 2024, and January 6, 2025. The plaintiffs are seeking to recover damages due to alleged infractions of federal securities laws, as outlined in Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5.

Background on Cepton, Inc.

Prior to the merger with Koito Manufacturing Co., Ltd., Cepton specialized in advanced electronics, particularly in light detection and ranging (lidar) technology, aimed at enhancing safety and autonomy in the Automotive and Smart Infrastructure sectors. Their product range included various lidar systems and accompanying software. In July 2023, Japanese firm Koito invested $200 million into Cepton, acquiring a significant ownership stake and board representation. The subsequent bid by Koito to acquire all remaining shares of Cepton revealed critical tensions regarding the mergers and acquisitions process.

The Allegations and Class Period

This class action alleges that Cepton and its officials made materially false statements throughout the class period, misleading investors regarding the company's operational integrity, compliance policies, and overall business health. Allegedly, Cepton failed to disclose a credible third-party acquisition offer that valued the company at more than double the financial terms agreed upon with Koito. This allegation points to a failure of the Cepton Board to adequately explore other potential offers, thereby inhibiting shareholders' ability to make well-informed decisions regarding the Koito Acquisition.

The lawsuit hinges on claims that investors were deprived of the chance to consider a superior offer, leading to questions about whether the Board operated in the best interests of the shareholders. Moreover, allegations contend that public statements made by Cepton were knowingly misleading, affecting stockholder decision-making processes during the merger.

Consequences and Investor Actions

Investors affected by this situation were not made aware of the significant developments until four months after the merger concluded. In May 2025, former shareholders filed multiple complaints in the Delaware Court of Chancery, which were consolidated into a case against Cepton and its executives, further highlighting the fallout from the acquisition proceedings. By September 2025, an amended class action complaint was publicly released, alleging that the Cepton Board agreed to an excessively low acquisition price and engaged in negotiations that benefited personal interests at the expense of shareholders.

Potential class members now have until December 8, 2025, to ask the court to appoint them as lead plaintiffs in this case. Interested parties can find additional information regarding the complaint and file a request at www.pomerantzlaw.com. To discuss specifics of the lawsuit, potential class members can contact Danielle Peyton at Pomerantz LLP, ensuring to include personal details and shareholding information.

About Pomerantz Law Firm

Pomerantz LLP, recognized as a leading firm in corporate and securities class litigation, was established over 85 years ago by Abraham L. Pomerantz. This firm has a strong track record of fighting for investor rights and has recovered billions in damages for class members. As a proponent of transparency and ethical practices within the corporate framework, Pomerantz continues to be a formidable advocate for those affected by securities fraud and corporate misdeeds. To learn more, visit their website at www.pomlaw.com.

The developments surrounding Cepton, Inc. raise pivotal questions about corporate governance and the responsibility of Boards toward shareholder interests, which could have lasting repercussions within the industry.