$25M M.D.C. Holdings Stockholder Settlement, Did You Own MDC Shares in April 2024? Here Is How You Get Paid

Prepared by the AllAboutLawyer.com Editorial Team and reviewed for factual accuracy against the official Long Form Notice filed by the Court of Chancery of the State of Delaware and the settlement administrator website at www.MdcStockholderLitigation.com. Last Updated: May 6, 2026

The M.D.C. Holdings Settlement is a stockholder class action where eligible former MDC shareholders can receive an automatic pro-rata cash payment from a $25,000,000 fund — no claim form required. Defendants Larry Mizel and David Mandarich, former executives of M.D.C. Holdings, Inc. (Nasdaq: MDC), are accused of running a conflicted sale process that shortchanged shareholders when MDC was sold to SH Residential Holdings, LLC for $63.00 per share in April 2024. The Delaware Court of Chancery is scheduled to hold a final approval hearing on June 18, 2026.

M.D.C. Holdings $25M Settlement — Quick Facts

Field	Detail
Settlement Amount	$25,000,000
Claim Deadline	No claim form needed — payments are automatic
Who Qualifies	Record holders and beneficial owners of MDC common stock whose shares were exchanged for $63.00/share on April 19, 2024
Payout Per Person	TBD — determined by pro-rata calculation based on number of eligible shares held; approximately 58 million shares are in the class
Proof Required	No — payment distributed automatically through brokers
Settlement Status	Preliminarily approved; final approval hearing set for June 18, 2026
Administrator	Angeion Group, 1650 Arch Street, Suite 2210, Philadelphia, PA 19103
Official Website	www.MdcStockholderLitigation.com
Last Updated	May 6, 2026

Where the M.D.C. Holdings Settlement Stands Right Now

• The Settling Parties reached an agreement in principle on January 2, 2026, after a full-day mediation session in New York.
• The Court of Chancery entered a Scheduling Order on March 26, 2026, directing notice to be sent to class members.
• The final approval hearing is set for June 18, 2026, at 9:15 a.m. before Vice Chancellor Nathan A. Cook at the Leonard L. Williams Justice Center, 500 North King Street, Wilmington, Delaware — or by Zoom at the Court’s discretion.
• If the Court approves the settlement and no appeals are filed, the net settlement fund will be distributed directly to class members through their brokerage accounts.

What Is the M.D.C. Holdings Lawsuit About? Building Trades Pension Fund of W. PA. v. Mizel, et al., C.A. No. 2024-1138-NAC

M.D.C. Holdings, Inc. was one of the largest homebuilders in the United States, trading on Nasdaq under the symbol “MDC.” On January 18, 2024, the company announced that Japanese real estate giant Sekisui House, Ltd. — through its U.S. subsidiary SH Residential Holdings, LLC — would acquire MDC in an all-cash deal at $63.00 per share. The acquisition closed on April 19, 2024.

Shortly after, Building Trades Pension Fund of Western Pennsylvania filed a class action in the Court of Chancery of the State of Delaware alleging that MDC’s top two executives, CEO Larry Mizel and President David Mandarich, breached their fiduciary duties to shareholders under Delaware common law. The complaint, filed on November 4, 2024, claims the two executives ran a sale process shaped by their own estate planning and retirement interests rather than the goal of getting shareholders the highest possible price. The lawsuit also accuses them of sending shareholders a proxy statement that left out key facts about conflicts of interest and how the sale process actually unfolded.

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In plain terms: shareholders say they were sold out for $63 a share without full knowledge of what was happening behind the scenes — and without executives making sure that was the best deal available. If you held MDC stock on the day the deal closed, this lawsuit was filed on your behalf. For context on how Delaware courts handle these types of consumer rights challenges in corporate transactions, see our broader guide to Delaware fiduciary duty class action lawsuits on AllAboutLawyer.com.

Did You Own MDC Stock on April 19, 2024? Here Is Whether You Are Part of This Settlement

If you want to know whether you qualify for a payment from this class action settlement, the question comes down to one thing: did you own MDC common stock on the day the Sekisui House deal closed?

You may qualify if you:

• Were a record holder or beneficial owner of M.D.C. Holdings, Inc. (Nasdaq: MDC) common stock
• Your shares were exchanged for $63.00 per share in cash on April 19, 2024 as part of the acquisition by SH Residential Holdings, LLC
• You held shares through a brokerage account (“street name”) or directly on the record date

You do NOT qualify if you:

• Were a director or officer of MDC at the time the deal closed
• Are an immediate family member of any named Defendant (Larry Mizel or David Mandarich)
• Held an entity with a controlling interest tied to any Excluded Person
• Sold your MDC shares before the April 19, 2024 closing date

One important distinction for this settlement: this is a non-opt-out class. Unlike many securities class actions, you cannot choose to exclude yourself from the settlement class. If you are a class member, you are bound by the settlement and the releases it contains.

