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 (the “Notice”), 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 public stockholder of FWAA Class A Common Stock as of August 19, 2021 (the “Class Period”).
Notice of Settlement: Please be advised that (i) Plaintiff Terry Jandreau (the “Plaintiff”), on behalf of himself and the Class (as defined herein), and (ii) Defendants Brendan Wallace, Andriy Mykhaylovskyy, Alana Beard, Victor Coleman, Angela Huang, Wisdom Lu (the “Individual Defendants”), Fifth Wall Acquisition Sponsor LLC (the “Sponsor”), and Fifth Wall Asset Management LLC (“FWAM”) (collectively, the “Defendants,” and together with Plaintiff, the “Parties,” and each a “Party”) have reached a proposed settlement for $11,375,000.00 in cash (the “Settlement Amount”) as set forth in the Stipulation (the “Settlement”). The Settlement, if approved, will resolve all claims in the Action.
If you are a member of the Class, you are subject to the Settlement. The Class preliminarily certified by the Court solely for the purposes of the Settlement consists of:
All record and beneficial holders of FWAA Class A Common Stock who held such stock as of the Redemption Deadline and who elected not to redeem all or some of their FWAA Class A Common Stock, and their successors-in-interest who obtained shares by operation of law.
Excluded from the class are (a) Defendants; (b) members of the Immediate Family of any Individual Defendant; (c) any person who was a manager or managing member of any Entity Defendant during the Class Period and any members of their Immediate Family; (d) any parent, subsidiary, or affiliate of an Entity Defendant, as applicable; (e) any entity in which any Defendant or any other excluded person or entity has, or had as of the Closing, a controlling interest; and (f) the legal representatives, agents, affiliates, heirs, estates, successors, or assigns of any such excluded persons or entities.
PLEASE NOTE: The Class is a non-opt-out settlement 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 Class Members will be affected by the Settlement. The following table provides a brief summary of the rights you have as a Class Member and the relevant deadlines, which are described in more detail in the Notice.
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In order to maximize your potential recovery from the Net Settlement, you must submit a Proof Of Claim Form. Proof of Claims must be postmarked or submitted online on or before December 4, 2025. See Paragraphs 32-40 of 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 29, 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 request for a Fee and Expense Award (defined in Paragraph 53 of the Notice), you may write to the Court and explain the reasons for your objection. |
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ATTEND A HEARING ON NOVEMBER 20, 2025 AT 11:00 A.M., AND FILE A NOTICE OF INTENTION TO APPEAR SO THAT IT IS RECEIVED NO LATER THAN OCTOBER 29, 2025. |
Filing a written objection and notice of intention to appear that is received by October 29, 2025 allows you to speak in Court, at the discretion of the Court, about your objection. In the Court’s discretion, the November 20, 2025 hearing may be conducted by telephone or videoconference (see Paragraphs 54-61 of 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. |