Frequently Asked Questions

  1. Why did I get the Settlement Notice?

    You or someone in your family, or an investment account for which you serve as a custodian, may have purchased or otherwise acquired the publicly traded common stock of SanDisk during the period from October 16, 2014, through April 15, 2015, inclusive, and been damaged thereby.

    The Court directed that the Settlement Notice be sent to Class Members because they have a right to know about a proposed settlement of a class action lawsuit, and about all of their options, before the Court decides whether to approve the Settlement. If the Court approves the Settlement, and after objections and appeals are resolved, an administrator appointed by the Court will make the payments that the Settlement allows.

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

    A copy of the Settlement Notice can be downloaded here.

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  2. Why is this a class action?

    In a class action, one or more people called class representatives, sue on behalf of people who have similar claims. All these people are a class or class members. Bringing a case, such as this one, as a class action allows adjudication of many similar claims of persons and entities that might be economically too small to bring in individual actions. One court resolves the issues for all class members, except for those who exclude themselves from the class.

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  3. Why is there a Settlement?

    The Court did not finally decide in favor of plaintiffs or Defendants. Instead, both sides, with the assistance of the Honorable Layn R. Phillips, a well-respected and highly experienced mediator and former federal judge, engaged in mediation to explore a potential negotiated resolution of the claims. Through the mediation, the parties reached a Settlement. The Class Representatives and their attorneys think the Settlement is in the best interest of the Class.

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  4. How do I know if I am part of the Class? Are there exceptions to being included in the Class?

    The Court directed, for the purposes of the proposed Settlement, that everyone who fits this description is a Class Member:

    all persons and entities who purchased, or otherwise acquired, publicly traded common stock of SanDisk during the period from October 16, 2014, through April 15, 2015, inclusive, and were damaged thereby.

    There are some individuals and entities that are excluded from the Class by definition. Excluded from the Class are: the Defendants and their immediate family members; the officers and directors of the Company during the Class Period and their immediate family members; any entity in which Defendants have, or had, a controlling interest; and the legal representatives, heirs, successors, assigns, or affiliates of any excluded person. Also excluded from the Class are those who had (a) sold all of their SanDisk stock prior to the first alleged corrective disclosure on March 26, 2015, and (b) made no subsequent purchases between March 26, 2015, and April 15, 2015. Also excluded from the Class are Class Members who timely submitted valid requests for exclusion in connection with the Class Notice and Class Members who submit timely and valid requests for exclusion pursuant to the procedures set forth below in FAQ 10.

    If one of your mutual funds purchased shares of SanDisk common stock during the Class Period, that alone does not make you a Class Member. If you sold SanDisk common stock during the Class Period, that alone does not make you a Class Member. You are a Class Member only if you purchased or otherwise acquired your shares during the Class Period. Check your investment records or contact your broker to see if you purchased or otherwise acquired SanDisk common stock during the Class Period.

    If you are still not sure whether you are included, you can ask for free help. You can call (877) 432-3788 for more information. Or you can fill out and return the Claim Form, to see if you qualify.

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  5. What does the Settlement provide?

    The Settlement provides that, in exchange for the Settlement and release of the Released Claims against the Released Defendants' Parties, Defendants have agreed to create a $50 million fund, which will be divided, after deduction of Court-awarded attorneys’ fees, interest, and expenses, settlement administration costs, and any applicable Taxes, among all Class Members who send in valid Claim Forms pursuant to the Plan of Allocation.

    The Plan of Allocation is described in more detail on pages 9 - 13 of the Settlement Notice.

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  6. How much will my payment be?

    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 amount of claims represented by the valid Claim Forms that Class Members send in compared to the amount of your claim, all as calculated under the Plan of Allocation explained in the Settlement Notice.

    By following the instructions in the Plan of Allocation, located in the Settlement Notice, you can calculate what is called your Recognized Claim. It is unlikely that you will get a payment for all of your Recognized Claim. After all Class Members have sent in their Claim Forms, the payment you get will be a part of the Net Settlement Fund equal to your Recognized Claim divided by the total of everyone’s Recognized Claim.

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  7. How can I get a payment?

    To be eligible for a payment, you must submit a timely and valid Claim Form. The Claim Form is enclosed with the Settlement Notice. You can also download a copy of the Claim Form here.

    Read the instructions carefully, fill out the Claim Form, and include all the documents the form asks for, sign it, and mail it to the mailing address below or submit it online here. Claim Forms must be postmarked or received online on or before September 12, 2019.

    Mailing address for Claim Forms:
    SanDisk Securities Litigation
    Claims Administrator
    c/o Epiq
    P.O. Box 3058
    Portland, OR 97208-3058

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  8. When will I receive payment?

    It is not possible at this time to determine when the Settlement proceeds will be distributed to eligible Class Members. The Court will hold a Settlement Hearing on September 26, 2019 to decide whether to grant final approval of the Settlement. If the Court approves the Settlement, there might be appeals. It is always uncertain whether appeals can be resolved, and if so, how long it would take to resolve them. It also takes time for all the Claim Forms to be processed. All Claim Forms need to be submitted by September 12, 2019. Once all the Claim Forms are processed and claims are calculated, Class Counsel, without further notice to the Class, will apply to the Court for an order distributing the Net Settlement Fund to Class Members. Please be patient.

