Law Firms Announce Agreement to Resolve Claim for Attorneys’ Fees and Expenses

In Connection with the Lawsuit Pending in the Delaware Court of Chancery Captioned Bushansky v. Jamf Holding Corp., et al., Case No. 2025-1434-MTZ (Del. Ch.)

CA, UNITED STATES, May 14, 2026 /EINPresswire.com/ — The law firms of Weiss Law, and Bielli & Klauder, LLC (collectively, the “Firms”), announce an agreement for an award of attorneys’ fees and reimbursement of expenses in a lawsuit pending in the Delaware Court of Chancery (the “Court”) captioned Bushansky v. Jamf Holding Corp., et al., Case No. 2025-1434-MTZ (Del. Ch.) (the “Action”). The Firms, who represent the plaintiff in the Action, sought an award of attorneys’ fees and expenses for claimed corporate benefits to stockholders of defendant Jamf Holding Corp. (“Jamf” or the “Company”) conferred because of the litigation of the Action.

On October 28, 2025, Jamf entered into an Agreement and Plan of Merger dated as of October 28, 2025 (the “Merger Agreement”), by and among Jamf, Jawbreaker Parent, Inc., a Delaware corporation (“Parent”), and Jawbreaker Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), which provides for the merger of Merger Sub with and into the Company, with the Company continuing as the surviving corporation and as a wholly owned subsidiary of Parent (the “Transaction”). Parent and Merger Sub are affiliates of Francisco Partners Management, L.P. (“Francisco Partners”).

On November 28, 2025, the Company filed a Preliminary Proxy Statement on Schedule 14A with the United States Securities and Exchange Commission (“SEC”) in connection with the Transaction. On December 10, 2025, the Company filed a Definitive Proxy Statement on Schedule 14A (the “Proxy Statement”) with the SEC in connection with the Transaction.

On December 10, 2025, Plaintiff Stephen Bushansky, a stockholder of the Company (“Plaintiff”), filed a putative class action lawsuit in the Delaware Court of Chancery (the “Court”) captioned Bushansky v. Jamf Holding Corp., et al., Case No. 2025-1434-MTZ (the “Action”) and named as Defendants the Company, and each director then serving on the Company’s board of directors (“Board”). The complaint alleged, among other things, that the Board violated its fiduciary duties under Delaware law by failing to disclose purportedly material information regarding the Transaction. As relief, the complaint in the Action sought, among other things, an injunction against the Transaction, damages and an award of attorneys’ and experts’ fees.

On December 11, 2025, Plaintiff filed a motion for expedited proceedings and a motion for a preliminary injunction.

Defendants have denied that they committed any violation of law or engaged in any of the wrongful acts that were or could have been alleged in the Action, and expressly maintain that they diligently and scrupulously complied with their fiduciary and other legal duties.

After the complaint was filed and without admitting that the allegations in the complaint had any merit, the Company determined to supplement the Proxy Statement on December 30, 2025, by adding disclosures regarding, among other things, a description of the historic and current representations of Jamf’s legal advisor Kirkland & Ellis LLP for the acquirer Francisco Partners and fees received and to be received for such services, the material assumptions underlying Jamf’s forecasts prepared in connection with the Transaction and used by Citigroup Global Markets Inc. for its financial analyses, and the terms of certain standstill provisions that Jamf entered into with counterparties during the sale process, to avoid nuisance, potential expenses and delay, which supplement contained additional information that mooted the disclosure claims asserted in the Action (the “Supplemental Disclosures”).

Following the issuance of the Supplemental Disclosures, on January 8, 2026, Jamf held a special meeting of its stockholders at which the Transaction was approved.

On January 14, 2026, the Court granted the Parties’ Stipulation and [Proposed] Order Voluntarily Dismissing the Action as Moot and Retaining Jurisdiction to Determine Plaintiff’s Counsels’ Application for an Award of Attorneys’ Fees and Reimbursement of Expenses (“Dismissal”).

On January 14, 2026, the Court approved a stipulation under which the Plaintiff voluntarily dismissed the Action (“Dismissal Order”). Pursuant to the Dismissal Order, the Court dismissed all claims in the Action with prejudice as to the named Plaintiff only, and without prejudice to any other stockholders of Jamf. The Court also retained jurisdiction solely for the purpose of adjudicating the anticipated application of Plaintiff’s Counsel for an award of attorneys’ fees and reimbursement of expenses in connection with the Action (the “Fee and Expense Application”). Following negotiations, the Company, while denying any and all liability, and maintaining that the Proxy Statement already contained all material information required for stockholders to cast an informed vote regarding the Transaction prior to the Supplemental Disclosures, decided it was in its and the stockholders’ best interests to resolve the Plaintiff’s Counsels’ anticipated Fee and Expense Application and avoid further uncertain and costly litigation of the issue by agreeing to pay $199,067.00 to Plaintiff’s counsel for attorneys’ fees and expenses in full satisfaction of the anticipated Fee and Expense Application. The Court has not been asked to review, and will pass no judgment on, the payment of attorneys’ fees and expenses or their reasonableness.

Counsel for the Plaintiff is Michael Rogovin, and he may be contacted at 212-682-3025 and by email at [email protected]. Counsel for Defendants is Laura Lin, and she may be contacted at 415-426-7230 and by email at [email protected].

Michael Rogovin
Weiss Law
+1 2126823025
[email protected]

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