You or someone in your family, or an investment account for which you serve as a custodian, may have purchased or otherwise acquired shares of LifeLock publicly traded common stock and/or call options, and/or sold LifeLock publicly traded put options during the Class Period of July 31, 2014 through July 21, 2015, inclusive, and may be a Settlement Class Member.  The Notice explains the Action, the Settlement, Settlement Class Members’ legal rights, what benefits are available, who is eligible for them, and how to get them.  Receipt of the Notice does not mean that you are a Member of the Settlement Class or that you will be entitled to receive a payment.  If you wish to be eligible for a payment, you are required to submit the Claim Form that is being distributed with the Notice.  See FAQ "How can I receive a payment?" below.

The Court directed that the Notice be sent to Settlement Class Members to inform them of the terms of the approved Settlement and about all of their options, before the Court decides whether to approve the Settlement at the upcoming hearing to consider the fairness, reasonableness, and adequacy of the Settlement, the approved Plan of Allocation, and Lead Counsel’s Fee and Expense Application (the “Settlement Hearing”).  

The Court in charge of the Action is the United States District Court for the District of Arizona, and the case is known as Miguel Avila, et al. v. LifeLock, Inc., et al., Case No. 2:15-cv-01398-SRB.  The Action is assigned to the Honorable Susan R. Bolton, United States District Judge.

LifeLock provides identity theft protection services for consumers and fraud and risk solutions for enterprises.  Lead Plaintiffs claim that LifeLock violated the federal securities laws by misrepresenting its ability to provide “near real-time” alerts to consumer customers.  Lead Plaintiffs also allege that the misrepresentations about near real-time alerts violated a Federal Trade Commission (“FTC”) consent order relating to LifeLock’s advertising and marketing practices (the “FTC Order”).

Lead Plaintiffs allege that the market began to learn of Defendants’ alleged misrepresentations  when, on February 10, 2015, LifeLock announced that it had accrued a $20 million legal reserve for a possible settlement with the FTC and, thereafter, learned the full truth when the FTC announced, on July 21, 2015, that it was seeking to hold LifeLock in contempt of the FTC Order for, inter alia, misrepresenting its ability to provide near real-time alerts. When the FTC announced its contempt proceeding, which was later settled with no admission of wrongdoing by LifeLock, the price of LifeLock’s common stock dropped.  

The initial complaint in the Action was filed on July 22, 2015.  On October 9, 2015, the Court issued an Order: (i) appointing Oklahoma Police Pension and Retirement System and Oklahoma Firefighters Pension and Retirement Systems as Lead Plaintiffs for the proposed class; and (ii) appointing Bernstein Liebhard LLP and Labaton Sucharow LLP as Lead Counsel, and Bonnett, Fairbourn, Friedman, & Balint, P.C. as Liaison Counsel.  Lead Plaintiffs filed an amended complaint on December 10, 2015, alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (“Exchange Act”), and Rule 10b-5 promulgated thereunder, by the United States Securities and Exchange Commission (“SEC”), against LifeLock, Todd Davis and Chris Power.  

Defendants moved to dismiss the amended complaint and their motion was granted on August 3, 2016.  The operative Second Amended Class Action Complaint (the “Complaint”), alleging violations of Sections 10(b) and 20(a) of the Exchange Act, and Rule 10b-5 promulgated thereunder, was filed on October 14, 2016 against LifeLock, Davis, Power, and Schneider, and challenged statements related to LifeLock’s alert services and PCI-DSS compliance, as well as the FTC’s investigation.  Defendants again filed a motion to dismiss, which Lead Plaintiffs opposed.

On August 21, 2017, the Court issued an Order granting Defendants’ motion to dismiss the Complaint for failure to adequately allege a claim with prejudice (the “MTD Order”).  On August 21, 2017, the Court entered judgment in favor of Defendants.

On September 19, 2017, Lead Plaintiffs filed a notice of appeal to the Ninth Circuit Court of Appeals (“Ninth Circuit”) appealing the MTD Order, as well as all prior orders and rulings merged therein.  Lead Plaintiffs appealed from the Court’s dismissal of those alleged misstatements related to the Company’s alert services and did not appeal the dismissal of any alleged misstatements related to LifeLock’s PCI-DSS compliance or the FTC investigation.

On August 29, 2019, the Ninth Circuit issued an Order reversing in part and affirming in part the Court’s MTD Order, permitting the alerts-related claims under Section 10(b) to proceed against Defendants Davis and Schneider, and LifeLock, and the Section 20(a) claims to proceed as to Defendants Davis, Schneider, and Power.  The Ninth Circuit remanded the case for further proceedings consistent with the Order. 

