In 2016 and 2017, Envision’s owners and board members—Defendants Darrel Creps, III, Paul Sherwood, Jeff Jones, and Tanweer Khan (the Seller Defendants)— contemplated selling their company to a third-party competitor, Centers for Diagnostic Imaging (CDI), for $150 million.

Defendants note that, while the ESOP Transaction price fell Case No. 1:21-cv-00304-CNS-MDB Document 282 filed 01/24/25 USDC Colorado pg 6 of 24 within the fair market value range, it could have been “much higher given imminent tax reforms that increased Envision’s value shortly after the Transaction.” Id. at 3 (citing Shorthouse Dep.).

v. Abercrombie & Fitch Co., 765 F.3d 1205, 1213 (10th Cir. 2014) (quotations omitted); see also Shady Grove Orthopedic Assocs., P.A. v. Allstate Ins. Co., 559 U.S. 393, 408 (2010) (“A class action ... enables a federal court to adjudicate claims of multiple parties at once, instead of in separate suits.”).

To certify a class action, plaintiffs Case No. 1:21-cv-00304-CNS-MDB Document 282 filed 01/24/25 USDC Colorado pg 7 of 24 must first satisfy Federal Rule of Civil Procedure 23(a)’s requirements: numerosity, commonality, typicality, and adequacy.

416, 422–24 (N.D. Okla. 2005) (“Plaintiffs and the class assert Case No. 1:21-cv-00304-CNS-MDB Document 282 filed 01/24/25 USDC Colorado pg 15 of 24 a claim for plan-wide relief under ERISA § 502(a)(2), which is by definition a representative action on behalf of the plan as a whole.” (citing Mass.

ECF No. 207 at 4 (analyzing disclosure requirements under Federal Rule of Civil Procedure 26(b)(3) and expressing “doubt about Plaintiffs’ ability to persist on behalf of a non-party”); see also 8 Charles Alan Wright & Arthur R. Miller, Federal Practice and Procedure § 2024 (3d ed. 2024) (“Documents prepared for one who is not a party to the present suit are wholly unprotected by Rule 26(b)(3) even though the person may be a party to a closely related lawsuit in which he will be disadvantaged if he must disclose in the present suit.”); Lee v. City of Midland, No. 7:22-CV-0185-BL, 2024 WL 4005959, at *8 (W.D.

Plaintiffs have failed to show that her reasoned analysis, distinguishing the facts in Mueller, Brain, and Clearwater Paper Corp. from their own situation, is clearly erroneous or contrary to law.

The Tenth Circuit will “grant a writ only when the district court has acted wholly without jurisdiction or so clearly abused its discretion as to constitute usurpation of power.” Id. (internal quotation marks omitted).

As Magistrate Judge Dominguez Braswell notes in a previous order, “Plaintiffs have tried to Case No. 1:21-cv-00304-CNS-MDB Document 275 filed 01/13/25 USDC Colorado pg 13 of 14 soften the relevance of the DOL investigation, arguing that Plaintiffs’ reliance on the DOL’s work product is limited.” ECF No. 207 at 4.

Although Magistrate Judge Dominguez Braswell ultimately rejected Plaintiffs’ argument on the limited import of these files, see id., Plaintiffs’ inconsistent positions strongly favor denying Plaintiffs’ stay request.

Employee Stock Ownership Plan Committee, Argent Trust Company, Darrel Creps, III, Paul Sherwood, Jeff Jones, Nicole Jones, Aaron Ramsay, Tanweer Kahn, and Lori Spahn’s (collectively, “Defendants”) Renewed Motion to Stay Pending 9 U.S.C. § 16 Appeal in Light of Intervening Supreme Court Decision ([“Motion”], Doc. No.

Case No. 1:21-cv-00304-CNS-MDB Document 105 filed 08/03/23 USDC Colorado pg 4 of 9 Plaintiffs contend that Coinbase does “not change the law in the Tenth Circuit[,]” and does not warrant reinstatement of a stay.

Specifically, Plaintiffs argue that Coinbase merely resolves a circuit split and adopts what was already settled in the Tenth Circuit—that the statutory right to appeal under Case No. 1:21-cv-00304-CNS-MDB Document 105 filed 08/03/23 USDC Colorado pg 6 of 9 9 U.S.C. § 16(a) comes with an automatic stay.

Moreover, reinstating the stay here would be prejudicial to Plaintiffs because even though Defendants provided some documentary discovery, the case has been pending since January 2021, the relevant transaction occurred in December 2017, and any continued delay will make it more difficult to locate witnesses, deal with faded memories, and generally-speaking, litigate their claims.

On the other hand, imposing a stay—in the face of a long wait for resolution of the petition— may cause harm to Plaintiffs in the form of faded witness memories, stale evidence, and delayed outcomes.

In connection with discovery proceedings in this action, the parties may designate any document, thing, material, testimony or other information derived therefrom, as “Confidential” under the terms of this Protective Order (hereinafter “Order”).

Material designated as confidential under this Order, the information contained therein, and any summaries, copies, abstracts, or other documents derived in whole or in part from material designated as confidential (hereinafter “Confidential Material”) shall be used only for the purpose of the prosecution, defense, or settlement of this action, and for no other purpose.

Prior to receiving any Confidential Material, each “qualified person” shall be provided with a copy of this Order and shall execute a nondisclosure agreement in the form of Attachment

If disclosure of Attorney’s Eyes Only Material is made pursuant to this paragraph, all other provisions in this order with respect to confidentiality shall also apply.

Upon termination of this case, counsel for the parties shall assemble and return to each other all documents, material and deposition transcripts designated as confidential and all copies of same, or shall certify the destruction thereof.