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  9. What am I giving up to get a payment and by staying in the Class?

    Unless you exclude yourself, you will stay in the Class, which means that upon the “Effective Date” you will release all “Released Claims” against the “Released Defendants' Parties”. For additional information and a definition of these terms, please review the Settlement Notice.

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  10. How do I “opt out” (exclude myself) from the Class?

    If you wish to be excluded from the Class (“opt-out”), you must submit a letter stating that you request to be “excluded from the Class in In re: SanDisk LLC Sec. Litig, No. 3:15-cv-01455-VC.”

    Your request for exclusion must also:

    1. state the date(s), price(s), and number(s) of shares of all purchases, acquisitions, and sales of SanDisk common stock during the period from October 16, 2014, through April 15, 2015; and
    2. state the name, mailing address, and telephone number, email address and signature of the person or entity requesting exclusion.

    You must either mail your exclusion request or upload your request here using the case website, so that it is received (not simply postmarked) by no later than September 5, 2019 to:

    SanDisk Securities Litigation
    Claims Administrator
    c/o Epiq
    P.O. Box 3058
    Portland, OR 97208-3058

    You cannot exclude yourself from the Class by telephone or email and a request for exclusion will not be effective unless it contains all the information called for by this paragraph and is postmarked or submitted online by the date stated above or is otherwise accepted by the Court.

    Only request exclusion if you do not wish to participate in the Action and do not wish to share in any potential recovery that the Class may obtain.

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  11. If I do not exclude myself, can I sue Defendants' or the other Released Defendants' Parties for the same thing later?

    No. If you are a Class Member, unless you exclude yourself, you give up any rights to sue the Defendants and the other Released Defendants' Parties for any and all Released Claims. If you have a pending lawsuit against any of the Released Defendants' Parties, speak to your lawyer in that case immediately. You must exclude yourself from this Action to continue your own lawsuit. Remember, the exclusion deadline is September 5, 2019.

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  12. If I exclude myself, can I get money from the proposed Settlement?

    No. If you exclude yourself, you may not submit a Claim Form to ask for any money. But, you may exercise any right you may have to sue, continue to sue, or be part of a different lawsuit against the Defendants and the other Released Defendants' Parties.

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  13. Do I have a lawyer in this case?

    As a member of the Class, you will be represented by Class Counsel who are:

    Deborah Clark-Weintraub
    Max R. Schwartz
    SCOTT+SCOTT ATTORNEYS AT LAW LLP
    The Helmsley Building
    230 Park Avenue, 17th Floor
    New York, NY 10169
    Telephone: (212) 223-6444
    Facsimile: (212) 223-6334

    Unless you hire your own personal lawyer, as a Class Member you will not have any direct obligations to pay the costs of this lawsuit. In the event there is a recovery by the Class, all costs and expenses, including Class Counsel’s attorneys’ fees, will be paid from that recovery in an amount that is approved by the Court. If there is no recovery, Class Counsel will not receive any attorneys’ fees or expenses.

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  14. How will the lawyers be paid?

    Class Counsel will apply to the Court for an attorneys’ fees award of no more than 28% of the Settlement Fund, which will include accrued interest. Class Members are not personally liable for any such fees or expenses.

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  15. How do I tell the Court that I do not like something about the Settlement?

    If you are a Class Member, you can object to the proposed Settlement or any of its terms, the proposed Plan of Allocation and/or Class Counsel’s fee and expense application. You may write to the Court setting out your objection. You may give reasons why you think the Court should not approve any or all of the Settlement terms or related relief. The Court will consider your views if you file a proper objection within the deadline identified, and according to the following procedures.

    To object, you must mail or file a signed letter stating that you object to the proposed Settlement, Plan of Allocation, and/or Fee and Expense Application in In re: SanDisk LLC Sec. Litig., No. 3:15-cv-01455-VC. Your objection must state why you are objecting and whether your objection applies only to you, a subset of the Class, or the entire Class. The objection must also: (i) include the name, address, and telephone number of the person or entity objecting; (ii) contain a statement of the objection and the specific reasons for it, including any legal and evidentiary support (including witnesses) you wish to bring to the Court’s attention; and (iii) identify the number of shares of SanDisk common stock purchased, acquired, and sold during the Class Period, as well as the date, number of shares, and price per share of each such purchase, acquisition, and sale. Unless otherwise ordered by the Court, any Class Member who does not object in the manner described in this Settlement Notice will be deemed to have waived any objection and will be forever foreclosed from making any objection to the proposed Settlement, the Plan of Allocation, and/or the Fee and Expense Application. Your objection must be filed with the Court no later than September 5, 2018.