On October 23, 2019, the Parties filed a Proposed Case Management Plan with the Court.  The Proposed Case Management Plan contemplated that the Parties would engage in accelerated fact discovery in order to determine whether they could reach a resolution of the matter.  On December 3, 2019, the Court issued a scheduling order largely adopting the terms of the Parties’ Proposed Case Management Plan.  The Parties served their respective Rule 26 initial disclosures on November 15, 2019.  During the accelerated discovery process the Parties negotiated mutually agreeable search parameters and produced documents responsive thereto.  Document productions began on November 15, 2019 and were completed by the Parties as of February 21, 2020.  In total, Lead Plaintiffs produced 14,671 pages of documents.  Defendants produced 62,385 documents.  In addition, the Parties took the deposition of a former LifeLock employee, who provided information about the Alerts Claims.

On December 5, 2019, Defendants filed their Answer to the Complaint, denying the claims and asserting affirmative defenses.

In late 2019, Lead Plaintiffs and Defendants began exploring the possibility of a negotiated resolution of the Action and engaged retired District Court Judge Layn Phillips, Esq., a well-respected and highly experienced mediator, to assist them in a potential settlement of the claims against Defendants.  On March 4, 2020, the Parties engaged in a full-day mediation session before the Mediator.  In advance of that session, the Parties submitted detailed opening and reply mediation statements to the Mediator, together with numerous supporting exhibits, including expert reports, which addressed both liability and damages issues.  The Parties were able to reach an agreement in principle to settle the claims against Defendants, resulting in a memorandum of understanding, entered into on March 4, 2020.  The Stipulation (together with its exhibits) constitutes the final and binding agreement between the Parties. 

Lead Plaintiffs, through Lead Counsel, represent that they have conducted a thorough investigation relating to the claims, defenses, and underlying events and transactions that are the subject of the Action.  This process included reviewing and analyzing:  (i) documents filed publicly by the Company with the SEC; (ii) publicly available information, including press releases, news articles, and other public statements issued by or concerning the Company and the Defendants; (iii) research reports issued by financial analysts concerning the Company; (iv) other publicly available information and data concerning the Company, including information concerning LifeLock’s alerting services and data protection; (v) FTC documents, press releases, and filings related to the FTCs regulation and oversight of LifeLock; (vi) documents and communications obtained from the FTC through the Freedom of Information Act (“FOIA”); (vii) pleadings filed in other litigations concerning the events underlying the Complaint, which named certain Defendants herein as defendants or nominal defendants; (viii) 62,385 documents produced by Defendants in connection with accelerated discovery; and (ix) the applicable law governing the claims and potential defenses.  Lead Counsel also interviewed 26 former LifeLock employees and other persons with relevant knowledge, and consulted with experts on FTC regulations, valuation, damages, and causation issues.  The Parties also deposed a former LifeLock employee who provided information concerning the Alerts Claims.

In a class action, one or more persons or entities (in this case, Lead Plaintiffs), sue on behalf of people and entities who or which have similar claims.  Together, these people and entities are a “class,” and each is a “class member.”  Bringing a case, such as this one, as a class action allows the adjudication of many similar claims of persons and entities who or which might be too small to bring economically as separate actions.  One court resolves the issues for all class members at the same time, except for those who exclude themselves, or “opt-out,” from the class.

The Court did not finally decide in favor of Lead Plaintiffs or Defendants.  Instead, both sides agreed to a settlement that will end the Action.  Lead Plaintiffs and Lead Counsel believe that the claims asserted in the Action have merit, however, Lead Plaintiffs and Lead Counsel recognize the expense and length of continued proceedings necessary to pursue their claims through trial and appeals, as well as the difficulties in establishing liability and damages.  In light of the Settlement and the guaranteed cash recovery to the Settlement Class, Lead Plaintiffs and Lead Counsel believe that the approved Settlement is fair, reasonable, and adequate, and in the best interests of the Settlement Class.

Defendants have denied and continue to deny any allegations of wrongdoing contained in the Complaint and further deny that they did anything wrong, that Lead Plaintiffs or the Settlement Class suffered damages or that the price of LifeLock securities was artificially inflated by reasons of alleged misrepresentations, nondisclosures or otherwise.  The Settlement should not be seen as an admission or concession on the part of Defendants.  Defendants have taken into account the burden, expense, uncertainty, distraction, and risks inherent in any litigation and have concluded that it is desirable to settle upon the terms and conditions set forth in the Stipulation.