I cannot emphasize That Order provided: “AND NOW, this 28th day of March, 2022, the Emergency Application for a Writ of Mandamus and/or Extraordinary Relief is DISMISSED AS MOOT, as the Commonwealth Court is timely holding the hearings pursuant to our prior Order.” In re Nomination Petitions of Avery & Doyle, 28 MM 2022 (Pa. Mar. 28, 2022) (per curiam).

In prior cases involving various Election Code commands that voters, candidates, objectors, and the like “shall” do some act, I criticized what I viewed as arbitrary (and sometimes gratuitous) efforts to distinguish seemingly unambiguous statutory language sometimes as “mandatory” and other times as merely “directory.”4 Those debates need not be rehashed here.

So, too, has this Court strived to protect the Legislature’s preferred primary schedule to the extent possible by moving expeditiously to resolve impasse litigation over the Commonwealth’s congressional map as well as challenges to the Legislative Reapportionment Commission’s (“LRC”) Final Plan for state House and Senate districts.

While I have no doubt that the Commonwealth Court in this case in good faith believed that this statement provided it some flexibility to further adjust the dates we established in Carter, nothing in Holt or the authorities it cited countenances such tinkering.

Properly contextualized, I understood this Court’s assurances that the lower court’s discretion would otherwise remain unaltered as a reference to the manner in which that tribunal hears and resolves nomination challenges in its original jurisdiction—e.g., that the court retains ample latitude to direct the form and method of submitting

In accordance with the Court’s March 14, 2022 correspondence regarding the Petition to Intervene (in Opposition to Republican Committees’ Application) (“Petition to Intervene”) that was filed in this matter, please be advised that Jake Corman, President Pro Tempore of the Pennsylvania Senate, and Kim Ward, Majority Leader of the Pennsylvania Senate (together with Senator Corman, the “Senate Leaders”), will not file an answer to the Petition to Intervene.

Thank you for your attention to this matter.

Respectfully submitted, Anthony R. Holtzman cc: All counsel of record (via PACFile)

Reed Smith LLP Reed Smith Centre 225 Fifth Avenue Pittsburgh, PA 15222-2716 +1 412 288 3131 Fax +1 412 288 3063 reedsmith.com

Dear Deputy Prothonotary Dreibelbis, Pursuant to this Court’s March 14, 2022 Order, the Gressman Petitioners take no position regarding the Application for Intervention by the Delaware County Board of Elections, and do not intend to file a response.

In accordance with the Court’s February 25, 2022 correspondence regarding the Application for Intervention of Delaware County Board of Elections (“Application”) that was filed in this matter, please be advised that Jake Corman, President Pro Tempore of the Pennsylvania Senate, and Kim Ward, Majority Leader of the Pennsylvania Senate (together with Senator Corman, the “Senate Leaders”), will not file an answer to the Application.

Thank you for your attention to this matter.

Respectfully submitted, Anthony R. Holtzman cc: All counsel of record (via PACFile)

Reed Smith LLP Reed Smith Centre 225 Fifth Avenue Pittsburgh, PA 15222-2716 +1 412 288 3131 Fax +1 412 288 3063 reedsmith.com

Dear Deputy Prothonotary Dreibelbis, Pursuant to this Court’s February 24, 2022 Order, the Gressman Petitioners take no position regarding the Application for Clarification Regarding the Election Calendar for Party Offices, and do not intend to file a response.

AND NOW, this 23rd day of February, 2022, this Court, following full deliberation and consideration, hereby orders as follows: First, the Pennsylvania primary and general elections for seats in the United States House of Representatives commencing in the year 2022 shall be conducted in accordance with the “Carter Plan” submitted in the record before the Special Master and as described by 2020 Census block equivalency (denominated the “Carter Plan – Block Assignments”) and ESRI shape files (denominated “Carter Plan – Shape Files”) uploaded to this Court’s website at https://www.pacourts.us/2022-redistricting-opinions.1 The Carter Plan, in its constituent parts, is hereby made part of this Order, and is hereby ADOPTED as the division of this Commonwealth into seventeen congressional districts, unless and until the same shall be lawfully changed.

Second, Executive Respondents together with the General Assembly’s Legislative Data Processing Center (LDPC),2 shall prepare textual language that describes the Carter Plan and submit the same to the Secretary of the Commonwealth without delay.

Third, Respondent Secretary of the Commonwealth shall, without delay, following the preparation of the textual description of the Carter Plan, publish notice of the Congressional Districts in the Pennsylvania Bulletin.

Sixth, the Secretary of the Commonwealth is directed to notify this Court by 4:00 p.m. on February 25, 2022, should it foresee any technical issues concerning the implementation of the Carter Plan.

ounty boundaries 2 3 4 Proposed Plan Districts: 1 1 Susquehanna Wayne Bradford Tioga Wyoming Lackawanna Pike Luzerne Monroe Northampton Carbon Berks Lehigh Bucks Montgomery Chester Philadelphia Delaware Erie Crawford Mercer Venango McKean Potter Warren Forest Elk Cameron Clinton Lycoming Sullivan Columbia Montour Clarion Jefferson Clearfield Centre Union Snyder Northumberland Schuylkill Lawrence Butler Armstrong Beaver Allegheny Washington Greene Indiana Cambria Blair Mifflin Juniata Perry Huntingdon Bedford Fulton Somerset Cumberland Franklin Adams Westmoreland Fayette Dauphin Lebanon York Lancaster

Should any party wish nonetheless to file a motion, Justice Wecht will afford it appropriate consideration.