The opinion
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8 UNITED STATES DISTRICT COURT
9 SOUTHERN DISTRICT OF CALIFORNIA
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11 IN RE PROGENITY, INC. Case No.: 3:20-cv-01683-RBM-AHG
SECURITIES LITIGATION
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ORDER:
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(1) GRANTING LEAD PLAINTIFFS’
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MOTION FOR FINAL APPROVAL
15 OF CLASS ACTION SETTLEMENT
AND PLAN OF ALLOCATION [Doc.
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98]; AND
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(2) GRANTING LEAD COUNSEL’S
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MOTION FOR AN AWARD OF
19 ATTORNEYS’ FEES AND
REIMBURSEMENT OF
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LITIGATION EXPENSES [Doc. 99]
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22 Pending before the Court are Lead Plaintiffs Lin Shen, Lingjun Lin, and Fusheng
23 Lin’s (“Plaintiffs”) Motion for Final Approval of Class Action Settlement and Plan of
24 Allocation (“Final Approval Motion”) (Doc. 98) and Lead Counsel’s Motion for an Award
25 of Attorneys’ Fees and Reimbursement of Litigation Expenses (“Fees Motion”) (Doc. 99).
26 On February 23, 2026, the Court held a hearing on the pending Motions. For the reasons
27 stated herein, Plaintiffs’ Final Approval Motion and Fees Motion are GRANTED.
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1 I. BACKGROUND
2 A. Factual Background
3 On behalf of themselves and similarly situated investors, Plaintiffs assert claims for
4 violations of Sections 11 and 15 of the Securities Act of 1933 (the “Securities Act”), 15
5 U.S.C. §§ 77k and 77o arising from Progenity Inc.’s (“Progenity”) June 2020 initial public
6 offering (the “IPO”) against three groups of defendants (collectively, “Defendants”): (1)
7 Progenity; (2) Harry Stylli, Eric d’Esparbes, Jeffrey Alter, John Bigalke, Jeffrey Ferrell,
8 Brian L. Kotzin, Samuel Nussbaum, and Lynne Powell (“Individual Defendants”); and (3)
9 Piper Sandler & Co., Wells Fargo Securities, LLC, Robert W. Baird & Co. Incorporated,
10 Raymond James & Associates, Inc., and BTIG, LLC (“Underwriter Defendants,” and with
11 Individual Defendants, the “Remaining Defendants”).1 (Doc. 91-1 at 9.)2
12 1. Parties
13 Progenity is a biotechnology company based in San Diego, California that develops
14 and commercializes molecular testing products and precision medicine applications,
15 including “in vitro molecular tests designed to assist parents in making informed decisions
16 related to family planning, pregnancy, and complex disease diagnosis.” (Doc. 64, Third
17 Amended Class Action Complaint [“TAC”] at 7.) At the time of the IPO, Progenity’s two
18 most successful products were its Innatal and Preparent tests, which screen for fetal
19 chromosomal conditions and mutations that cause genetic diseases, respectively. (Id.)
20 Individual Defendants were executives or directors of Progenity who signed, or
21 authorized the signing of, the Registration Statement issued in connection with Progenity’s
22 IPO, “reviewed and helped prepare the Registration Statement,” and “participated in the
23 solicitation and sale of [Progenity’s] common stock to investors in the IPO for their own
24 financial benefit and the financial benefit of Progenity.” (Id. at 18.)
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27 1 The Court refers to Plaintiffs and the Remaining Defendants collectively as the “Parties.”
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1 Underwriter Defendants are financial services companies that acted as underwriters
2 for Progenity’s IPO. (Id. at 18–19; Doc. 91-1 at 9 n. 2.) The Underwriter Defendants
3 collectively “sold more than 6.6 million Progenity shares in the IPO at $15 per share and
4 shared $7 million in underwriting discounts and commissions.” (TAC [Doc. 64] at 19.)
5 2. Factual Allegations
6 Plaintiffs allege that Defendants made materially misleading statements in the
7 Registration Statement issued in connection with Progenity’s IPO by failing to disclose
8 that: “(i) Progenity had overbilled government payors for its Preparent genetic tests; (ii)
9 shortly before the IPO Progenity abandoned its key illegal marketing practice of waiving
10 patient payment amounts; and (iii) at the time of the IPO Progenity suffered from negative
11 trends in test volumes, test average selling prices, and revenue.” (Doc. 91-1 at 9–10.)
