What is this Website and the Settlement about?
This website relates to a proposed $31 million cash settlement (the “Settlement”) of a consolidated appraisal and stockholder class action (the “Action”) pending in the Court of Chancery of the State of Delaware (the “Court”). The Action, brought on behalf of former common stockholders of Thoughtworks Holding, Inc. (“Thoughtworks”), arose out of the transaction by which Thoughtworks’ controlling stockholder, Apax Partners LLP, Turing EquityCo II L.P., and Apax IX GP (collectively, “Apax”), took Thoughtworks private for $4.40 per share in cash (the “Transaction”). Defendants (defined below) deny all claims and allegations of wrongdoing alleged in the Action.
The parties to the Settlement are (i) plaintiffs Genesee County Employees’ Retirement System, Laborers’ District Council and Contractors’ Pension Fund of Ohio, and Think Investments LP (collectively, “Lead Plaintiffs”), on behalf of themselves and all other members of the Court-certified Class (defined below); (ii) appraisal petitioners Think India Opportunities Master Fund LP and TIMF LP; and (iii) defendants Salim Nathoo, Rohan Haldea, Ian Davis, Gina Loften, Michael Sutcliff, Thoughtworks, and Apax (collectively, “Defendants”).
The proposed Settlement is subject to the approval of the Court. The Court has scheduled a hearing on the proposed Settlement for December 7, 2026, at 1:30 p.m. Eastern Time.
Who is included in the Class and the Settlement?
If you are a member of the Class, you are subject to the Settlement. The Class certified by the Court consists of:
All record holders and beneficial owners of common stock of Thoughtworks whose shares were exchanged for or had the right to receive in exchange $4.40 per share in cash at the closing of the Transaction by affiliates of certain investment funds advised by Apax Partners LLP on November 13, 2024 (the “Closing”), including their heirs, successors in interest, successors, transferees, and assigns, but excluding all Excluded Persons (defined below).
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.
Who is excluded from the Class and the Settlement?
Each defendant; any person who was a director or officer of Thoughtworks immediately before the Closing, as well as the members of the immediate families of any of the foregoing (as applicable); any entity in which any of the foregoing has a controlling interest; any of the foregoing’s respective parents or subsidiaries or general partners; any trusts, estates, entities, or accounts that held Thoughtworks shares for the benefit of any of the foregoing, and any of the foregoing’s heirs, successors, or assignees (collectively, the “Excluded Persons”) .
How do I obtain more information?
Detailed information about the Settlement is contained in the Notice, a copy of which can be found in the menu at the top of this page. Additional information can also be obtained by contacting the Settlement Administrator at the contact information below.
Your Legal Rights and Options in this Settlement
These deadlines may be moved, canceled, or otherwise modified, so please check this site regularly for updates.
| Option & Due Date | Status | Event Description |
|---|---|---|
Receive a Settlement Payment | Explanation: If you are a member of the Class, 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 FAQ 7 for further discussion. | |
Object November 12, 2026 | Status: Upcoming | Explanation: If you are a member of the Class and would like to object to the proposed Settlement, the proposed Plan of Allocation, or Plaintiffs’ Counsel’s application for an award of attorneys’ fees and Litigation Expenses, you may write to the Court and explain the reasons for your objection. |
Attend the Hearing December 7, 2026 at 1:30 P.M. Eastern | Status: Upcoming | Explanation: Filing a written objection and notice of intention to appear that is received by November 12, 2026, allows you to speak in Court, at the discretion of the Court, about your objection. In the Court’s discretion, the December 7, 2026 hearing may be conducted by telephone or videoconference (see FAQ 10). 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. |