The Court directed, for the purposes of the approved Settlement, that everyone who fits the following description is a Settlement Class Member and subject to the Settlement unless they are an excluded person (see FAQ "Are there exceptions to the definition of the Settlement Class and to being included?" below) or take steps to exclude themselves from the Settlement Class (see FAQ "How do I exclude myself from the Settlement Class?" below): all Persons and entities who or which purchased or otherwise acquired shares of LifeLock publicly traded common stock and/or call options, and/or sold LifeLock publicly traded put options during the period from July 31, 2014 through July 21, 2015, inclusive, and who were damaged thereby.

Receipt of the Notice does not mean that you are a Settlement Class Member.  The Parties do not have access to your transactions in LifeLock publicly traded common stock, call options, or put options.  Please check your records or contact your broker to see if you are a member of the Settlement Class.  If one of your mutual funds purchased LifeLock publicly traded common stock or call options, or sold LifeLock publicly traded put options during the Class Period, that alone does not make you a Settlement Class Member.  You are a Settlement Class Member only if you individually purchased or otherwise acquired LifeLock publicly traded common stock or call options, or sold LifeLock publicly traded put options during the Class Period.

Yes.  There are some individuals and entities who or which are excluded from the Settlement Class by definition.  Excluded from the Settlement Class are: (i) Defendants; (ii) members of the immediate families of the Individual Defendants; (iii) LifeLock’s subsidiaries and affiliates, including LifeLock’s employee retirement and benefit plan(s); (iv) any Person who is or was an officer or director of LifeLock or any of LifeLock’s subsidiaries or affiliates during the Class Period; (v) any entity in which any Defendant has a controlling interest; and (vi) the legal representatives, heirs, successors and assigns of any such excluded Person or entity. 

If you sold all of your LifeLock securities prior to the first alleged corrective disclosure, which occurred after the market closed on February 10, 2015, and made no subsequent purchases from February 11, 2015 through July 21, 2015, you are not a member of the Settlement Class because you were not damaged.

Also excluded from the Settlement Class will be any Person who or which timely and validly seeks exclusion from the Settlement Class in accordance with the procedures described in FAQ "11. How do I exclude myself from the Settlement Class?" below or whose request is otherwise allowed by the Court. The deadline to request exclusion has passed.

In exchange for the Settlement and the release of the Released Claims against the Released Defendant Parties, LifeLock, on behalf of itself and the other Defendants, has agreed to create a $20 million cash fund, which may accrue interest, to be distributed, after deduction of Court-awarded attorneys’ fees and litigation expenses, Notice and Administration Expenses, Taxes, and any other fees or expenses approved by the Court (the “Net Settlement Fund”), among all Settlement Class Members who submit valid Claim Forms and are found to be eligible to receive a distribution from the Net Settlement Fund (“Authorized Claimants”).

To qualify for a payment, you must submit a timely and valid Claim Form.  A Claim Form is included with the Notice.  You can also obtain a Claim Form on this website or from Lead Counsel’s websites, www.bernlieb.com and www.labaton.com.  You can request that a Claim Form be mailed to you by calling the Claims Administrator toll-free at (877) 545-0231.  Please read the instructions contained in the Claim Form carefully, fill out the Claim Form, include all the documents the form requests, sign it, and mail or submit it to the Claims Administrator so that it is postmarked or submitted online no later than July 16, 2020. Please note the deadline has passed.

The Court will held a Settlement Hearing on July 21, 2020 and approved the Settlement.  There may be appeals which can take time to resolve, perhaps more than a year.  It also takes a long time for all of the Claim Forms to be accurately reviewed and processed.  Please be patient.

If you are a member of the Settlement Class, unless you exclude yourself, you will remain in the class, and that means that, upon the “Effective Date” of the Settlement, you will release all “Released Claims” against the “Released Defendant Parties.”

(a) “Released Claims” means any and all claims and causes of action of every nature and description, including both known claims and Unknown Claims (defined below), contingent or absolute, mature or not mature, liquidated or not liquidated, accrued or not accrued, concealed or hidden, regardless of legal or equitable theory and whether arising under federal, state, common or foreign law, that Lead Plaintiffs or any other Settlement Class Member: (i) asserted in the Action; or (ii) could have asserted in the Action or any forum, domestic or foreign, that arise out of, are based upon, or relate to, directly or indirectly, in whole or in part, to: (a) the allegations, transactions, facts, events, matters or occurrences, representations or omissions involved, set forth, alleged or referred to in the Action; and (b) the purchase of LifeLock’s publicly traded common stock and/or call options and/or sale of LifeLock’s publicly traded put options during the Class Period.  For the avoidance of doubt, Released Claims do not include: (i) claims relating to the enforcement of the Settlement; (ii) any claims arising out of the shareholder derivative action, In re: LifeLock, Inc. Derivative Litigation, No. CV2015-054087 (Ariz. Super. Court); and (iii) any claims of Persons who submit a request for exclusion that is accepted by the Court.

