The following statement is being issued by Robbins Geller Rudman & Dowd LLP, Grant & Eisenhofer P.A., and Collins Shelton Blair & Wright PLLC regarding the Forward Air Stockholder Litigation:
IN THE THIRD JUDICIAL DISTRICT FOR THE STATE OF TENNESSEE
TENNESSEE CHANCERY COURT
GREENVILLE, TENNESSEE
| Cambria County Employees Retirement System and Michael A. Roberts, |
|
|
||
|
|
Docket No. 2023-cv-400 |
|||
|
Plaintiffs, |
|
|||
|
|
CLASS ACTION |
|||
| v. | ||||
|
|
||||
| Forward Air Corporation, Ronald W. Allen, Ana Amicarella, Valerie A. Bonebrake, C. Robert Campbell, R. Craig Carlock, G. Michael Lynch, George S. Mayes Jr., Chitra Nayak, Javier Polit, Thomas Schmitt, and Laurie A. Tucker, | ||||
|
|
||||
|
Defendants. |
||||
|
|
||||
SUMMARY NOTICE OF PENDENCY AND PROPOSED
SETTLEMENT OF STOCKHOLDER CLASS ACTION,
SETTLEMENT HEARING, AND RIGHT TO APPEAR
TO: ALL SHAREHOLDERS OF FORWARD AIR CORPORATION AS OF AUGUST 10, 2023 (THE DATE DEFENDANTS AGREED TO THE MERGER AGREEMENT WITH OMNI NEWCO, LLC AND ITS SUBSIDIARIES, INCLUDING OMNI LOGISTICS LLC), AND THEIR SUCCESSORS IN INTEREST WHO OBTAINED SHARES BY OPERATION OF LAW, BUT EXCLUDING ANY EXCLUDED PERSONS (THE “CLASS”).1
THIS 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. PLEASE READ THIS NOTICE CAREFULLY AND IN ITS ENTIRETY. YOUR RIGHTS MAY BE AFFECTED BY A CLASS ACTION CASE PENDING IN COURT.
YOU ARE HEREBY NOTIFIED, pursuant to an Order of the Chancery Court for the State of Tennessee, Third Judicial District, Greene County (the “Court”) and Tennessee Rule of Civil Procedure 23 that: (i) the above-captioned action (the “Action”) is pending in the Court and has been preliminarily certified as a class action for settlement purposes only; and (ii) Plaintiffs and Defendants have reached a proposed settlement for $28,000,000.00 in cash (the “Settlement Amount”) as set forth in the Stipulation (the “Settlement”), a copy of which is available at www.ForwardAirStockholderSettlement.com. The Settlement, if approved by the Court, will resolve all claims in the Action.
A hearing (the “Settlement Hearing”) will be held on June 25, 2026, at 10:00 a.m., before The Honorable Douglas T. Jenkins, either in person at the Chancery Court for the State of Tennessee, Third Judicial District, Greene County, Greene County Courthouse, 101 South Main Street, Greeneville, Tennessee 37743, or remotely by telephone or videoconference (in the discretion of the Court), to, among other things: (i) determine whether to finally certify the Class for settlement purposes only, pursuant to Tennessee Rule of Civil Procedure 23; (ii) determine whether Plaintiffs and Plaintiffs’ Counsel have adequately represented the Class, and whether Plaintiffs should be finally appointed as Class representatives for the Class and Plaintiffs’ Counsel should be finally appointed as counsel for the Class; (iii) determine whether the proposed Settlement should be approved as fair, reasonable, and adequate to the Class and in the best interests of the Class; (iv) determine whether the Action should be dismissed with prejudice and the Releases provided under the Stipulation should be granted; (v) determine whether the Order and Final Judgment approving the Settlement should be entered; (vi) determine whether the proposed Plan of Allocation of the Net Settlement Fund is fair and reasonable, and should therefore be approved; (vii) determine whether and in what amount any Fee and Expense Award should be paid to Plaintiffs’ Counsel out of the Settlement Fund and whether and in what amount any service award to each Plaintiff should be paid out of the Settlement Fund; (viii) hear and rule on any objections to the Settlement, the proposed Plan of Allocation, and/or Plaintiffs’ Counsel’s application for any Fee and Expense Award; and (ix) 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.ForwardAirStockholderSettlement.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, you may obtain copies by contacting the Settlement Administrator at Forward Air Stockholder Settlement, Verita Global, P.O. Box 301171, Los Angeles, CA 90030-1171. A copy of the Notice and Proof of Claim can also be downloaded from the Settlement Website, www.ForwardAirStockholderSettlement.com. All Class Members are strongly encouraged to carefully review the full Notice, and to complete a Proof of Claim.
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. To share in the distribution of the Net Settlement Fund, you must establish your rights by submitting a Proof of Claim by mail (postmarked no later than July 10, 2026) or electronically (no later than July 10, 2026). 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 must be filed with the Clerk & Master’s Office of the Chancery Court for the State of Tennessee and delivered to Plaintiffs’ Counsel and Defendants’ Counsel such that they are received no later than June 3, 2026, in accordance with the instructions set forth in the Notice.
Any Class Member who wishes to be excluded from the Settlement may submit a “Request for Exclusion” such that it is postmarked no later than May 29, 2026, in accordance with the instructions set forth in the Notice. Any Class Member who submits a Request for Exclusion may thereafter validly retract such Request for Exclusion by (a) serving a written revocation of that Request for Exclusion, signed under penalty of perjury, to the Settlement Administrator, Plaintiffs’ Counsel, and Defendants’ Counsel acknowledging that the Person (i) retracts or withdraws his, her, its, or their Request for Exclusion, and (ii) agrees to be bound by any Order and Final Judgment in the Action and the Releases to be given, as provided for in the Stipulation or as otherwise set forth in the Order and Final Judgment, and (b) filing a written notice with the Court of the same (which Plaintiffs’ Counsel may file on behalf of the Person retracting their Request for Exclusion), provided that both must occur no later than June 18, 2026, by 5:00 p.m. Eastern Time, otherwise that Person will be included in the Class.
Please do not contact the Court or the Clerk & Master’s Office 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.
Requests for the Notice should be made to the Settlement Administrator:
Forward Air Stockholder Settlement
c/o Verita Global
P.O. Box 301171
Los Angeles, CA 90030-1171
1-888-233-7067
Website: www.ForwardAirStockholderSettlement.com
Inquiries, other than requests for the Notice, should be made to Plaintiffs’ Counsel:
Christopher H. Lyons, Esq.
ROBBINS GELLER RUDMAN & DOWD LLP
200 31st Avenue North
Nashville, TN 37203
Telephone: 1-800-449-4900
Email: settlementinfo@rgrdlaw.com
Michael J. Barry, Esq.
GRANT & EISENHOFER P.A.
123 Justison Street, 7th Flr.
Wilmington, DE 19801
Telephone: 1-302-622-7000
Email: mbarry@gelaw.com
|
BY ORDER OF THE CHANCERY |
|
|
DATED: March 6, 2026 |
|
1 Any capitalized terms used in this Summary Notice of Pendency and Proposed Settlement of Stockholder Class Action, Settlement Hearing, and Right to Appear (the “Summary Notice”) that are not otherwise defined in this Summary Notice shall have the meanings given to them in the Stipulation of Settlement, between Plaintiffs and Defendants, dated as of March 2, 2026 (the “Stipulation”). A copy of the Stipulation is available at www.ForwardAirStockholderSettlement.com (the “Settlement Website”).
View source version on businesswire.com: https://www.businesswire.com/news/home/20260511168733/en/
Media gallery
