The Notice was sent to you pursuant to an Order of a U.S. District Court because you or someone in your family or an investment account for which you serve as custodian may have purchased or otherwise acquired AAC common stock during the period from March 8, 2017 through and including April 15, 2019 (the “Class Period”).

The Notice explains the class action lawsuit, the Settlement, Class Members’ legal rights in connection with the Settlement, what benefits are available, who is eligible for them, and how to get them.

The Court in charge of the Litigation is the United States District Court for the Middle District of Tennessee, Nashville Division, and the case is known as Indiana Public Retirement System v. Cartwright, et al., Civil Action No. 3:19-cv-00407. The case has been assigned to the Honorable Eli Richardson. The entity representing the Class is the “Plaintiff,” and the individuals it sued and who have now settled are called the Defendants.

A brief background of this case is provided on pages 3-4 of the Notice, and is also summarized on this website. We do not have any more information regarding the background of this case beyond what is provided in the Notice.

The Court directed that everyone who fits this description is a Class Member: all Persons who purchased orotherwise acquired the common stock of AAC from March 8, 2017 through April 15, 2019, inclusive (the “Class Period”). 

Excluded from the Class are AAC, Michael T. Cartwright, Kirk R. Manz, Andrew McWilliams and members of their respective immediate families, any entity of which any of them has a controlling interest and the legal representatives, heirs, predecessors, successors or assigns of any of them. Also excluded from the Class is any Person who would otherwise be a Member of the Class but who validly and timely requests exclusion in accordance with the requirements set by the Court.

Please Note: Receipt of this Notice does not mean that you are a Class Member or that you will be entitled to receive a payment from the Settlement. If you are a Class Member and you wish to be eligible to participate in the distribution of proceeds from the Settlement, you are required to submit the Proof of Claim that is being distributed with this Notice and the required supporting documentation as set forth therein postmarked or submitted online on or before November 24, 2023.

We are unable to advise regarding claim eligibility prior to receiving and processing a claim submission. We cannot be more specific than the information which has been included in the Notice and cannot interpret how the Notice or Plan of Allocation may apply to a specific claim prior to processing.

Please read the Notice and Settlement Class definition carefully and decide whether or not you wish to submit a Proof of Claim Form. If you are still not certain of eligibility and want for us to determine eligibility, you will need to submit a Proof of Claim Form along with supporting documentation for your transactions.

Email is not an acceptable submission method and claims submitted via email will not be reviewed for eligibility. As indicated in the general instructions for the Proof of Claim and Release, you must submit your claim via the online form on this website or you can mail your completed and signed Proof of Claim and Release addressed as follows:

AAC Securities Litigation
Claims Administrator
c/o Gilardi & Co. LLC
P.O. Box 301171
Los Angeles, CA 90030-1171

If submitting via the online form, the link is found on the “File Claim” tab under the header “Submit Your Proof of Claim Online.”

The Settlement provides that, in exchange for the release of the Released Claims (defined in the Notice) and dismissal of the Litigation, Defendants have agreed to pay (or cause to be paid) $3.75 million in cash to be distributed after taxes, tax expenses, notice and claims administration expenses, and approved fees and expenses, pro rata, to Class Members who send in a valid Proof of Claim Form pursuant to the Court-approved Plan of Allocation. The Plan of Allocation is described in more detail in the Notice.

At this time, it is not possible to make any determination as to how much any individual Class Member may receive from the Settlement. Your share of the Net Settlement Fund will depend on several things, including the total dollar amount of claims represented by the valid Proofs of Claim and Release Form that Class Members send in, compared to the dollar amount of your claim, all as calculated under the Plan of Allocation.

 To be eligible to receive a payment from the Settlement, you must submit a Proof of Claim and Release form. A Proof of Claim and Release form was enclosed with the Notice or it may be downloaded from the Case Documents above. Read the instructions carefully, fill out the Proof of Claim and Release Form, include all the documents the form asks for, sign it, and mail or submit it online so that it is postmarked or received no later than November 24 2023. The Proof of Claim form may be submitted through the File Claim tab about.

The objective of the Plan of Allocation is to distribute the Settlement proceeds equitably among those Class. Members who allegedly suffered economic losses as a proximate result of the alleged wrongdoing. The Plan of Allocation is not a formal damage analysis, and the calculations made in accordance with the Plan of Allocation are not necessarily intended to be estimates of, or indicative of, the amounts that Class Members might have been able to recover after a trial. Nor are the calculations in accordance with the Plan of Allocation intended to be estimates of the amounts that will be paid to Authorized Claimants under the Settlement. The computations under the Plan of Allocation are only a method to weigh, in a fair and equitable manner, the claims of Authorized Claimants against one another for the purpose of making pro rata allocations of the Net Settlement Fund..

The Court ordered that the law firm of Robbins Geller Rudman & Dowd LLP represents the Class Members including you. These lawyers are called Class Counsel. If you want to be represented by your own lawyer, you may hire one at your own expense.

The Court will hold a Settlement Hearing at 3:00 p.m., on October 18 2023, in the Courtroom of the Honorable Eli Richardson, at the United States District Court for the Middle District of Tennessee, Nashville Division, Fred D. Thompson U.S. Courthouse and Federal Building, Courtroom 5C, 719 Church Street, Nashville, TN 37203. At the hearing, the Court will consider whether the Settlement and the Plan of Allocation are fair, reasonable, and adequate. If there are objections, the Court will consider them, even if you do not ask to speak at the hearing. The Court will listen to people who have asked to speak at the hearing. The Court may also decide how much to pay to Class Counsel and Plaintiff. At or after the Settlement Hearing, the Court will decide whether to approve the Settlement and the Plan of Allocation. We do not know how long these decisions will take. You should be aware that the Court may change the date, time, and location of the Settlement Hearing without another notice being sent to Class Members.

