Post-closing merger disputes are increasingly litigated not by the selling stockholders themselves but by a designated shareholder representative acting on their behalf. That structure is now standard in private M&A, yet buyers still test it, often by arguing that the representative is not the real party in interest. In Shareholder Representative Services, LLC v. Follett
Mergers and Acquisitions
Chancery Dismisses KnowBe4 Stockholder Challenge: No Control Group, and a Cleansing Vote
By Carl D. Neff on
A recurring question in deal litigation is when a handful of large investors who roll over their equity in a take-private become a “control group” subject to entire fairness review. In Le Clair v. KnowBe4, Inc., C.A. No. 2024-1143-KSJM (Del. Ch. May 27, 2026), Chancellor Kathaleen St. J. McCormick answered that question against…