(b) “Released Defendant Parties” means Defendants, Defendants’ Counsel, and each of their respective past or present direct or indirect subsidiaries, parents, affiliates, principals, successors and predecessors, assigns, officers, directors, shareholders, trustees, partners, agents, fiduciaries, contractors, employees, attorneys, auditors, insurers; the spouses, members of the immediate families, representatives, and heirs of the Individual Defendants, as well as any trust of which any Individual Defendant is the settlor or which is for the benefit of any of their immediate family members; any firm, trust, corporation, or entity in which any Defendant has a controlling interest; and any of the legal representatives, heirs, successors in interest or assigns of Defendants.

(c) “Unknown Claims” means any and all Released Claims that Lead Plaintiffs or any other Settlement Class Member do not know or suspect to exist in his, her, or its favor at the time of the release of the Released Defendant Parties, and any and all Released Defendants’ Claims that any Defendant does not know or suspect to exist in his, her, or its favor at the time of the release of the Released Plaintiff Parties, which if known by him, her, or it might have affected his, her, or its decision(s) with respect to the Settlement, including the decision to object to the terms of the Settlement or to exclude himself, herself, or itself from the Settlement Class.  With respect to any and all Released Claims and Released Defendants’ Claims, the Parties stipulate and agree that, upon the Effective Date, Lead Plaintiffs and Defendants shall expressly, and each other Settlement Class Member shall be deemed to have, and by operation of the Judgment or Alternative Judgment shall have, to the fullest extent permitted by law, expressly waived and relinquished any and all provisions, rights and benefits conferred by any law of any state or territory of the United States or foreign law, or principle of common law, which is similar, comparable, or equivalent to Cal. Civ. Code § 1542, which provides:

A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.

Lead Plaintiffs, other Settlement Class Members, or Defendants may hereafter discover facts, legal theories, or authorities in addition to or different from those which any of them now knows or believes to be true with respect to the subject matter of the Released Claims and the Released Defendants’ Claims, but Lead Plaintiffs and Defendants shall expressly, fully, finally, and forever settle and release, and each Settlement Class Member shall be deemed to have settled and released, and upon the Effective Date and by operation of the Judgment or Alternative Judgment shall have settled and released, fully, finally, and forever, any and all Released Claims and Released Defendants’ Claims as applicable, without regard to the subsequent discovery or existence of such different or additional facts, legal theories, or authorities.  Lead Plaintiffs and Defendants acknowledge, and other Settlement Class Members by operation of law shall be deemed to have acknowledged, that the inclusion of “Unknown Claims” in the definition of Released Claims and Released Defendants’ Claims was separately bargained for and was a material element of the Settlement.

The “Effective Date” will occur when an Order entered by the Court approving the Settlement becomes Final and is not subject to appeal.  If you remain a member of the Settlement Class, all of the Court’s orders, whether favorable or unfavorable, will apply to you and legally bind you.  Upon the Effective Date, Defendants will also provide a release of any claims against Lead Plaintiffs and the Settlement Class arising out of or related to the institution, prosecution, or settlement of the claims in the Action. The Settlement was approved.

To exclude yourself from the Settlement Class, you must mail a signed letter stating that you “request to be excluded from the Settlement Class in Miguel Avila, et al. v. LifeLock, Inc., et al., Case No. 2:15-cv-01398-SRB (D. Ariz).”  You cannot exclude yourself by telephone or e-mail.  Each request for exclusion must also: (i) state the name, address, and telephone number of the person or entity requesting exclusion; (ii) state the number of LifeLock publicly traded common stock, call options, or put options the person or entity purchased, acquired, and sold during the Class Period, as well as the dates and prices of each such purchase, acquisition and sale; and (iii) be signed by the person or entity requesting exclusion or an authorized representative.  A request for exclusion must have been mailed, so that it was received no later than June 30, 2020, to:

LifeLock Securities Litigation
EXCLUSIONS
c/o JND Legal Administration
PO Box 91368
Seattle, WA 98111

Your exclusion request must comply with these requirements in order to be valid, unless it is otherwise accepted by the Court.