No. Class Counsel will answer questions the Court may have. But, you are welcome to come at your own expense.

If you are a Class Member and send an objection, you do not have to come to Court to talk about it. As long as you are a Class Member and mailed your complete written objection on time, the Court will consider it. You may also pay your own lawyer to attend, but it is not necessary. Class Members do not need to appear at the hearing or take any other action to indicate their approval.

If you object to the Settlement, the Plan of Allocation, and/or the fee and expense application, you may ask the Court for permission to speak at the Settlement Hearing. To do so, you must include with your objection a statement saying that it is your “Notice of Intention to Appear in the AAC Securities Litigation.” Persons who intend to object to the Settlement, the Plan of Allocation, and/or any attorneys’ fees and expenses to be awarded to Plaintiff’s Counsel or Plaintiff and desire to present evidence at the Settlement Hearing must include in their written objections the identity of any witnesses they may call to testify and exhibits they intend to introduce into evidence at the Settlement Hearing. Your notice of intention to appear must be received no later than September 27 2023, and addressed to the Clerk of Court, Class Counsel, and Defendants’ Counsel, at the addresses listed in the Notice

You cannot speak at the hearing if you exclude yourself from the Class.

We do not hold stock records here. Gilardi & Company, LLC is a third-party administrator appointed by the Court to notify potential claimants. We are provided with names and addresses of potential claimants in order to notify individuals of settlements but do not have access for your investment records. We recommend you contact the institution where you held your shares and request proof or supporting documentation for your claim.

Seperate Proof of Claim forms should be submitted for each separate legal entity (e.g., a claim from joint owners should not include separate transactions of just one of the joint owners, and an individual with transactions made solely in the individual’s name). 

However, a single Claim Form should be submitted on behalf of one legal entity including all transactions made by that entity on one Claim Form, no matter how many separate accounts that entity has (e.g., a corporation with multiple brokerage accounts should include all transactions made in all accounts on one Claim Form).

When filing on behalf of a deceased beneficial owner or their estate, you can submit a claim in the name of the individual, or, if an estate exists, you can submit on behalf of the estate. Note that any settlement proceeds will be made payable to the estate if that is how you submit that claim. The same rule applies for IRA's and other account types. 

The claim submission should include a copy of the death certificate as well as proof of authority to file. As you are submitting a claim form as a representative on behalf of someone else (e.g. as an executor, administrator, trustee or other representative), you must document your authority to file on their (or their estate’s) behalf. Proof of authority can include a copy of the Last Will and Testament, Letters Testamentary, evidence of probate, proof of authority as executor or beneficiary and/or any other testamentary provisions of the deceased person. Do not send originals as any documents submitted with your claim will not be returned. 

Depending on whether you submit on behalf of the individual on behalf of the estate, please provide the appropriate TIN or SSN. Then sign the claim form.

The claim must be submitted for the benefit of the actual beneficial owner/purchaser of the shares or their estate. Do not submit the claim in the name of the deceased person’s family or other heirs. We must issue the check to the actual beneficial owner/purchaser of the shares. We cannot issue any applicable check in the name of the deceased person’s family, beneficiaries or other heirs.

Sufficient documentation will provide all of the required transaction information. Typically, the required detail is transaction date, number of shares and total transaction price. Suggested forms of documentation are photocopies of stockbrokers' confirmation slips or stockbrokers' monthly statements reflecting your opening and closing balances for the months specified on the claim form, and in which transactions during the relevant period occurred. 

Stock certificates are not considered a sufficient form of documentation as they do not provide the necessary trade date and transaction price information. We are also unable to accept handwritten documents, self-prepared tax forms or spreadsheets, or statements that are illegible due to document quality.

The Claims Administrator does not have the authority to grant extensions beyond the deadline. You are welcome to submit a Proof of Claim at this time understanding that it will be considered late. If you desire, you may also include a brief letter explaining why your claim is late.

We will process all late claims received, and as much as possible, include that information with our recommendations to Counsel. We generally recommend that late claims which are otherwise valid and eligible be considered for distribution, but it will be up to the Court and/or Counsel to determine whether or not late claims will receive consideration in this matter.

Processing time on our cases can take an average of 9 to 12 months from the filing deadline. Once processing is complete, we must then wait for authorization from Counsel and/or the Court before we can distribute the funds which can take several additional months.

Please understand that this is an estimated timeframe for processing based on our experience which does not guarantee that all case processing will be completed within nine months. Processing time varies from case to case and some cases may take more or less based on the specifics of that case settlement. 

If your claim has been received and we have any questions or need additional information or documentation to assist in the processing of your claim, we will contact you by using one or more of the contact methods (phone, e-mail, mail) which you listed on your claim form submission. 

We will not have the final claim payout amount available until we have processed all of the claims, calculated the total loss of claims filed and received approval from the Court and/or Counsel. 

We appreciate your patience as accurate claims processing takes time

If you do nothing, you will not receive any money from this Settlement. In addition, unless you exclude yourself, you will not be able to start a lawsuit, continue with a lawsuit, or be part of any other lawsuit against Defendants and their Related Parties about the Released Claims in this case.