12 B. Procedural History
13 In 2020, two class actions were separately filed in this District on behalf of investors
14 who purchased Progenity’s securities in connection with the IPO.3 On December 3, 2020,
15 the Court consolidated the cases, appointed Plaintiffs as co-Lead Plaintiffs, and approved
16 Glancy, Prongay, & Murray LLP as lead counsel (“Lead Counsel” or “GPM”). (Doc. 33.)
17 The Court previously granted Defendants’ motion to dismiss the Amended Class
18 Action Complaint (see Doc. 40) and their motion to dismiss the Second Amended
19 Complaint (see Doc. 52), but allowed Plaintiffs leave to amend on both occasions. (Docs.
20 48, 63.) On February 3, 2023, Plaintiffs filed the operative TAC. (Doc. 64.) Defendants
21 once again filed a motion to dismiss (Doc. 67), which the Court granted with prejudice and
22 entered judgment. (Docs. 70–71.)
23 Plaintiffs appealed the Court’s order dismissing the TAC on August 11, 2023. (Doc.
24 72.) On September 7, 2023, the Parties and Progenity participated in an assessment
25
26
27 3 The cases are captioned Soe v. Progenity, Inc., et al., Case No. 20-cv-01683-RBM-AHG,
and Brickman Investments Inc. v. Progenity, Inc., et al., Case No. 3:20-cv-01795-RBM-
28
1 conference with Circuit Mediator Robert S. Kaiser to explore settlement potential. (Doc.
2 91-1 at 12–13.) Although no settlement was reached during this conference, the Parties
3 and Progenity continued to engage in settlement negotiations while briefing Plaintiffs’
4 appeal in the Ninth Circuit. (Id.) On March 11, 2024, the Parties and Progenity reached
5 an agreement in principle to settle the action for $1 million on a class-wide basis. (Id.) On
6 July 3, 2024, the Ninth Circuit granted Plaintiffs’ Motion for Stay of Appeal and Limited
7 Remand (Appeal Doc. 34) and remanded the action to this Court for the limited purpose of
8 conducting proceedings relating to the settlement. (Doc. 75.) Plaintiffs then filed their
9 original motion for preliminary settlement approval on September 23, 2024. (Doc. 77.)
10 On December 27, 2024, while Plaintiffs’ original motion was pending, Progenity
11 filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code,
12 which operated as an automatic stay of litigation against the debtor (see 11 U.S.C.
13 § 362(a)). (Doc. 91-1 at 13 (citing In re: Biora Therapeutics, Inc., Case No. 24-12849
14 (Bankr. D. Del.), ECF No. 1).) The Parties assessed the impact of Progenity’s bankruptcy
15 petition on the original settlement agreement and negotiated the instant Settlement
16 Agreement to supersede it. (Id. at 13.) Plaintiffs withdrew their original preliminary
17 approval motion on May 12, 2025. (Doc. 90.) On May 13, 2025, Plaintiffs filed a renewed
18 Unopposed Motion for Preliminary Approval of Class Action Settlement (Doc. 91-1), the
19 terms and conditions of which are set forth in the Settlement Agreement (Doc. 91-3).4 On
20 October 23, 2025, the Court granted the Unopposed Motion for Preliminary Approval
21 (“Preliminary Approval Order”). (Doc. 96.)
22 Plaintiffs filed the Final Approval Motion and the Fees Motion on January 20, 2026.
23 (Docs. 98–99.) Plaintiffs then filed a Reply in Further Support of the Final Approval
24 Motion and the Fees Motion on February 17, 2026. (Doc. 101.)
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26
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4 The capitalized terms used in this Order have the same meaning as defined in the
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1 II. MOTION FOR FINAL APPROVAL OF CLASS ACTION SETTLEMENT
2 A class action may not be settled without court approval, “which may be granted
3 only after a fairness hearing and a determination that the settlement taken as a whole is fair,
4 reasonable, and adequate.” In re Bluetooth Headset Prods. Liab. Litig., 654 F.3d 935, 946
5 (9th Cir. 2011) (citing Fed. R. Civ. P. 23(e)(2)) (“Bluetooth”). The Ninth Circuit has a
6 “strong judicial policy” in support of class action settlements. Class Plaintiffs v. City of
7 Seattle, 955 F.2d 1268, 1276 (9th Cir. 1992). However, when presented with a motion for
8 final approval, “judges have the responsibility of ensuring fairness to all members of the
9 class . . . .” Staton v. Boeing Co., 327 F.3d 938, 952 (9th Cir. 2003).
