Nancy Frank, as Trustee of The Frank Trust, et al.
v.
Michael Mullen

Nancy Frank, as Trustee of The Frank Trust, et al. v. Michael Mullen

Court of Chancery of the State of Delaware

Lead C.A. No. 2023-0381-MT

ALL RECORD HOLDERS AND ALL BENEFICIAL HOLDERS OF NATIONAL HOLDINGS CORPORATION (“NATIONAL”) COMMON STOCK WHO HELD OR OWNED SUCH STOCK AT ANY TIME DURING THE PERIOD BEGINNING ON AND INCLUDING FEBRUARY 9, 2021 THROUGH AND INCLUDING THE DATE OF CONSUMMATION OF THE MERGER (FEBRUARY 25, 2021) AND WHO HAD THEIR SHARES EXCHANGED FOR $3.25 IN CASH PER SHARE IN THE MERGER TENDER OFFER.

Please be advised that your rights will be affected by the above-captioned stockholder class action (the “Action”) pending in the Court of Chancery of the State of Delaware (the “Court”) if you were a public stockholder of National Holdings Corporation (“National”) during the period beginning on and including February 9, 2021 through and including the date of consummation of the Merger (February 25, 2021), and held through February 25, 2021.

A $4,350,000.00 cash settlement has been reached for the benefit of the Class. Plaintiff The Frank Trust (the “Plaintiff” or “Frank”) in the above-captioned Action, on behalf of itself and the Class and Defendant Michael Mullen (“Defendant”, and, together with Plaintiff, the “Settling Parties”), have reached a proposed settlement for $4,350,000.00 in cash (the “Settlement”). The proposed Settlement, if approved, will resolve all claims in the Action.

PLEASE READ THE NOTICE CAREFULLY AND IN ITS ENTIRETY. The Notice explains how Class Members will be affected by the Settlement.

YOUR LEGAL RIGHTS AND OPTIONS IN THIS SETTLEMENT
SUBMIT A PROOF OF CLAIM

The only way to receive a payment. Proofs of Claim must be postmarked or submitted online on or before December 16, 2026.

OBJECT

Write to the Court about why you oppose the Settlement, the Plan of Allocation, the request for Co-Lead Counsel’s attorneys’ fees, and/or the time and expenses of Co-Lead Plaintiffs. You will still be a Class Member. Objections must be received by the Court or postmarked on or before November 2, 2026.

GO TO A HEARING

Ask to speak in Court about the fairness of the Settlement. Requests to speak must be received by the Court on or before November 2, 2026. You are not required to attend the hearing. The Settlement Hearing will be held on November 16, 2026, at 11:00 a.m., either in person at the Court of Chancery of the State of Delaware, New Castle County, Leonard L. Williams Justice Center, 500 North King Street, Wilmington, Delaware 19801, or remotely by Zoom (in the Court’s discretion).

DO NOTHING

Receive no payment from the Settlement. Members of the Class who do nothing remain bound by the terms of the Settlement.