Inovalon Buyout Settlement: $44M Flows Back Through Your Broker, No Claim

If you owned Inovalon Holdings Class A stock when Nordic Capital’s group took the company private for $41.00 a share in November 2021, settlement money will follow the same path the buyout cash took — into the brokerage account that received it — with no claim form to fill out. The $44 million Delaware settlement still needs court approval at a December 4, 2026 hearing. The only deadline on the calendar is November 10, 2026, and it is for objections, not claims.

Status: Pending, automatic payment | No claim form needed | Objections received by November 10, 2026 | Settlement hearing December 4, 2026, 11:00 a.m. ET | No opt-out


How the Money Reaches You

The class is defined by who held Inovalon Class A shares on November 24, 2021, the day the deal closed, and received $41.00 per share. The deal’s payment records already identify those holders, so the administrator, Kroll Settlement Administration, does not need anything from you.

  • Shares in street name: Kroll uses the Depository Trust Company’s allocation report from the merger to pay each broker or bank, which then deposits the money in the account that got the merger cash.
  • Record holders outside that system: paid directly by the administrator.

A check not cashed within three months goes stale. Leftover money may be redistributed to identified class members or, if that is not economical, given to the Combined Campaign for Justice, a Delaware legal-aid fund. Nothing is paid until the court approves the settlement and it becomes effective.

What It Could Be Worth Per Share

The fund is $44 million plus interest, paid by Inovalon and its insurers; under the stipulation, no defendant contributes. It is an all-in number, so fees and notice and administration costs come out of it. Each payment equals your eligible shares at closing times the net fund divided by all eligible shares. The court-approved notice does not give a per-share estimate.

OpenClassActions.com has run its own estimate, which is not a figure from the notice. Using the complaint’s count of about 77.17 million Class A shares outstanding as of October 31, 2021, the fund works out to about $0.57 a share before deductions.

Before any deductionsAbout $0.57 a share (estimate)
Requested expensesUp to $1.5 million
Requested feesUp to 29% of the fund after expenses; about $13.8 million combined with expenses
If both are granted in fullAbout $0.39 a share, before administration costs and taxes (estimate)

Shares held by excluded parties drop out of the count, which would nudge the per-share figure up slightly. Incentive awards of up to $10,000 per plaintiff come out of the fee award, not on top of it. The court decides every one of these amounts and can award less.

Who Is In and Who Is Out

The class is every record and beneficial holder of Inovalon Class A common stock as of November 24, 2021 who received $41.00 cash per share, plus successors and assigns. Inovalon traded on Nasdaq as INOV until then. Only Class A stock counts.

Excluded are the defendants and former defendants — Inovalon itself, founder Keith R. Dunleavy and his related entities, early investor André Hoffmann and his investment vehicle, and the former directors named in the case — along with their affiliates, executive officers, directors, controlling persons and immediate families, and entities any of them controlled on that date. If a purchase had not settled before closing, the buyer is treated as the holder, not the seller.

The Buyout Behind the Case

On August 19, 2021, Inovalon, a healthcare data and analytics company, agreed to be acquired by an investor group led by Nordic Capital for $41.00 a share in cash, a deal valued at about $7.3 billion. More than 99% of the minority shares voted in favor on November 17, 2021, and the deal closed a week later.

Three public pension and retirement funds sued on August 9, 2022 in City of Sarasota Firefighters’ Pension Fund v. Dunleavy, C.A. No. 2022-0698-KSJM. They allege the price was unfairly low, the sale process was shaped by conflicts, Dunleavy and his entities received benefits public holders did not — including a $700 million equity rollover into the private company — and the proxy statement contained material misstatements and omissions. The complaint also alleges Nordic cut its offer from $44 to $41 during the process and that the financial advisors had undisclosed ties to Nordic and its co-investors.

The defendants deny the claims. They say a special committee approved the deal, the price was a significant premium to the unaffected trading price, and the minority vote was overwhelming; committee members say they relied on their advisors. The Court of Chancery dismissed the case on July 31, 2023. On May 1, 2024, the Delaware Supreme Court reversed, holding the minority vote was not fully informed because the proxy did not adequately disclose the conflicts of the special committee’s financial advisors, J.P. Morgan and Evercore, with Nordic and its buyer group. Discovery followed, with more than 140,000 documents, 18 fact depositions and four expert depositions. A September 2025 mediation failed; in July 2026 the mediator proposed $44 million and both sides accepted. No court has found that any defendant breached a duty.

No Opt-Out; Objecting Instead

The court certified the class on August 18, 2025 as a non-opt-out class under Court of Chancery Rules 23(a), 23(b)(1) and 23(b)(2). You cannot exclude yourself, and an approved release binds every class member. To object to the settlement, the plan of allocation or the fee request, file with the court and serve counsel so that it is received by November 10, 2026. Name the case, include your contact information and signature, give specific reasons and attach documents proving class membership. Ask to speak at the hearing in the objection itself. A lawyer representing an objector must file a notice of appearance received by November 18, 2026.

Key Dates

November 10, 2026Objections must be received.
November 18, 2026Notices of appearance by objectors’ attorneys must be received.
December 4, 2026, 11:00 a.m. ETSettlement hearing before Chancellor Kathaleen St. Jude McCormick in Wilmington; may be held by phone or video.

The stipulation was signed September 16, 2026, preliminary approval came the next day, and Kroll published the summary notice on October 19, 2026. No payment date had been announced as of that date. The notice, stipulation and any hearing changes are on the official Inovalon Stockholder Class Action Litigation website, and our sister site tracks the case on its Inovalon stockholder settlement page at OpenClassActions.com.

Frequently Asked Questions

Do I need to file a claim in the Inovalon settlement?

No. There is no claim form. Payments go out the same way the $41.00 merger cash did, through brokers for shares held in street name and directly to record holders, once the court approves the settlement and it becomes effective.

How much will I get per Inovalon share?

The notice gives no per-share figure. OpenClassActions.com estimates about $0.57 a share before deductions, based on about 77.17 million Class A shares, and about $0.39 a share if the full fee and expense request is granted.

Can I opt out of the Inovalon settlement?

No. The court certified a non-opt-out class on August 18, 2025. You can object instead, and your objection must be received by November 10, 2026.

Who is paying the $44 million?

Inovalon and its insurers, under the stipulation. Keith R. Dunleavy, his related entities and the other defendants do not contribute.

What did the Delaware Supreme Court decide?

On May 1, 2024 it reversed the 2023 dismissal, holding the minority vote was not fully informed because the proxy did not adequately disclose the financial advisors’ conflicts with Nordic Capital and its buyer group.

Sources

Source and credit: the settlement terms, deadlines and benefit details described above are drawn from our sister site’s reporting — OpenClassActions.com: Inovalon $44M Stockholder Settlement — which tracks this case against the court-approved notice and the official settlement website and is updated as the court rules.


Legal Disclaimer

This article is for informational purposes only and is not legal advice. OpenClassActions.org is a consumer news site, not a law firm and not the settlement administrator, and is not affiliated with any party to the case described. The allegations are allegations; unless a court has ruled, the defendants deny wrongdoing and no court has decided the merits. Deadlines, benefit amounts and payment timing can change as the court and the administrator act, so confirm current status on the official settlement website. You never need to pay anyone to file a claim or to receive a settlement payment.

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