Notice of Pendency and Proposed Class Action Settlement Involving All Persons Who Held Shares of Foley Trasimene Acquisition Corp. II (“FTAC II”) Class A Common Stock as of March 23, 2021
SEATTLE, Oct. 7, 2026
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Notice of Pendency and Proposed Class Action Settlement Involving All Persons Who Held Shares of Foley Trasimene Acquisition Corp. II (“FTAC II”) Class A Common Stock as of March 23, 2021
PR Newswire
SEATTLE, Oct. 7, 2026
SEATTLE , Oct. 7, 2026 /PRNewswire/ — /JND Legal Administration/
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
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MICHAEL FARZAD and GREGORY PERRI, Individually and on Behalf of All Others Similarly Situated, Plaintiffs, v. TRASIMENE CAPITAL FT, LP II, TRASIMENE CAPITAL MANAGEMENT, LLC, WILLIAM P. FOLEY, II, RICHARD N. MASSEY, ERIKA MEINHARDT, MARK D. LINEHAN, and C. MALCOLM HOLLAND, Defendants. |
C.A. No. 2023-0193-JTL |
SUMMARY NOTICE OF PENDENCY AND PROPOSED
SETTLEMENT OF STOCKHOLDER CLASS ACTION,
SETTLEMENT HEARING, AND RIGHT TO APPEAR
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TO: |
ALL PERSONS WHO HELD SHARES OF FOLEY TRASIMENE ACQUISITION CORP. II (“FTAC II“) CLASS A COMMON STOCK, WHO HELD SUCH STOCK AS OF MARCH 23, 2021 (THE “REDEMPTION DEADLINE”), EITHER OF RECORD OR BENEFICIALLY, AND WHO WERE ENTITLED TO, BUT DID NOT, REDEEM ALL OF THEIR SHARES, INCLUDING THEIR HEIRS AND SUCCESSORS WHO OBTAINED THEIR SHARES BY OPERATION OF LAW, BUT EXCLUDING: (I) DEFENDANTS, AS WELL AS THE MEMBERS OF THEIR IMMEDIATE FAMILIES, AND ANY ENTITY IN WHICH ANY OF THEM HAS A CONTROLLING INTEREST, AND THE LEGAL REPRESENTATIVES, HEIRS, SUCCESSORS, OR ASSIGNEES OF ANY SUCH EXCLUDED PARTY; AND (II) ANY TRUSTS, ESTATES, ENTITIES, OR ACCOUNTS THAT HELD SHARES OF FTAC II CLASS A OR CLASS B COMMON STOCK FOR THE BENEFIT OF ANY OF THE FOREGOING (THE “CLASS”).1 |
THIS SUMMARY NOTICE WAS AUTHORIZED BY THE COURT. IT IS NOT A LAWYER SOLICITATION. PLEASE READ THIS SUMMARY NOTICE CAREFULLY. YOUR RIGHTS MAY BE AFFECTED BY A CLASS ACTION LAWSUIT PENDING IN THIS COURT.
YOU ARE HEREBY NOTIFIED, pursuant to an Order of the Court of Chancery of the State of Delaware (the “Court“) and Delaware Court of Chancery Rule 23 that: (i) the above-captioned action (the “Action“) is pending in the Court and has been preliminarily certified as a class action; and (ii) Plaintiffs and the Defendants have reached a proposed settlement for $59,500,000.00 in cash (the “Settlement Amount“) as set forth in the Stipulation (the “Settlement“), a copy of which is available at www.FTACIIStockholderSettlement.com. The Settlement, if approved by the Court, will resolve all claims in the Action.
