The information contained on this web page is only a summary of information presented in more detail in the Notice of Pendency and Proposed Settlement of Stockholder Class Action, Settlement Hearing, and Right to Appear, which you can access by clicking here. Because this website is just a summary, you should review the Notice for additional details.
NOTICE OF PENDENCY OF CLASS ACTION: Please be advised that your rights will be affected by the above-captioned stockholder class action (the “Action”) pending in the Court of Chancery of the State of Delaware (the “Court”) if you were a record holder or beneficial owner of NGM Biopharmaceuticals, Inc. (“NGM” or the “Company”) common stock (Nasdaq: “NGM”) as of the April 5, 2024, closing of the acquisition of the publicly held shares of NGM common stock for $1.55 per share in cash by affiliates of The Column Group, LP (“The Column Group” or “TCG”) through a tender offer, followed by a merger by which NGM became a wholly owned subsidiary of a TCG affiliate (the “Transaction”) and either received cash for your NGM shares when the Transaction closed or dissented from the Transaction.
NOTICE OF SETTLEMENT: Please also be advised that (i) Plaintiff Charles Bryant (“Plaintiff”), on behalf of himself and the other members of the Class (as defined in paragraph 15 of the Notice); and (ii) Defendants The Column Group, LP, David V. Goeddel, and David J. Woodhouse (collectively, “Defendants,” and together with Plaintiff, the “Parties”) have reached a proposed settlement of the Action (the “Settlement”) for $6,000,000 (USD) in cash (the “Settlement Amount”). The proposed Settlement, if approved by the Court, will resolve all claims in the Action against Defendants, and the Action will be dismissed with prejudice.
If you are a member of the Class, you are subject to the Settlement. The Class preliminarily certified by the Court solely for purposes of the Settlement consists of:
All record holders and beneficial holders of shares of NGM Biopharmaceuticals, Inc. common stock who either received $1.55 per share in cash at the closing of the take-private transaction between NGM and The Column Group, LP (the “Transaction”), on or about April 5, 2024 (the “Closing”), or who dissented from the Transaction, including each such Class Member’s heirs, successors in interest, successors, transferees, and assigns.
Excluded from the Class are: (i) Defendants, (ii) any other director or officer of the Company as of the date of the Closing, (iii) the spouses and minor children of Defendants and the Company’s other directors and officers as of the date of the Closing, (iv) any trusts or other entities controlled by any Defendant or other director or officer of the Company as of the date of the Closing, and (v) the Rollover Stockholders.
The Parties estimate that the Class consists of approximately 43.8 million shares.
Please Note: The Class is a non- “opt-out” class pursuant to Delaware Court of Chancery Rules 23(a), 23(b)(1), and 23(b)(2). Accordingly, Class Members do not have the right to exclude themselves from the Class.
PLEASE READ THE NOTICE CAREFULLY AND IN ITS ENTIRETY. The Notice explains how members of the Class will be affected by the Settlement.
If you have questions, you may call the NGM Stockholder Litigation Settlement Help Line at 1-800-431-9392 or email info@ngmstockholderlitigationsettlement.com.
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RECEIVE A PAYMENT FROM THE SETTLEMENT. CLASS MEMBERS DO NOT NEED TO SUBMIT A CLAIM FORM. |
If you are a member of the Class (as defined in paragraph 15 of the Notice), you may be eligible to receive a pro rata distribution from the Settlement proceeds. Eligible Class Members do not need to submit a claim form in order to receive a distribution from the Settlement, if approved by the Court. If you are eligible for a distribution from the Settlement, it will be paid to you directly. See paragraphs 22-32 in the Notice for further discussion. |
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OBJECT TO THE SETTLEMENT BY SUBMITTING A WRITTEN OBJECTION SO THAT IT IS RECEIVED NO LATER THAN OCTOBER 7, 2025. |
If you are a member of the Class and would like to object to the proposed Settlement, the proposed Plan of Allocation, or Plaintiff’s Counsel’s Fee and Expense Application, including Plaintiff’s application for an Incentive Award, you may write to the Court and explain the reasons for your objection. |
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ATTEND A HEARING ON OCTOBER 21, 2025, AT 3:15 P.M., AND FILE A NOTICE OF INTENTION TO APPEAR SO THAT IT IS RECEIVED NO LATER THAN OCTOBER 14, 2025. |
Filing a written objection that is received by October 7, 2025, and notice of intention to appear that is received by October 14, 2025, allows you to speak in Court, at the discretion of the Court, about your objection. In the Court’s discretion, the October 21, 2025, hearing may be conducted by telephone or videoconference (see paragraphs 38-47 in the Notice). If you submit a written objection, you may (but you do not have to) attend the hearing and, at the discretion of the Court, speak to the Court about your objection. |