Former holders of National Holdings common stock can claim cash from a $4,350,000 settlement by submitting a valid Proof of Claim and Release by December 16, 2026. File online or by mail through the court-approved claims administrator, RG/2 Claims Administration. The National Holdings Stockholder Settlement is a cash fund proposed to resolve stockholder claims over the 2021 sale of the company.
According to RG/2 Claims Administration, approval would resolve all claims in Nancy Frank as Trustee of The Frank Trust v. Michael Mullen, Delaware Court of Chancery Lead C.A. No. 2023-0381-MTZ, as described on the RG/2 settlement homepage.
Official resources:
- Read the original research from Rivertonjournal — Use this page to review the original research.
- Read the official notice from Rg2Claims — Use this primary source to verify the official announcement.
Table of Contents
- Who can claim a share?
- How do you file your claim?
- How are payments calculated?
- What if you do nothing or object?
Who can claim a share?
The class covers record and beneficial holders of National Holdings common stock from February 9, 2021 through merger consummation on February 25, 2021. It includes only holders whose shares were exchanged for $3.25 cash per share in the merger tender offer. That means you qualify if you held through the closing and received the buyout price. If you sold before February 9, 2021 or bought after the merger closed, you are not included.
Nominee holders such as brokers can file for beneficial owners they held for. The case challenged the 2021 sale of National Holdings to its largest stockholder, B. Riley Financial. According to Law360, papers alleged former Chairman and CEO Michael Mullen breached fiduciary duties in the transaction.
How do you file your claim?
According to RG/2 Claims Administration, the filing portal, formal Notice, claim form, and nominee bulk-filing instructions are available through the RG/2 notice and claim page. A Proof of Claim and Release is your signed statement of eligibility plus a release of covered claims.
Use the online portal when possible to reduce mail delays and errors. Keep copies of brokerage statements, confirmations, and your submission receipt.
- Confirm your holdings and buyout payment for the February 9-25, 2021 period.
- Complete the Proof of Claim and Release with your name, contact information, and share total.
- Submit online or postmark your mailed form by December 16, 2026.
How are payments calculated?
Only class members who submit a valid Proof of Claim share in the Net Settlement Fund. The Net Settlement Fund is what remains after court-approved deductions. According to the Settlement Notice via ClassActionTracker, payments are distributed pro rata based on stock holdings under the proposed Plan of Allocation.
Pro rata means each valid claim gets a proportional share based on qualifying shares. That structure rewards larger qualifying holdings with larger payments. It also means the per-share amount depends on how many valid claims are filed.
What if you do nothing or object?
If you do nothing, you receive no payment but remain bound by the settlement. You will give up the right to pursue the resolved claims separately. To object or ask to speak at the hearing, your objection must reach the court by November 2, 2026.
Follow the Notice instructions for format, address, and required holding information. According to the announcement from Monteverde & Associates and Kahn Swick & Foti, the Delaware Court of Chancery will hold the fairness hearing November 16, 2026 at 11:00 a.m. in Wilmington or remotely by Zoom to consider certification, fairness, allocation, and counsel fees, as detailed in the settlement announcement. Attend only if you plan to object, speak, or monitor the approval decision.