10 A. Class Certification
11 Final approval of a class action settlement requires, as a threshold matter, an
12 assessment of whether the class satisfies the requirements of Federal Rule of Civil
13 Procedure (“Rules”) 23(a) and (b). Hanlon v. Chrysler Corp., 150 F.3d 1011, 1019–22
14 (9th Cir. 1998), overruled on other grounds by Wal-Mart Stores, Inc. v. Dukes, 564 U.S.
15 338 (2011). In its Preliminary Approval Order, the Court found that Plaintiffs satisfied the
16 prerequisites for class certification under Rule 23. (Doc. 96 at 9–16.) The Court reaffirms
17 and incorporates its analysis under Rules 23(a) and (b)(3) as set forth in its Preliminary
18 Approval Order. (See id.) Accordingly, for purposes of this Settlement, the Court
19 CERTIFIES the following Settlement Class:
20 All persons and entities that purchased or otherwise acquired the common
stock of Progenity, Inc. (n/k/a Biora Therapeutics, Inc.) pursuant and/or
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traceable to Progenity’s initial public offering Registration Statement and
22 were damaged thereby.
23 (Doc. 91-3, Stipulation and Agreement of Settlement [“Settlement Agreement”] ¶ 1(vv).)
24 B. Settlement Administration
25 1. Notice
26 The Court must also determine whether the Settlement Class received adequate
27 notice, as it “is critical to court approval of a class settlement under Rule 23(e).” Hanlon,
28 150 F.3d at 1025; see Fed. R. Civ. P. 23(e)(1). The Court preliminarily approved the
1 method and form of the Proposed Notice. (Doc. 96 at 27–30.) In support of their Final
2 Approval Motion, Plaintiffs filed the Declaration of Margery Craig, a project manager at
3 Strategic Claims Services (“SCS” or the “Claims Administrator”). (Doc. 99-3, Decl. of
4 Margery Craig [“Craig Decl.”] ¶ 1; see also Doc. 101-1, Suppl. Decl. of Margery Craig
5 [“Craig Suppl. Decl.”].) Craig recounts the Claims Administrator’s actions taken to
6 provide notice to Class Members in accordance with the Preliminary Approval Order. (See
7 id. ¶¶ 6–17 (attesting the notice process consisted of physical first-class mailings, emails,
8 skip traces for undeliverable mailings, publication in Investor’s Business Daily,
9 transmission over the PR Newswire, a toll-free phone line, and a Settlement Website).)
10 Having reviewed Craig’s declarations, the Court finds that Class Notice was executed in
11 accordance with the Preliminary Approval Order and was reasonably directed to Class
12 Members. See Silber v. Mabon, 18 F.3d 1449, 1452–54 (9th Cir. 1994) (holding the “best
13 notice practicable” requirement is satisfied by “what notice is reasonably certain to inform
14 the absent members of the plaintiff class”) (quoting In re Victor Techs. Sec. Litig., 792 F.2d
15 862, 865 (9th Cir. 1986)); see also Fed. R. Civ. P. 23(c)(2)(B). The Class Notice also
16 satisfied the notification requirements of Rule 23, due process, the Class Action Fairness
17 Act of 2005, 28 U.S.C. § 1715 (“CAFA”) (see Craig Decl. [Doc. 99-3] ¶¶ 3–5), and the
18 Private Securities Litigation Reform Act, 15 U.S.C. § 78u-4(a)(7) (“PSLRA”).
19 2. Plan of Allocation
20 A plan for allocation should be “fair, reasonable and adequate.” Class Plaintiffs,
21 955 F.2d at 1284–85. “Approval of a plan of allocation of settlement proceeds in a class
22 action is governed by the same standards of review applicable to approval of the settlement
23 as a whole: the plan must be fair, reasonable and adequate.” Ali v. Franklin Wireless Corp.,
24 Case No.: 21-cv-00687-AJB-MSB, 2024 WL 5179910, at *9 (S.D. Cal. Dec. 19, 2024)
25 (quoting In re Omnivision Techs., Inc., 559 F. Supp. 2d 1036, 1045 (N.D. Cal. 2008)).
