Ayers v. Domino's Pizza, Inc. et al

Filing 7

STIPULATED ORDER STAYING ACTION. Signed by District Judge Linda V. Parker. (AChu)

UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF MICHIGAN
PATRICK AYERS, Derivatively on
behalf of DOMINO’S PIZZA, INC.,
Plaintiff,
v.

Civil Action No. 2:25-cv-10289-LVPAPP
HON. LINDA V. PARKER
STIPULATED ORDER STAYING
ACTION

RUSSELL WEINER, DAVID A.
BRANDON, C. ANDREW
BALLARD, ANDREW B.
BALSON, CORIE S. BARRY,
DIANA F. CANTOR, RICHARD L.
FEDERICO, JAMES A.
GOLDMAN, PATRICIA E. LOPEZ,
and SANDEEP REDDY,
Defendants,
and
DOMINO’S PIZZA, INC.,
Nominal Defendant.
Patrick Ayers (“Plaintiff”), Nominal Defendant Domino’s Pizza, Inc.
(“Domino’s” or the “Company”) and Defendants Russell Weiner, David A.
Brandon, C. Andrew Ballard, Andrew B. Balson, Corie S. Barry, Diana F. Cantor,
Richard L. Federico, James A. Goldman, Patricia E. Lopez, and Sandeep Reddy (the
“Individual Defendants” and collectively with the Company, “Defendants”) by and
through their respective counsel, stipulate as follows:

WHEREAS, the above-captioned shareholder derivative action (the
“Derivative Action”) brought on behalf of Domino’s alleges breaches of fiduciary
duty, unjust enrichment, and insider selling against former and current officers and
directors of the Company.
WHEREAS, a class action alleging violations of the federal securities laws
was filed against Domino’s and certain of its officers on September 20, 2024 and is
pending in this U.S. District Court for the Eastern District of Michigan, captioned
State Of Rhode Island Office Of The General Treasurer v. Domino’s Pizza, Inc. et
al., No. 2:24-cv-12477-LVP-APP (the “Federal Securities Class Action”).
WHEREAS, Plaintiff and Defendants (“Parties”) agree that the allegations
made in the Derivative Action have substantial overlap with the allegations and
circumstances alleged in the Federal Securities Class Action, and the developments
in the Federal Securities Class Action could implicate the efficient prosecution of
the Derivative Action.
WHEREAS, the Parties have conferred and agree that, in light of the above,
efforts should be made to work cooperatively in order to conserve the Court’s and
the Parties’ resources and promote just and efficient case management. The Parties
agree that a stay of the Derivative Action will help further those efforts. The Parties
do not waive any rights or defenses not specifically addressed herein.

WHEREFORE, the Parties, through their undersigned counsel, hereby agree,
stipulate, and respectfully request that the Court enter an order as follows:
IT IS ACCORDINGLY STIPULATED AND AGREED, by and between
the Parties through their authorized attorneys as follows:
1.

The Derivative Action is hereby stayed (the “Stay”).

2.

The Stay agreed to herein shall terminate pending the final resolution

of the forthcoming motion to dismiss by Defendants in the Federal Securities Class
Action, which shall mean the earlier of (i) an order or ruling in the Federal Securities
Class Action granting the motion to dismiss with prejudice, including the exhaustion
of all appeals therefrom; or (ii) the denial of the motion to dismiss the Federal
Securities Class Action, in whole or in part.
3.

During the pendency of the Stay, should Nominal Defendant Domino’s

make any production of documents to the Federal Securities Class Action or any
other shareholder of Domino’s related to the allegations in the Derivative Action
pursuant to 8 Del. C. § 220, Domino’s will promptly provide those documents to
Plaintiff, subject to entry into an acceptable form of confidentiality agreement.
4.

Defendants shall promptly notify Plaintiff of the filing of any related

shareholder derivative proceedings in any forum that concern the same or similar
subject matter as the complaint in this action (“Related Derivative Action”). Further,
Defendants will promptly notify Plaintiff in the event any such Related Derivative

Action is not stayed. If any Related Derivative Action is not stayed for the same or
longer duration as this Derivative Action, Plaintiff may terminate this Stay after 14days’ written notice via email to Defendants’ counsel.
5.

If Defendants engage in mediation in the Federal Securities Class

Action or a Related Derivative Action or with shareholders who made a Section 220
Demand, Defendants agree to provide Plaintiff with reasonable advance notice and
shall invite Plaintiff to participate in the mediation(s) or, in the event Plaintiff is not
permitted to participate in such mediation(s), then Defendants will separately
mediate with Plaintiff at or around the same time.
6.

During the Stay, Plaintiff may file an amended complaint, but

Defendants shall not be required to respond to any amended complaint during the
pendency of the Stay.
7.

Defendants have no obligation to answer, move, or otherwise respond

to the existing complaint in Derivative Action during the pendency of the Stay.
8.

Counsel for Defendants agrees to accept service of the operative

complaint.
DATED: March 6, 2025

FINK BRESSACK

BUSH SEYFERTH PLLC

/s/ David H. Fink
David H. Fink (P28235)

/s/ Roger P. Meyers
Stephanie A. Douglas (P70272)

Nathan J. Fink (P75185)
38500 Woodward Ave.
Suite 350
Bloomfield Hills, MI 48304
[phone]
[e-mail]
[e-mail]

Roger P. Meyers (P73255)
BUSH SEYFERTH PLLC
100 W. Big Beaver Road, Suite 400
Troy, MI 48084
[phone]
[e-mail]
[e-mail]

THE WEISER LAW FIRM, P.C.
James M. Ficaro
John J. Gross (application for admission
to be submitted)
Four Tower Bridge 200
Barr Harbor Drive, Suite 400
West Conshohocken, PA 19428
[phone]
[e-mail]
[e-mail]
Counsel for Plaintiff

ROPES & GRAY LLP
David B. Hennes (Admission Pending)
Elana Stern (Admission Pending)
1211 Avenue of the Americas
New York, NY 10036-8704
[phone]
[e-mail]
Amy D. Roy (Admission Pending)
John M. King (Admission Pending)
[e-mail]
Prudential Tower, 800 Boylston Street
Boston, MA 02199-3600
[phone]
Counsel for Defendants

SO ORDERED
DATED: March 7, 2025

s/Linda V. Parker
U.S. District Judge