A hearing (the “Settlement Hearing“) will be held on December 8, 2026, at 9:15 a.m., before The Honorable J. Travis Laster, Vice Chancellor, either in person at the Court of Chancery of the State of Delaware, Leonard L. Williams Justice Center, 500 North King Street, Wilmington, Delaware 19801, or remotely by telephone or videoconference (in the discretion of the Court), to, among other things: (i) determine whether the Court should approve the Settlement as fair, reasonable, adequate, and in the best interests of the Class; (ii) determine whether the Order and Final Judgment should be entered pursuant to the Stipulation, dismissing with prejudice the claims asserted in the Action, releasing the Released Plaintiffs’ Claims and Released Defendants’ Claims against the respective released parties, and barring and enjoining the prosecution of any and all released claims against any and all respective released parties; (iii) determine whether the proposed Plan of Allocation of the Net Settlement Fund is fair and reasonable, and should therefore be approved; (iv) consider Plaintiffs’ Counsel’s application for a Fee and Expense Award, including any application for a representative party award to Plaintiffs; (v) hear and determine any objections to the Settlement, the Plan of Allocation, and/or Plaintiffs’ Counsel’s application for a Fee and Expense Award, including any application for a representative party award to Plaintiffs; and (vi) consider any other matters that may properly be brought before the Court in connection with the Settlement. Any updates regarding the Settlement Hearing, including any changes to the date or time of the hearing or updates regarding in-person or remote appearances at the hearing, will be posted to the Settlement website, www.FTACIIStockholderSettlement.com.
If you are a member of the Class, your rights will be affected by the pending Action and the Settlement, and you may be entitled to share in the Net Settlement Fund. If you have not yet received the Notice and Proof of Claim and Release Form, you may obtain copies by contacting the Settlement Administrator at FTAC II Stockholder Settlement, c/o JND Legal Administration, P.O. Box 91227, Seattle, WA 98111; by telephone at 1-877-926-1973, or by email at info@FTACIIStockholderSettlement.com. Copies of the Notice and the Proof of Claim and Release Form can also be downloaded from the Settlement website, www.FTACIIStockholderSettlement.com. All Class Members are strongly encouraged to carefully review the full Notice and to complete a Proof of Claim and Release Form.
If the Settlement is approved by the Court and the Effective Date occurs, the Net Settlement Fund will be distributed on a pro rata basis to eligible Class Members in accordance with the terms of the proposed Plan of Allocation stated in the Notice or such other plan of allocation as is approved by the Court. The Class is a non “opt-out” class pursuant to Delaware Court of Chancery Rules 23(a), 23(b)(1), and 23(b)(2). Accordingly, Class Members will be bound by any judgment entered in the Action pursuant to the terms and conditions of the Stipulation.
Any objections to the Settlement, the proposed Plan of Allocation, or Plaintiffs’ Counsel’s application for the Fee and Expense Award, including any representative party award to Plaintiffs, must be filed with the Register in Chancery in the Court of Chancery of the State of Delaware and delivered to Plaintiffs’ Counsel and Defendants’ Counsel such that they are received no later than November 20, 2026, in accordance with the instructions set forth in the Notice.
Please do not contact the Court or the Office of the Register in Chancery regarding this Summary Notice. All questions about this Summary Notice, the Settlement, or your eligibility to participate in the Settlement should be directed to the Settlement Administrator or Plaintiffs’ Counsel.
Visit www.FTACIIStockholderSettlement.com or call toll-free at 1-877-926-1973.
Requests for the Notice should be made to the Settlement Administrator:
FTAC II Stockholder Settlement
c/o JND Legal Administration
P.O. Box 91227
Seattle, WA 98111
1-877-926-1973
www.FTACIIStockholderSettlement.com
Inquiries, other than requests for the Notice, should be made to Plaintiffs’ Counsel:
Erik W. Luedeke
Robbins Geller Rudman & Dowd LLP
655 W. Broadway, Suite 1900
San Diego, CA 92101
eluedeke@rgrdlaw.com
Gregory E. Del Gaizo
Robbins LLP
5060 Shoreham Place, Suite 300
San Diego, CA 92122
gdelgaizo@robbinsllp.com
BY ORDER OF THE COURT OF CHANCERY OF THE STATE OF DELAWARE
1 Any capitalized terms used in this Summary Notice that are not otherwise defined in this Summary Notice shall have the meanings given to them in the Stipulation and Agreement of Compromise, Settlement, and Release between Plaintiffs and Defendants, dated as of August 28, 2026 (the “Stipulation“). A copy of the Stipulation is available at www.FTACIIStockholderSettlement.com (the “Settlement Website“).
SOURCE JND Legal Administration