26 Although it “need not be perfect,” an allocation formula that has a “reasonable,
27 rational basis” satisfies the requirement, “particularly if recommended by competent class
28 counsel.” Brown v. Brewer, Case No. CV 06-3731-GHK (SHx), 2012 WL 12882380 (C.D.
1 Cal. Jan. 18, 2012), order approved, No. 2:06-CV-03731-GHK-SH, 2012 WL 12881953
2 (C.D. Cal. Mar. 19, 2012). “A plan of allocation that reimburses class members based on
3 the extent of their injuries is generally reasonable.” Mauss v. NuVasive, Inc., Case No.:
4 13cv2005 JM (JLB), 2018 WL 6421623 (S.D. Cal. Dec. 6, 2018) (citation omitted).
5 Under the proposed Plan of Allocation, the Net Settlement Fund will be distributed
6 to Class Members who submit a valid Claim Form on a pro rata basis. (Doc. 98-1 at 21.)
7 Each Authorized Claimant’s share will be calculated based on their Recognized Losses
8 divided by the total Recognized Losses of all Authorized Claimants, multiplied by the total
9 amount of the Net Settlement Fund. (Id.)
10 The formula for the calculation of the claims, as set forth in the Plan of Allocation,
11 provides a fair and reasonable basis for allocating the proceeds of the Net Settlement Fund
12 among Settlement Class Members with due consideration having been given to
13 administrative convenience and necessity. See Baron v. HyreCar Inc., No. 2:21-CV-
14 06918-FWS-JC, 2024 WL 3504234, at *9 (C.D. Cal. July 19, 2024); Hefler v. Wells Fargo
15 & Co., Case No. 16-cv-05479-JST, 2018 WL 6619983, at *2, 7 (N.D. Cal. Dec. 18, 2018),
16 aff’d sub nom. Hefler v. Pekoc, 802 F. App’x 285 (9th Cir. 2020). Accordingly, the Court
17 reaffirms its findings in the Preliminary Approval Order (see Doc. 96 at 21–23) and
18 concludes that the Plan of Allocation is fair and reasonable to the Settlement Class. The
19 Plan of Allocation is therefore APPROVED.
20 C. Settlement Approval
21 Having certified the Settlement Class, the Court must determine whether the
22 Settlement Agreement is “fair, reasonable, and adequate.” Fed. R. Civ. P. 23(e)(2). In its
23 Preliminary Approval Order, the Court made an initial fairness determination under Rule
24 23(e)(2) and found that all the pertinent factors weighed in favor of approving the
25 Settlement. (See Doc. 96 at 16–27.) Because no pertinent facts have changed, the Court
26 reaffirms its prior conclusions and finds that the Settlement is fair, reasonable, and adequate
27 and in the best interests of the Settlement Class.
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1 In addition to the Rule 23(e) requirements, district courts in the Ninth Circuit
2 traditionally consider another set of factors to determine whether the Settlement is fair,
3 adequate, and reasonable. See Briseño v. Henderson, 998 F.3d 1014, 1025–26 (9th Cir.
4 2021) (holding the revised Rule 23(e) requires courts “to go beyond our precedent” by
5 applying the heightened scrutiny set forth in Bluetooth to all class action settlements). In
6 making this determination, courts consider the following factors:
7 (1) the strength of the plaintiff’s case; (2) the risk, expense, complexity, and
likely duration of further litigation; (3) the risk of maintaining class action
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status throughout the trial; (4) the amount offered in settlement; (5) the extent
9 of discovery completed and the stage of the proceedings; (6) the experience
and views of counsel; (7) the presence of a governmental participant; and (8)
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the reaction of the class members of the proposed settlement.
