Lion Electric $4M SPAC Stockholder Settlement: Cash for Northern Genesis Holders Who Did Not Redeem Before the 2021 Merger
PublishedOctober 29, 2026
Former Northern Genesis Acquisition Corp. (NGA) stockholders who held Class A shares at the April 21, 2021 redemption deadline and did not redeem all of them before the Lion Electric merger may qualify to claim a pro rata share of the $4 million Lion Electric SPAC stockholder class action settlement. Claims close January 30, 2027, and the settlement hearing is set for December 1, 2026.
Claims are open. A Proof of Claim and Release must be submitted online or postmarked by January 30, 2027; the notice does not state a time zone. The Delaware Court of Chancery entered a scheduling order on September 14, 2026 that preliminarily certified the class and sent notice, and the settlement hearing is set for December 1, 2026. Final approval has not been granted, and no payment date has been announced.
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StatusClaims OpenSettlement hearing December 1, 2026.
Claim DeadlineJanuary 30, 2027Submitted online or postmarked by this date
Estimated PayoutAbout $0.13 a share, before feesPlaintiffs’ estimate · pro rata share of $4 million · no payment under $10
Proof RequiredYesBrokerage statements or confirmations for NGA/LEV holdings and sales · last 4 digits of SSN or TIN
What Changed Recently?
Seven former directors, officers and alleged controllers of Northern Genesis Acquisition Corp., a special purpose acquisition company (SPAC), agreed to pay $4 million to resolve Schachter v. Robertson, C.A. No. 2023-1112-NAC, in the Delaware Court of Chancery. The parties signed the settlement stipulation on August 26, 2026, and Vice Chancellor Nathan A. Cook entered the scheduling order on September 14, 2026. The administrator, JND Legal Administration, has opened the settlement website and its online claim portal.
Northern Genesis went public in August 2020 and agreed in November 2020 to merge with The Lion Electric Company. Stockholders could redeem their shares for about $10 each in cash until April 21, 2021, two business days before the vote. The merger closed May 6, 2021, and NGA shares became Lion Electric (LEV) shares on the New York Stock Exchange and the Toronto Stock Exchange.
The stockholders’ November 2023 complaint alleged that the defendants breached their fiduciary duties and were unjustly enriched by impairing stockholders’ redemption rights. According to the plaintiffs, the merger proxy did not disclose that the net cash behind each NGA share was about $7.50 or less, while treating the shares as worth $10. The court dismissed some claims in December 2025 but let breach of fiduciary duty and unjust enrichment claims proceed. Lion Electric itself entered restructuring in Canada in December 2024 and was dismissed from the case in August 2025. The defendants deny all allegations of wrongdoing, fault and liability.
Who Qualifies?
The class covers all record and beneficial holders of Northern Genesis Acquisition Corp. Class A common stock who held those shares as of the redemption deadline, April 21, 2021, and elected not to redeem all of them. Successors who received the shares by operation of law, such as heirs, are included. Only the shares a holder kept, not the ones redeemed, count toward a claim.
The defendants, their immediate families, entities they control or are affiliated with, and their legal representatives, heirs and assigns are excluded, along with any trusts, estates or accounts that held shares for their benefit. The plaintiffs’ court filings put the number of unredeemed NGA Class A shares at about 31.9 million, with only 20,449 shares redeemed.
The class is a non-opt-out class under Court of Chancery Rules 23(a) and 23(b)(1), so class members cannot exclude themselves.
How Much Can You Get?
The plaintiffs’ settlement brief estimates the $4 million fund works out to about $0.13 per unredeemed share before fees, expenses and administration costs. Actual payments depend on how many shares are claimed and on each claimant’s calculated loss.
Under the proposed plan of allocation, each eligible share earns a loss amount plus a nominal $0.10:
Shares sold between April 21 and May 6, 2021, or as Lion Electric shares between May 6, 2021 and November 1, 2023, at less than $10.00: $10.00 minus the sale price, plus $0.10.
Shares sold in those windows at $10.00 or more: $0.10.
Shares still held at the close of trading on November 1, 2023, the day the complaint was filed: $8.47 ($10.00 minus the $1.53 closing price), plus $0.10, for $8.57 a share.