This settlement has a similar structure to the Covetrus $70 million stockholder settlement on AllAboutLawyer.com, which also covered shareholders who received a buyout price in a Delaware Court of Chancery action and did not require a claim form.

How Much Will You Receive from the M.D.C. Holdings Settlement?

There is no fixed per-share payout confirmed yet. The net settlement fund — meaning the $25,000,000 minus attorneys’ fees (up to 25% of the fund), administrative costs, taxes, and a potential $10,000 incentive award to the plaintiff — will be divided pro-rata among all eligible class members based on how many shares they held at closing.

The Settling Parties estimate the class consists of approximately 58 million shares. That puts a rough pre-deduction estimate at approximately $0.43 per share, though the actual per-share recovery will depend on the final fee award and administration costs approved by the Court.

If your shares were held in a brokerage account, your payment will be deposited directly into that same account — the same way you received the original $63.00 per share deal payment. You do not need to do anything. This is one of the more straightforward legal settlement payouts for stockholders — automatic distribution, no paperwork, no portal to navigate.

No Claim Form Required — Here Is How the Payment Process Works

This settlement does not use a traditional claim form process. Here is exactly what happens:

1. The Court holds the final approval hearing on June 18, 2026, and decides whether to approve the settlement.
2. If approved, the Angeion Group (Settlement Administrator) processes the distribution.
3. Payments flow through the Depository Trust & Clearing Corporation (DTCC) to brokerage firms (called DTCC Participants).
4. Your broker deposits the payment into the same account where you received the original acquisition proceeds.
5. If you held shares directly (not through a brokerage), the Settlement Administrator mails payment directly to you.
6. Monitor www.MdcStockholderLitigation.com for updates on distribution timing after June 18, 2026.

Estimated time to receive payment: Weeks to months after final Court approval, depending on whether any appeals are filed.

Key Dates in the M.D.C. Holdings Settlement

Milestone	Date
MDC Acquisition Closed	April 19, 2024
Complaint Filed	November 4, 2024
Mediation Session	December 16, 2025
Settlement Agreement in Principle	January 2, 2026
Stipulation Signed	March 10, 2026
Court Scheduling Order Entered	March 26, 2026
Objection / Appearance Deadline	May 28, 2026
Final Approval Hearing	June 18, 2026, at 9:15 a.m.
Expected Payment Date	TBD — pending final court approval and resolution of any appeals

Frequently Asked Questions

Is there a class action settlement against M.D.C. Holdings? 

Yes. Building Trades Pension Fund of Western Pennsylvania reached a $25,000,000 proposed settlement with defendants Larry Mizel and David Mandarich in the Court of Chancery of the State of Delaware, Case No. 2024-1138-NAC. The final approval hearing is set for June 18, 2026.

Do I need to file a claim form to receive payment? 

No. This settlement has no claim form. If you held MDC shares exchanged at $63.00 on April 19, 2024, your payment will be distributed automatically — most likely deposited directly into your brokerage account.

Do I need a lawyer to participate in this settlement?

 No. Class members receive automatic payments without hiring an attorney. If you want to object to the settlement or appear at the June 18, 2026 hearing, you may hire counsel at your own expense — but it is not required.

When will I receive my payment from the MDC settlement?

 The Court has not yet granted final approval. Payments will be distributed after the June 18, 2026 hearing and after any appeal period resolves. The Settlement Administrator will post distribution updates at www.MdcStockholderLitigation.com.

What if I want to object to the M.D.C. Holdings settlement?

 You must file a written objection with the Register in Chancery in Wilmington, Delaware, and serve it on Plaintiff’s Counsel and Defendants’ Counsel so it is received no later than May 28, 2026. Full instructions are available at www.MdcStockholderLitigation.com.

Is this settlement legitimate? 

Yes. It is a formally proposed settlement in the Court of Chancery of the State of Delaware, authorized by Vice Chancellor Nathan A. Cook. The official notice was dated April 17, 2026. The Settlement Administrator is Angeion Group, a nationally recognized claims administrator. Contact them at (866) 849-4290 or [email protected].

Will this settlement payment affect my taxes?

Potentially yes. Settlement payments from stockholder class actions may be treated as taxable income or capital gain depending on your individual tax situation. Consult a tax professional before filing. This article does not constitute tax or legal advice.

Can I opt out of the M.D.C. Holdings settlement?

 No. This is a non-opt-out class under Delaware Court of Chancery Rules 23(a), 23(b)(1), and 23(b)(2). If you are a class member, you are bound by the settlement whether or not you approve of it.

Sources & References

• Long Form Notice — M.D.C. Holdings Stockholder Litigation (Official PDF via Angeion Group)
• Official Settlement Website — www.MdcStockholderLitigation.com

Disclaimer: This article is for informational purposes only and does not constitute legal advice. Legal claims and outcomes depend on specific facts and applicable law. For advice regarding a particular situation, consult a qualified attorney.