11
Bluetooth, 654 F.3d 935 at 946–47 (quoting Churchill Vill., L.L.C. v. Gen. Elec., 361 F.3d
12
566, 575 (9th Cir. 2004)). “The district court’s approval order must show not only that ‘it
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has explored [these] factors comprehensively,’ but also that the settlement is ‘not . . . the
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product of collusion among the negotiating parties.’” Id. (quoting In re Mego Fin. Corp.
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Sec. Litig., 213 F.3d 454, 458 (9th Cir. 2000)).
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The Court finds that the $1,000,000 non-revisionary Settlement Amount provides
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adequate relief to the Settlement Class relative to Defendants’ potential exposure based on
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the strength of the Parties’ positions and the risk of further litigation. While Lead Counsel
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asserts they have strong arguments on appeal (see Doc. 98-1 at 9), the substantial risks to
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Plaintiffs’ case are readily apparent from the Court’s previous orders dismissing their
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complaints. See In re Omnivision Techs., Inc., 559 F. Supp. 2d at 1041–42 (holding the
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risk of continued litigation weighed in favor of settlement approval where the plaintiffs
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“still faced a number of problems in actually proving their case on the merits.”).
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The Court also reaffirms its prior conclusion, set forth in the Preliminary Approval
25
Order, and finds that the Settlement was achieved in the absence of collusion. (Doc. 96 at
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18–19.) The Settlement resulted from serious and informed arm’s length negotiations by
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experienced counsel, who were well-informed on the strengths and weaknesses of the case.
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1 See Bluetooth, 654 F.3d at 948. Since 2020, Lead Counsel conducted an extensive
2 investigation and the Parties engaged in substantial motion practice before this Court and
3 the Ninth Circuit, adversarial settlement negotiations, and vigorous litigation. (See Doc.
4 98-1 at 23–24.)
5 Moreover, no Class Members filed an objection to the Settlement or requested
6 exclusion. (See Craig Decl. [Doc. 99-3] ¶¶ 18–19; Craig Suppl. Decl. [Doc. 101-1] ¶ 9.)
7 “[T]he absence of a large number of objections to a proposed class action settlement raises
8 a strong presumption that the terms of a proposed class settlement action are favorable to
9 the class members.” Nat’l Rural Telecomms. Coop. v. DIRECTV, Inc., 221 F.R.D. 523,
10 529 (C.D. Cal. 2004).
11 Balancing the complexity, uncertainty, and delay of continued litigation against the
12 immediacy and certainty of settlement, the Court concludes the Settlement is “fair,
13 reasonable, and adequate.” The Final Approval Motion is therefore GRANTED.
14 III. FEES MOTION
15 “While attorneys’ fees and costs may be awarded in a certified class action where so
16 authorized by law or the parties’ agreement, Fed. R. Civ. P. 23(h), courts have an
17 independent obligation to ensure that the award, like the settlement itself, is reasonable,
18 even if the parties have already agreed to an amount.” Bluetooth, 654 F.3d at 941 (citations
19 omitted). In the Fees Motion, Lead Counsel requests: (1) attorneys’ fees in the amount of
20 $250,000; (2) litigation costs and expenses in the amount of $79,409.10; and (3) PSLRA
21 awards of $2,500 to each of the three Lead Plaintiffs. (Doc. 99-1 at 10.) The Court
22 addresses each request in turn.
23 A. Attorneys’ Fees
24 Under Federal Rule of Civil Procedure 23(h), any award of attorneys’ fees must be
25 reasonable. “Where a settlement produces a common fund for the benefit of the entire
26 class, courts have discretion to employ either the lodestar method or the percentage-of-
27 recovery method.” Bluetooth, 654 F.3d at 942. “Whichever method is chosen, courts often
28 employ the other method as a cross-check that the award is reasonable.” In re Apple Inc.
1 Device Performance Litig., 50 F.4th 769, 784 (9th Cir. 2022). Further, the PSLRA
2 provides that “[t]otal attorneys’ fees and expenses awarded by the court to counsel for the
3 plaintiff class shall not exceed a reasonable percentage of the amount” recovered for the
4 class. 15 U.S.C. § 78u-4(a)(6).