The net fund is then split pro rata by each claimant’s total, so a payment is a share of the fund rather than the loss amount itself. No payment is made to a claimant whose share works out to less than $10.00. Founder shares and redeemed shares have no loss amount.
Plaintiffs’ counsel (Grant & Eisenhofer P.A., Robbins Geller Rudman & Dowd LLP and Robbins LLP) asked the court on October 14, 2026 for $687,402.10 in fees, 17.5% of the fund after expenses, plus $71,987.98 in expenses; the notice capped the fee request at 20% of the fund. Service awards of up to $1,500 for each plaintiff would come out of the fee award, not the class’s fund.
What Proof Is Required?
The claim form requires the last four digits of the claimant’s Social Security number or taxpayer identification number, plus documentation of every holding and transaction listed. That means copies of brokerage confirmation slips, monthly account statements, or an authorized broker statement showing the NGA Class A shares held at the close of trading on April 21, 2021, and every purchase and sale of NGA or Lion Electric stock from then through November 1, 2023. The notice says neither the parties nor the administrator have records of individual trades, and claims without documentation may be rejected.
No notice ID or PIN is needed to start an online claim; the portal’s login fields are only for returning to a saved claim. The claim is signed under penalty of perjury.
What Is the Deadline?
The Proof of Claim and Release must be submitted online or postmarked by January 30, 2027. The notice and claim form give a date only and do not specify a time zone. Written objections, and notices of intent to speak at the hearing, had to be received by November 13, 2026.
How Do You Take Action?
Claims are filed through the Lion Electric Stockholders Litigation claim page, which links to the individual online claim portal, a separate portal for institutions and claim preparers filing many accounts, and the printable claim form for mailing. The online form opens with the beneficial owner’s name, address, account type and the last four digits of an SSN or TIN. Brokers and nominees that held NGA shares for clients follow separate forwarding instructions in the notice.
What Happens Next?
Vice Chancellor Cook will consider final certification of the class, the settlement, the plan of allocation and the fee request at a hearing on December 1, 2026 at 11:00 a.m. ET at the Leonard L. Williams Justice Center in Wilmington, Delaware. The court may move the hearing or hold it remotely, and the settlement website posts any change. Payments go out only after final approval, the end of any appeals and the processing of all claims; no payment date has been announced.
Do Lion Electric (LEV) shares bought after the merger qualify?
No. The class is limited to people who held Northern Genesis Acquisition Corp. Class A shares at the close of trading on April 21, 2021, the redemption deadline, and did not redeem all of them. Lion Electric shares bought later are not eligible shares. The claim form still asks for purchases and sales through November 1, 2023, because the administrator matches trades on a first-in, first-out basis to work out which eligible shares were sold and when.
Can class members opt out of the Lion Electric SPAC settlement?
No. The court certified the class for settlement under Delaware Court of Chancery Rules 23(a) and 23(b)(1), which makes it a non-opt-out class. Class members are bound by the settlement if it is approved, whether or not they file a claim. Objections to the settlement, the plan of allocation or the fee request had to be received by November 13, 2026.
Is The Lion Electric Company a party to the settlement?
No. Lion Electric entered restructuring proceedings in Canada in December 2024, and the plaintiffs voluntarily dismissed it from the case without prejudice in August 2025. The settling defendants are seven former Northern Genesis directors, officers and alleged controllers. They deny all wrongdoing.
What happens to money that is left over after payments go out?
If money remains 180 days after the first distribution and a second round is cost-effective, the administrator redistributes it to claimants who cashed their first checks and would receive at least $10. Once further redistribution is no longer cost-effective, the remainder goes to the Combined Campaign for Justice, a Delaware charity. None of it returns to the defendants.
Official Settlement Notice
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Settlement Amount
$4,000,000
Case Title
Schachter v. Robertson (Lion Electric Stockholders Litigation)
Case Number
C.A. No. 2023-1112-NAC
Court
Court of Chancery of the State of Delaware
Final Approval Hearing
December 1, 2026 at 11:00 AM ET Before Vice Chancellor Nathan A. Cook, Wilmington
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