1 2 3 4 UNITED STATES DISTRICT COURT 5 NORTHERN DISTRICT OF CALIFORNIA 6 7 ANDREW LICHTER, et al., Case No. 19-cv-05701-SI

8 Plaintiffs,

ORDER GRANTING PLAINTIFFS’

9 v. ADMINISTRATIVE MOTION TO FILE

UNDER SEAL

10 TIEN TZUO, et al., Re: Dkt. No. 66 11 Defendants.

12 13 This is a shareholder derivative action seeking redress for actions allegedly taken by officers 14 and directors of Zuora, Inc. Dkt. No. 1. Now before the Court is a motion filed by Plaintiffs 15 requesting permission to file under seal an unredacted version of the Verified Consolidated 16 Shareholder Derivative Complaint. Dkt. No. 66 (Motion). Plaintiffs argue the highlighted portions 17 identified in the Complaint attached to the motion contain information procured from documents 18 which Defendants have designated as Protected Material deemed “CONFIDENTIAL” under this 19 Court’s Protective Order. Id.; Dkt. No. 66-2 (Unredacted Complaint). In support of the motion, 20 counsel for Defendants declares that the proposed redactions “contain highly sensitive commercial 21 information concerning Zuora’s business and products, internal processes, sales strategy, product 22 development, and Board functions and deliberations. Zuora maintains this information in strict 23 confidence and does not disclose it to the public.” Dkt. No. 67 ¶ 5 (Supporting Declaration). 24 Although there is “a strong presumption in favor of access to court records,” this right of 25 access “is not absolute and can be overridden given sufficiently compelling reasons for doing so.” 26 Foltz v. State Farm Mut. Auto. Ins. Co., 331 F.3d 1122, 1135 (9th Cir. 2003). Compelling reasons 27 may include, for example, the disclosure of “proprietary and confidential business information that 1 *2 (N.D. Cal. May 14, 2021), or disclosure that would “allow competitors to learn the ‘operation 2 || and functionality of [Defendant]’s technical capabilities.’” X One, Inc. v. Uber Techs., Inc., 2020 3 WL 718310, at *2 (N.D. Cal. Feb. 12, 2020) (internal citation omitted)). 4 The Court has reviewed the unredacted Verified Consolidated Shareholder Derivative 5 || Complaint, Plaintiffs’ Motion, and the Supporting Declaration, and finds it appropriate to GRANT 6 || the motion. The material at issue was deemed “CONFIDENTIAL” by defendants and reflects 7 || minutes from meetings of Zuora’s Board of Directors and Board presentations and deliberations 8 || relating to key aspects of Zuora’s business, including its product development, its risk management 9 || policies and practices, and intimate details regarding Zuora’s relationship with key customers. Thus, 10 || the Court will permit Plaintiffs to file the unredacted version of the complaint under seal, and 11 publicly file version of the complaint with the following portions redacted: paragraphs 106 through 12 116, and part of paragraph 117, which are located on page 29, lines 10-27, page 30, lines 1-26, and 5 13 page 31, lines 1-3 and part of line 14. 14

IT IS SO ORDERED.

a 16 || Dated: April 26, 2022 Site WU tee 8 SUSAN ILLSTON. United States District Judge 19 20 21 22 23 24 25 26 27 28