5 Under the percentage-of-recovery method, the Ninth Circuit has determined a
6 benchmark for a reasonable fee award is 25% of the common fund. In re Apple, 50 F.4th
7 at 784. This rate is just a starting point for analysis and “similar to the lodestar, the
8 benchmark percentage ‘can be adjusted upward or downward, depending on the
9 circumstances.’” Id. (quoting Kim v. Allison, 8 F.4th 1170, 1181 (9th Cir. 2021)). Courts
10 in the Ninth Circuit may consider “the extent to which class counsel ‘achieved exceptional
11 results for the class,’ whether the case was risky for class counsel, whether counsel’s
12 performance ‘generated benefits beyond the cash settlement fund,’ the market rate for the
13 particular field of law (in some circumstances), the burdens class counsel experienced
14 while litigating the case (e.g., cost, duration, foregoing other work), and whether the case
15 was handled on a contingency basis.” In re Online DVD-Rental Antitrust Litig., 779 F.3d
16 934, 954–55 (9th Cir. 2015) (quoting Vizcaino v. Microsoft Corp., 290 F.3d 1043, 1048–
17 50 (9th Cir. 2002)). “Calculation of the lodestar, which measures the lawyers’ investment
18 of time in the litigation, provides a check on the reasonableness of the percentage award.”
19 Vizcaino, 290 F.3d at 1050. “The lodestar figure is calculated by multiplying the number
20 of hours the prevailing party reasonably expended on the litigation (as supported by
21 adequate documentation) by a reasonable hourly rate for the region and for the experience
22 of the lawyer.” Bluetooth, 654 F.3d at 941 (citing Staton, 327 F.3d at 963–64).
23 In this case, the requested $250,000 in attorneys’ fees represents a 25% benchmark
24 of the Settlement Amount ($1,000,000). This amount represents a 0.29 negative multiplier
25 on Lead Counsel’s lodestar, which is approximately $850,081.25 as of January 8, 2026 and
26 is based on 875.65 collective hours of work. (Doc. 99-1 at 11–12, 29–32.) In support of
27 their lodestar analysis, Lead Counsel submitted a “table[] summarizing the amount of work
28 each timekeeper performed at different stages of this litigation” which is “sufficient for
1 purposes of performing a lodestar cross-check.” Thomas v. MagnaChip Semiconductor
2 Corp., Case No. 14-cv-01160-JST, 2018 WL 2234598, at *4 (N.D. Cal. May 15, 2018);
3 see also Baker v. SeaWorld Ent., Inc., Case No.: 14-cv-02129-MMA-AGS, 2020 WL
4 4260712, at *9 (S.D. Cal. July 24, 2020) (“[T]he lodestar cross-check need not be as
5 exhaustive as a pure lodestar calculation because it only serves as a point of comparison
6 by which to assess the reasonableness of a percentage award.”) (cleaned up).
7 Courts in this Circuit have routinely authorized similar awards. (See Doc. 99-7 at
8 2–15 (collecting cases where courts within the Ninth Circuit awarded attorneys’ fees within
9 or above the 25% benchmark).) Accordingly, the Court finds the requested attorneys’ fees
10 are within the limit Ninth Circuit’s benchmark. The Court also finds the requested
11 attorneys’ fees are within the limit originally contemplated and noticed to the potential
12 class members.
13 Given the efforts expended, the results obtained for this type of high-risk case, and
14 the compromise reached in the best interests of the class members, the Court finds the
15 requested amount of attorneys’ fees are reasonable and therefore GRANTS the award of
16 attorneys’ fees in the amount of $250,000.
17 B. Litigation Expenses
18 Lead Counsel is entitled to reimbursement of the out-of-pocket costs they reasonably
19 incurred investigating and prosecuting this case. See Staton, 327 F.3d at 974. This amount
20 “should be reasonable and necessary.” In re Immune Response Sec. Litig., 497 F. Supp. 2d
21 1166, 1177 (S.D. Cal. 2007) (citing In re Media Vision Tech. Sec. Litig., 913 F. Supp. 1362,
22 1366 (N.D. Cal. 1996) (“In re Media Vision”)).