    COURT:

    Clerk of the Court
    Class Action Clerk
    United States District Court for the Northern District of California
    San Francisco Courthouse
    450 Golden Gate Avenue
    Box 36060
    San Francisco, CA 94102-3489

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  16. What is the difference between objecting and seeking exclusion?

    Objecting is telling the Court that you do not like something about the Settlement. You can still recover money from the Settlement. You can object only if you stay in the Class. Excluding yourself is telling the Court that you do not want to be part of the Class. If you exclude yourself, you cannot object to the Settlement because it does not affect you.

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  17. When and where will the Court decide whether to approve the Settlement?

    The Court will hold a Settlement Hearing at 10:00 a.m., on September 26, 2019, at the United States District Court for the Northern District of California, San Francisco Courthouse, in Courtroom 4, 17th Floor, 450 Golden Gate Avenue, San Francisco, CA 94102.

    At the hearing the Court will consider whether the Settlement is fair, reasonable and adequate. The Court also will consider the proposed Plan of Allocation for the proceeds of the Settlement and the application of Class Counsel for attorneys’ fees and payment of expenses. The Court will take into consideration any written objections filed in accordance with the instructions here. The Court also may listen to people who have properly indicated, within the deadline identified above, an intention to speak at the hearing; but decisions regarding the conduct of the hearing will be made by the Court. The Court may also decide how much to pay Class Counsel. After the hearing, the Court will decide whether to approve the Settlement.

    We do not know how long these decisions will take. You should be aware that the Court may change the date and time of the Settlement Hearing without another notice being sent to Class Members. If you want to attend the hearing, you should check with Class Counsel or this Settlement website to be sure that the date and/or time has not changed.

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  18. Do I have to come to the Settlement Hearing?

    No. Class Counsel will answer questions the Court may have. But, you are welcome to come at your own expense. If you send an objection, you do not have to come to Court to talk about it. As long as you filed your 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. Your lawyer, should they choose to appear, must file and serve a Notice of Appearance in the manner described below no later than September 5, 2019.

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  19. May I speak at the Settlement Hearing?

    If you object to the Settlement, the Plan of Allocation, 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 it is your intention to appear in “In re: SanDisk LLC Sec. Litig, No. 3:15-cv-01455-VC.” Persons who intend to object to the Settlement, the Plan of Allocation, and/or any attorneys’ fees and expenses to be awarded to Class Counsel 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 or filed with the Court, not simply postmarked, before September 5, 2019:

    COURT:

    Clerk of the Court
    Class Action Clerk
    United States District Court for the Northern District of California
    San Francisco Courthouse
    450 Golden Gate Avenue
    Box 36060
    San Francisco, CA 94102-3489

    Unless otherwise ordered by the Court, you cannot speak at the hearing if you excluded yourself from the Class or if you have not provided written notice of your intention to speak at the Settlement Hearing by the September 5, 2019 deadline, and in accordance with the procedures described above.

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  20. What happens if I do nothing at all?

    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 Released Defendants' Parties about the Released Claims in this case.

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  21. How will my claim be calculated?

    The $50,000,000 Settlement Amount, and any interest it earns, is called the “Settlement Fund.” The Settlement Fund, minus all Taxes, approved costs, fees and expenses (the Net Settlement Fund), will be distributed according to the Plan of Allocation (described in the Settlement Notice) to members of the Class who timely submit valid Claim Form that show a Recognized Claim that are approved for payment by the Court (“Authorized Claimants”). Class Members who do not timely submit valid Claim Forms will not share in the Net Settlement Fund, but will otherwise be bound by the terms of the Settlement and what happens in the Action. The Court may approve the Plan of Allocation or modify it without additional notice to the Class.

    The Plan of Allocation is on pages 9 - 13 of the Settlement Notice, found here.

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  22. What is the ticker symbol/CUSIP?

    The CUSIP during the Class Period was 80004C101. The ticker symbol was SNDK from October 16, 2014, through April 15, 2015, inclusive.

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  23. How do I Opt-Back into the Class?

    If you previously submitted a request for exclusion from the Class in connection with the Class Notice, you may opt-back into the Class and be eligible to receive a payment from the Settlement.

    In order to opt-back into the Class, you, individually or through counsel, must mail or upload a written “Request to Opt-Back into the Class” to the Claims Administrator. Your Request to Opt-Back into the Class must

    1. State the name, address, and telephone number of the person or entity requesting to opt-back into the Class;
    2. State that such person or entity “requests to opt-back into the Class in In re: SanDisk LLC Sec. Litig., No. 3:15-cv-01455-VC”; and
    3. Be signed by the person or entity requesting to opt-back into the Class or an authorized representative

    You must either mail your request to Opt-Back into the Class, or upload your request here using the case website, so that it is received (not simply postmarked) by no later than September 5, 2019 to:

    SanDisk Securities Litigation
    Claims Administrator
    c/o Epiq
    P.O. Box 3058
    Portland, OR 97208-3058

    If you are not certain whether you previously submitted a request for exclusion, please contact the Claims Administrator at (877) 432-3788 for assistance.

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