IN RE CARLOTZ, INC. SECURITIES LITIGATION

Background

The court considered Lead Plaintiff’s motion for final approval of a class-action settlement, the proposed plan for allocating settlement proceeds, and certification of the settlement class. It also considered Lead Counsel’s request for attorneys’ fees, reimbursement of litigation expenses, and service awards for the plaintiffs. The court had previously certified the class for settlement purposes and held hearings on June 10, 2025, and July 2, 2025.

Settlement Approval

Under Rule 23 of the Federal Rules of Civil Procedure, the court approved the settlement. It found the settlement fair, reasonable, adequate, and in the best interests of the plaintiff, the plaintiffs’ releasees, and the settlement class members. The court also found that the settlement resulted from arm’s-length negotiations and that the plaintiff and Lead Counsel had adequately represented the class.

The court found that the notices sent to settlement class members were the best notice practicable under the circumstances and satisfied Rule 23 and due-process requirements. It overruled in full the objections filed by Fen Wang and Xinbao Wang and stated that there were no other timely objections. The court separately approved the plan of allocation as fair and reasonable.

Disposition and Releases

The court dismissed the action and all claims in it, as well as the settled claims, with prejudice against the defendants’ releasees. The judgment specifically identified the releasees, including CarLotz, Acamar, Acamar Partners Sponson I LLC, Acamar Partners Merger Sub, Inc., Michael W. Bor, Thomas W. Stoltz, Luis Ignacio Solorzano Aizpuru, Rebecca Polak, Juan Carlos Torres Carretero, James E. Skinner, Domenico De Sole, and Teck H. Wong.

Upon the settlement’s effective date, the plaintiff, the plaintiffs’ releasees, and settlement class members—except people who timely and validly excluded themselves—would release the covered claims against the defendants’ releasees. They would also be barred from bringing or continuing proceedings asserting those released claims. The defendants would release claims arising from the investigation, prosecution, settlement, or resolution of the action, except claims to enforce the settlement. The judgment also entered a contribution bar and provided for reductions of certain later judgments, as specified in the order.

All proofs of claim filed by plaintiffs or settlement class members against the Shift Debtors were deemed withdrawn, and Omni Agent Solutions, Inc. was authorized to expunge them from the official claims register in the Shift Debtors’ bankruptcy cases. The judgment stated that it would become null and void, and the litigation would return to its earlier state, if the settlement did not become final or its effective date did not occur, as provided in the settlement agreement.

Fees, Awards, and Continuing Authority

The court approved attorneys’ fees equal to 33 1/3 percent of the settlement fund, plus interest on that amount; reimbursement of $155,185.13 in expenses, plus interest; and service awards of $10,000 to Lead Plaintiff David Berger and $5,000 to Additional Plaintiff Craig Bailey. The court found these awards reasonable. It also found that the parties and their attorneys complied with Rule 11.

The court retained continuing authority over implementation of the settlement, distribution of the settlement fund, and administration, construction, and enforcement of the settlement agreement and judgment. The Clerk of Court was directed to terminate the case.