23 Lead Counsel seeks reimbursement of $79,409.10 in expenses, which is within the
24 maximum preliminarily approved by the Court and noticed to the Class Members. (Doc.
25 99-1 at 33 & n.17.) Specifically, Lead Counsel requests reimbursement of the following
26 expenses:
27 //
28 //
1 Expenses Amount Paid
2 Appellate Filing Services, Printing, and Postage $4,517.52
3 Court Fees $718
4 Document Management Services $6,500
5 Document production Reimbursement and postage $721.22
6 Experts (accounting, damages & Plan of Allocation) $22,424
7 Online Research $15,855.99
8 Private Investigator $27,665.98
9 Travel airfare and hotel (Final Approval Hearing) $1,006.39
10
Total: $79,409.10
11
12 (Doc. 99-2, Decl. of Garth Spencer ¶ 120; see Doc. 99-12, Ex. 10 at 1–5.)
13 The Court finds that Lead Counsel’s out-of-pocket costs were reasonably incurred
14 in connection with the prosecution of this litigation and were advanced by Lead Counsel
15 for the benefit of the Class. Accordingly, the Court GRANTS the request for
16 reimbursement of litigation costs and expenses in the full amount of $79,409.10.
17 C. PSLRA Awards
18 Plaintiffs also seek $2,500 for each of the three Lead Plaintiffs. See 15 U.S.C. § 77z-
19 1(a)(4). The PSLRA authorizes the Court to award class representatives “reasonable costs
20 and expenses (including lost wages) that were directly related to their role in representing
21 the class. 15 U.S.C. § 78u-4(a)(4). In common fund cases, named plaintiffs may also be
22 granted “reasonable incentive payments” in addition to reimbursement for their “litigation
23 expenses, and identifiable services rendered to the class directly under the supervision of
24 class counsel.” Staton, 327 F.3d at 977 (citing Missouri v. Jenkins, 491 U.S. 274, 285
25 (1989)). Courts have granted incentive awards of $10,000 or more to individuals who carry
26 out litigation efforts on behalf of absent class members. See In re Illumina, Inc. Sec. Litig.,
27 Case No.: 3:16-cv-3044-L-MSB, 2021 WL 1017295, at *8 (S.D. Cal. Mar. 17, 2021)
28 (awarding $25,000 in incentive award to one plaintiff and $1,000 to remaining two
1 plaintiffs); In re Stable Rd. Acquisition Corp., Case No. 2:21-CV-5744-JFW(SHKx), 2024
2 WL 3643393, at *16 (C.D. Cal. Apr. 23, 2024) (granting $10,000 to Lead Plaintiff); Davis
3 v. Yelp, Inc., Case No. 18-cv-00400-EMC, 2023 WL 3063823, at *2 (N.D. Cal. Jan. 27,
4 2023) (granting $15,000 to Lead Plaintiff).
5 In this action, Lead Plaintiffs actively participated in, and made significant
6 contributions to, this litigation for a period of over five years. (See Doc. 99-8, Decl. of
7 Lead Plaintiff Lin Shen ¶¶ 4–6; Doc. 99-9, Decl. of Lead Plaintiff Lingjun Lin ¶¶ 4–6; and
8 Doc. 99-10, Decl. of Lead Plaintiff Fusheng Lin ¶¶ 4–6.) Each Lead Plaintiff devoted
9 significant time, effort, and resources to litigating on behalf of the Settlement Class and
10 protecting the Settlement Class’s interests. Additionally, the lack of objections to the
11 proposed PSLRA awards also supports their reasonableness. See Khoja v. Orexigen
12 Therapeutics, Inc., Case No.: 15-cv-00540-JLS-AGS, 2021 WL 5632673, at *11 (S.D. Cal.
13 Nov. 30, 2021). For these reasons, the Court finds the PSLRA awards to the Lead Plaintiffs
14 are appropriate. Accordingly, the Court GRANTS the request for service awards and
15 awards $2,500 to each Lead Plaintiff for a total of $7,500.
