Cornerstone Building Brands $45M Class Action Settlement

If you were a record holder or beneficial owner of Cornerstone Building Brands, Inc. common stock (NYSE: "CNR") whose shares were exchanged for $24.65 per share in cash on July 25, 2022, you may be eligible to receive a cash payment from a class action settlement.

Cornerstone Building Brands, Inc. has agreed to pay $45 million to settle a class action lawsuit alleging breaches of fiduciary duties and breaches of contract related to its acquisition by affiliates of Clayton Dubilier & Rice, LLC ("CD&R"). The class action claimed that CD&R, which already owned a substantial portion of Cornerstone, improperly influenced the transaction to purchase the remaining shares at an unfairly low price.

Additionally, the lawsuit alleged that CD&R violated a stockholders' agreement and issued misleading statements to shareholders during the transaction process.

Who is eligible to receive a settlement payment?

Class members meet the following criteria:

• You were a record holder or beneficial owner of Cornerstone Building Brands, Inc. common stock at the close of the transaction on July 25, 2022.
• You received $24.65 per share in cash as part of the transaction.

How much is the class action payout?

Pro Rata Cash Payment: Each class member will receive an equal per-share payment. Payment amount will be determined by the number of shares owned at the time of transaction.

No claim form required

Class members do not need to submit a claim form to receive a settlement payment.

Settlement payment options

Payments will be issued as follows:

• Class members with shares held in "street name" will receive their settlement payment deposited into the same brokerage account.
• Class members with shares held in their own name will have their settlement payment issued by check mailed directly to the record holder address.

$45 Million settlement fund breakdown

The settlement fund of $45,000,000 million will include:

• Attorneys' fees and expenses: Up to $9,900,000
• Service awards to class representatives: Not to exceed a total $15,000, deducted from attorneys' fees and expenses
• Settlement administration costs: To be determined
• Payments to class members: Remaining settlement funds

Important dates

• Fairness Hearing: May 29, 2025
• Deadline to File a Claim: Not applicable (no claim form required)

When is the Cornerstone Building Brands class action payout date?

The court has scheduled a fairness hearing for May 29, 2025. Payments will be issued to class members after the judge grants final approval to the settlement.

Why was this class action lawsuit filed and settled?

The lawsuit was filed because plaintiffs alleged that CD&R and other defendants breached fiduciary duties and contractual obligations related to Cornerstone's acquisition. Specifically, the lawsuit claimed that CD&R improperly influenced the transaction, resulting in an unfairly low price for shareholders.

Defendants deny any wrongdoing but agreed to settle to avoid the costs associated with continued litigation.

Sources

1. Official Settlement Website: Cornerstone Building Stockholder Litigation
2. Class Notice issued by the Delaware Court of Chancery