Keypath Stockholder Settlement

Keypath’s $4.85 million U.S. dollar stockholder settlement was approved by a judgment signed January 13, 2026 and filed January 14. Eligible holders whose shares or CDIs were cashed out in the September 11, 2024 merger receive a pro rata allocation through the original payment channels, without a claim form. The sources reviewed do not confirm when distributions are being made. Final order, checked September 9, 2026: https://keypathstockholdersettlement.com/media/ltbjmex5/2026-01-14-order-and-final-judgment.pdf

Keypath Stockholder Settlement
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Benefit Summary

Eligible Keypath stockholders: Record or beneficial owners of Keypath Education International, Inc. common stock, including CHESS Depositary Interests (CDIs), whose shares or CDIs were exchanged for A$0.87 per share in cash at the September 11, 2024 Merger closing. Excluded are Defendants; other Company directors or officers as of closing; their immediate families; entities they control; and their affiliates, legal representatives, heirs, successors, or assigns.

Eligible Class Members may receive a pro rata payment based on their number of Eligible Shares. The per-share recovery will be the Net Settlement Fund divided by all Eligible Shares held by Eligible Class Members. No claim form is required. Payments will be made in the same manner as the Merger consideration, under the approved allocation, with distribution subject to the settlement’s Effective Date.

The $4.85 million U.S. dollar fund plus interest is reduced by taxes, notice/administration expenses and approved costs. The final judgment signed January 13, 2026 and filed January 14 approved the settlement and allocation and awarded $970,000 USD in attorneys’ fees and expenses. This is a fund deduction, not an individual award. Order checked September 9, 2026: https://keypathstockholdersettlement.com/media/ltbjmex5/2026-01-14-order-and-final-judgment.pdf

Available Awards

Pro rata per eligible share

Who Is Included

The class includes record and beneficial owners of Keypath common stock, including CDIs, that were exchanged for cash at the September 11, 2024 Merger closing, subject to exclusions for Defendants, certain Company directors and officers, their immediate families, controlled entities, and related representatives or successors.

  • Proof required: No claim form is required. Payments use eligible ownership records; the notice does not separately specify documents for receiving a distribution.

Claim and Payment Information

  • Instructions: No claim form is required. Payment follows the original merger payment channel: brokers and CHESS intermediaries pass on applicable distributions, while other record holders are paid by the administrator.

Questions & Answers

How will the payment amount be calculated?

The notice does not promise a particular dollar payment per share. It says the remaining net fund will be divided among eligible shares on a pro rata basis.

The final judgment awarded $970,000 USD in fees and expenses and approved the notice’s allocation formula. The US$4.85 million settlement fund is separate from the earlier A$0.87-per-share merger price. Order checked September 9, 2026: https://keypathstockholdersettlement.com/media/ltbjmex5/2026-01-14-order-and-final-judgment.pdf

  • The $4.85 million settlement amount, plus interest earned, is the starting fund.
  • Taxes, notice and administration costs, any Court-approved attorneys’ fee and expense award, and other Court-approved costs are deducted before payments are calculated.
  • Each eligible recipient’s payment is based on eligible shares held at the Merger closing. The per-share amount cannot be known in advance because it depends on the final net fund and the total eligible shares.

How would a payment be sent?

No claim form is required, but the payment route depends on how the eligible shares were held at the Merger closing.

  • If shares were held in street name and the Merger payment went into a brokerage account, the broker is responsible for depositing any settlement payment into that same account.
  • For CDIs held through CHESS, the Settlement Administrator will pay the applicable CHESS Participant, which and any intermediaries must make pro rata payments to beneficial holders.
  • A non-CHESS record holder is to be paid directly by the Settlement Administrator.
  • If payment must be made in Australian dollars, the notice uses the U.S.-to-Australian dollar conversion rate at the close of business on the day the Court enters the Order and Final Judgment.

What happens if shares were purchased but had not settled when the Merger closed?

The notice has a specific rule for shares bought but not yet settled at the Merger closing.

  • A buyer whose purchase had not settled by the September 11, 2024 Merger closing is treated as eligible for those non-settled shares.
  • A seller who sold those non-settled shares before that closing is not treated as eligible for them.

When will payments be made?

The later final judgment approves the settlement and its allocation. Approval does not establish that payments have already been sent; the sources reviewed do not supply a confirmed distribution date. Contact A.B. Data at 1-866-588-5526 or [email protected] about payment status. Judgment checked September 9, 2026: https://keypathstockholdersettlement.com/media/ltbjmex5/2026-01-14-order-and-final-judgment.pdf

  • The original notice conditions distribution on Court approval and the settlement’s Effective Date. The final judgment supplies approval, but these sources do not confirm the Effective Date or appeal status.
  • It also says payments to eligible Class Members will be made after any appeals are resolved.
  • The notice does not provide a scheduled payment date.

Can I opt out, and what rights would be released?

This is a non-opt-out class. The notice describes the released claims broadly, so readers with questions about particular rights may want to review the full release language in the notice and Stipulation.

  • Class Members cannot leave, or opt out of, this settlement class.
  • If the settlement becomes effective, Class Members will be bound by the releases. The notice says they cannot bring another case against the released parties based on the released claims concerning the Merger and related Keypath stock ownership rights.
  • The release includes claims that are unknown at the time of the settlement, within the scope described in the notice.

What was required to object or ask to speak at the hearing?

These are historical objection and appearance deadlines, not open filing opportunities. The final judgment records the January 13, 2026 hearing and approves the settlement. Order checked September 9, 2026: https://keypathstockholdersettlement.com/media/ltbjmex5/2026-01-14-order-and-final-judgment.pdf

  • Class members were allowed to object to the settlement, allocation plan or requested fees under the notice’s procedure.
  • The written objection had to be received by December 30, 2025. It had to be filed with the Register in Chancery, served on identified counsel, and emailed to the listed addresses.
  • The objection had to identify the case, give the required contact and representation information, be signed, explain the objection with supporting information, and include documents sufficient to show Class membership.
  • To seek to speak at the hearing, an objector who timely followed the written-objection process also had to file and serve a notice of appearance received by January 6, 2026. Speaking is up to the Court.

What were brokers and other nominees asked to do?

These directions are for brokers and other nominees, rather than individual beneficial owners.

  • A broker or other nominee holding Keypath shares for other beneficial owners was asked either to obtain and forward notices or to give the Settlement Administrator a list of beneficial owners’ names, addresses, and available email addresses.
  • Each option had a seven-calendar-day deadline running from the nominee’s receipt of the notice.
  • A fully complying nominee could seek reimbursement of reasonable documented expenses.

Other Important Dates

  • Objection deadline: 2025-12-30
  • Final approval hearing: January 13, 2026 at 1:30 p.m. (past hearing)
  • Hearing location: Court of Chancery of the State of Delaware, New Castle County, Leonard L. Williams Justice Center, 500 North King Street, Wilmington, Delaware 19801, or remotely by Zoom at the Court’s discretion

Case Details

  • Total settlement fund: $4,850,000
  • Case name: Copia Investment Partners Ltd. et al. v. Sterling Fund Management, LLC et al.
  • Case number: C.A. No. 2024-1184-KSJM
  • Court: Court of Chancery of the State of Delaware, New Castle County
  • Administrator: A.B. Data, Ltd.
  • Official Settlement Website: https://www.keypathstockholdersettlement.com

Sources

Official Settlement Website
Claim form, FAQ, deadlines, administrator information
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Official Settlement Notice (PDF)
Court-approved notice describing eligibility and benefits
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Official Notice

Read the notice PDF or the text version below.

Official Notice PDF
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Information last updated on 2026-10-01