16 IV. CONCLUSION
17 For the reasons stated in this Order, as well as in the Court’s Preliminary Approval
18 Order (see Doc. 96), Plaintiffs’ Final Approval Motion (Doc. 98) and Plaintiffs’ Fees
19 Motion (Doc. 99) are GRANTED. The Court further ORDERS as follows:
20 1. Incorporation of Settlement Documents. This Order incorporates by reference:
21 (a) the Court’s Preliminary Approval Order (Doc. 96); (b) the Settlement
22 Agreement (Doc. 91-3), as well the definition of words and terms contained
23 therein; and (c) the Plan of Allocation (Craig Decl., Ex. D [Doc. 99-3] at 29–30).
24 2. Final Certification of a Settlement Class. Subject to the exceptions in section
25 1(vv) of the Settlement Agreement (see Doc. 91-3 at 17), the Court CERTIFIES
26 the following Settlement Class: all persons and entities that purchased or otherwise
27 acquired the common stock of Progenity, Inc. (n/k/a Biora Therapeutics, Inc.)
28
1 pursuant and/or traceable to Progenity’s initial public offering Registration
2 Statement and were damaged thereby.
3 3. Notice. The Court finds the forms and methods of notifying the Settlement Class
4 of the Settlement and its terms and conditions satisfied the requirements of Rule
5 23, the United States Constitution (including the Due Process Clause), CAFA, to
6 the extent applicable to the instant action, the PSLRA, 15 U.S.C. § 77z-1, as
7 amended, and all other applicable law and rules.
8 4. Approval of Plan of Allocation. The Court hereby finds that the proposed Plan
9 of Allocation is a fair and reasonable method to allocate the Net Settlement Fund
10 among Settlement Class members.
11 5. Final Settlement Approval. The Court finally APPROVES the Settlement
12 Amount of $1,000,000 as a non-reversionary settlement payment to settle and
13 resolve all claims in the action by or on behalf of the Settlement Class. The Court
14 therefore DIRECTS the Parties and the Claims Administrator to effectuate the
15 Settlement according to its terms and conditions.
16 6. Binding Effect. The terms of the Settlement Agreement and this Order are binding
17 on the Remaining Defendants, Lead Plaintiffs and all other Settlement Class
18 Members (regardless of whether or not any individual Settlement Class Member
19 submits a Claim Form or seeks or obtains a distribution from the Net Settlement
20 Fund), as well as their respective successors and assigns.
21 7. Reasonable Modifications. The Parties are authorized, without further approval
22 from the Court, to agree to and to adopt such amendments or modifications of the
23 Settlement Agreement that: (i) are not materially inconsistent with this Order, and
24 (ii) that do not limit the rights of Class Members under the Settlement. Without
25 further order of the Court, Lead Plaintiffs and the Remaining Defendants may
26 agree to reasonable extensions of time to carry out any provisions of the
27 Settlement.
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8. Award of Attorney Fees and Expenses. The Court finally APPROVES Glancy,
2 Prongay, & Murray LLP as adequate Lead Counsel and AWARDS Lead Counsel
3 $250,000 in attorneys’ fees and $79,409.10 in litigation expenses.
4 9. Appointment and Compensatory Award to Lead Plaintiffs. The Court finally
5 APPROVES Lead Plaintiffs Lin Shen, Lingjun Lin, and Fusheng Lin as adequate
6 Class Representatives and GRANTS PSLRA awards of $2,500 for each Lead
7 Plaintiff, for a total of $7,500.
8 10. Retention of Jurisdiction. Without affecting the finality of this Final Approval
9 Order, the Court RETAINS JURISDICTION over the implementation,
10 administration, and enforcement of this judgment and the Settlement.
11 11. Dismissal of Claims. This action and all released claims set forth in the Settlement
12 Agreement are DISMISSED WITH PREJUDICE. The Parties shall bear their
13 own costs and expenses, except as otherwise expressly provided in the Settlement.
14 12. Entry of Final Judgment. This Order constitutes a Final Judgment and separate
15 document pursuant to Federal Rules of Civil Procedure 54 and 58(a).
16 IT IS SO ORDERED.
17 |} DATE: March 4, 2026
FR Barna, Mote D_
19 HON. RUTH BERMUDEZ MONTENEGRO
UNITED STATES DISTRICT JUDGE
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