If you ask to be excluded, do not submit a Claim Form because you cannot receive any payment from the Net Settlement Fund.  Also, you cannot object to the Settlement because you will not be a Settlement Class Member.  However, if you submit a valid exclusion request, you will not be legally bound by anything that happens in the Action, and you may be able to sue (or continue to sue) Defendants and the other Released Defendant Parties in the future, assuming your claims are timely.  If you have a pending lawsuit against any of the Released Defendant Parties, please speak to your lawyer in the case immediately.

The Court appointed the law firms of Bernstein Liebhard LLP and Labaton Sucharow LLP to represent all Settlement Class Members.  These lawyers are called “Lead Counsel.”  You will not be separately charged for these lawyers.  The Court will determine the amount of Plaintiffs’ Counsel’s fees and expenses, which will be paid from the Settlement Fund.  If you want to be represented by your own lawyer, you may hire one at your own expense.

Plaintiffs’ Counsel have not received any payment for their services in pursuing the claims against Defendants on behalf of the Settlement Class, nor have they been paid for their litigation expenses.  Lead Counsel will ask the Court to award Plaintiffs’ Counsel attorneys’ fees of no more than 30% of the Settlement Fund, which will include any accrued interest.  Plaintiffs’ Counsel are Bernstein Liebhard LLP, Labaton Sucharow LLP, and Bonnett, Fairbourn, Friedman, & Balint, P.C.  No other attorneys will share in the fee awarded by the Court.  Lead Counsel will also seek payment of litigation expenses incurred by Plaintiffs’ Counsel in the prosecution of the Action of no more than $350,000, plus accrued interest, which may include an application in accordance with the PSLRA for the reasonable costs and expenses of Lead Plaintiffs directly related to their representation of the Settlement Class.

If you are a Settlement Class Member, you could have objected to the Settlement or any of its terms, the proposed Plan of Allocation, and/or the Fee and Expense Application.  The deadline to object has passed.

Objecting is telling the Court that you do not like something about the proposed Settlement, Plan of Allocation, or Lead Counsel’s Fee and Expense Application.  You can still recover money from the Settlement.  You can object only if you stay in the Settlement Class.  Excluding yourself is telling the Court that you do not want to be part of the Settlement Class.  If you exclude yourself from the Settlement Class, you have no basis to object because the Settlement and the Action no longer affect you.

The Court held the Settlement Hearing on July 21, 2020.  At the hearing, the Court approved the Settlement.

The Court held the hearing on July 21, 2020 and approved the Settlement.

The Court held the hearing on July 21, 2020 and approved the Settlement

If you do nothing and you are a member of the Settlement Class, you will receive no money from this Settlement and you will be precluded from starting a lawsuit, continuing with a lawsuit, or being part of any other lawsuit against Defendants and the other Released Defendant Parties concerning the Released Claims.  To share in the Net Settlement Fund, you must have submitted a Claim Form (see FAQ "How can I receive a payment?" above).  To start, continue or be part of any other lawsuit against Defendants and the other Released Defendants’ Parties concerning the Released Claims in this case, to the extent it is otherwise permissible to do so, you must exclude yourself from the Settlement Class (see FAQ "How do I exclude myself from the Settlement Class?" above).  The deadline to file a Claim has passed.

The Notice summarizes the approved Settlement.  More details are in the Stipulation.  Lead Counsel’s motions in support of final approval of the Settlement, the request for attorneys’ fees and litigation expenses, and approval of the proposed Plan of Allocation will be filed with the Court no later than June 16, 2020 and be available from Lead Counsel, the Claims Administrator, or the Court, pursuant to the instructions below.  

You may review the Stipulation or documents filed in the case at the Office of the Clerk, United States District Court for the District of Arizona, Sandra Day O’Connor U.S. Courthouse, Suite 130, 401 West Washington Street, SPC 1, Phoenix, Arizona, 85003, on weekdays (other than court holidays) between 9:00 a.m. and 4:00 p.m.  Subscribers to PACER can also view the papers filed publicly in the Action through the Court’s on-line Case Management/Electronic Case Files System at https://www.pacer.gov.   

You can also get a copy of the Stipulation and other case documents by calling the Claims Administrator toll free at (877) 545-0231; writing to the Claims Administrator at LifeLock Securities Litigation, c/o JND Legal Administration, PO Box 91368, Seattle, WA 98111; or visiting this website or the websites of Lead Counsel, www.bernlieb.com and www.labaton.com.  

Please do not call the Court with questions about the Settlement.