4th Circuit: Shareholder Didn’t Show Proxy Omissions Caused Lower Merger Prices

(June 9, 2023, 7:32 AM EDT) -- RICHMOND, Va. — A shareholder who sued over a bank holding company’s failure to include cash flow projections in its proxy statement before a merger vote did not show that the omission impacted his vote or that the price per share shareholders received once the merger was approved would have been higher had it not been for that omission, a Fourth Circuit U.S. Court of Appeals panel ruled, affirming a trial court’s summary judgment ruling for the holding company and its directors....