In Re Sana Biotechnology Inc Securities Litigation

1 THE HONORABLE BARBARA J. ROTHSTEIN [7] 8 UNITED STATES DISTRICT COURT WESTERN DISTRICT OF WASHINGTON 9 AT SEATTLE [10] CARL JOHAN DROTT, Individually and on Case No. 2:25-CV-00512-BJR 11 behalf of all others similarly situated, STIPULATION AND ORDER 12 Plaintiff, APPOINTING CO-LEAD PLAINTIFFS AND CO-LEAD COUNSEL [13] v. [14] SANA BIOTECHNOLOGY, INC., STEVEN 15 D. HARR, and NATHAN HARDY, 16 Defendants. [27] 1 Lead Plaintiff Movants Shane Honey (“Honey”) and Jonatan Koskinen (“Koskinen”), by 2 and through their undersigned counsel, hereby stipulate as follows in support of their request for [3] appointment as Co-Lead Plaintiffs and approval of their selection of Co-Lead Counsel: [4] WHEREAS, on March 21, 2025, the above-captioned action (the “Action”) was [5] commenced, alleging violations of the federal securities laws on behalf of a putative class consisting [6] of investors in the securities of Sana Biotechnology, Inc. (“Sana”) (see Dkt. No. 1); [7] 8 WHEREAS, as a putative class action alleging violations of the federal securities laws, this 9 Action is governed by the Private Securities Litigation Reform Act of 1995 (the “PSLRA”), which 10 provides, in relevant part, that any putative Class member may move for appointment as Lead [11] Plaintiff in the Action within 60 days of publication of notice of the pendency of the Action—here, [12] on or before May 20, 2025 (15 U.S.C. § 78u-4(a)(3)(B)(iii)(I)(aa)); [13] WHEREAS, on May 20, 2025, two members of the putative Class alleged in the Action— [14] 15 Honey and Koskinen—filed timely, separate motions seeking appointment as Lead Plaintiff in the 16 Action and approval of their respective selections of Lead Counsel for the Action (the “Lead 17 Plaintiff Motions”) (Dkt. Nos. 17, 20); [18] WHEREAS, the PSLRA provides, inter alia, that the most adequate plaintiff to serve as [19] Lead Plaintiff is, in the determination of the Court, the “person or group of persons” that has the [20] largest financial interest in the relief sought by the class and otherwise satisfies the relevant [21] requirements of Rule 23 of the Federal Rules of Civil Procedure (“Rule 23”) (15 U.S.C. § 78u22 23 4(a)(3)(B)(iii)); 24 WHEREAS, the PSLRA provides that, subject to the approval of the Court, the most 25 adequate plaintiff will select and retain counsel to represent the class (15 U.S.C. § 78u26 4(a)(3)(B)(v)); [27] 1 WHEREAS, Honey and Koskinen have each provided sworn Certifications pursuant to the 2 PSLRA in support of their respective applications for Lead Plaintiff appointment, setting forth, [3] inter alia, their transactions in Sana securities (see Dkt. Nos. 18-2, 21-2); [4] WHEREAS, Honey is a sophisticated investor with 20 years of investing experience, who [5] invested solely in Sana options and claims to have sustained approximately $37,190 in losses as a [6] result of Defendants’ alleged wrongful conduct (see Dkt. No. 18-3; Dkt. No. 17 at *4, 8); [7] 8 WHEREAS, Koskinen, a sophisticated individual investor with 5 years of investing 9 experience that invested solely in Sana common stock, claims to have sustained approximately 10 $7,087 in losses as a result of Defendants’ alleged wrongful conduct (see Dkt. No. 21-1; Dkt. No. [11] 21-3 at 1 ¶ 2; Dkt. No. 20 at 2, 5, 7); [12] WHEREAS, accordingly, Honey and Koskinen have each alleged a significant financial [13] interest in the outcome of this litigation; [14] 15 WHEREAS, Honey and Koskinen are also each qualified to serve as Lead Plaintiffs in this 16 case given, among other things, their respective Lead Plaintiff Motion submissions (Dkt. Nos. 1717 18, 20-21); [18] WHEREAS, having reviewed one another’s submissions to the Court, Honey and Koskinen [19] believe that they each satisfy the typicality and adequacy requirements of Rule 23; [20] WHEREAS, after reviewing each other’s submissions to the Court, Honey and Koskinen [21] —as the only movants in contention for appointment as Lead Plaintiff—have decided that it is in [22] 23 the best interests of the Class to join together as Co-Lead Plaintiffs and for their respective 24 selections of The Rosen Law Firm, P.A. (“Rosen Law”) and Pomerantz LLP (“Pomerantz”) to serve 25 as Co-Lead Counsel in that it will, inter alia, provide broader representation to class members as [26] common stock and options investors will be separately represented by Koskinen and Honey, [27] 1 respectively; allow their counsel to pool their resources to immediately and efficiently commence 2 prosecution of this Action; and avoid further delay associated with a protracted lead plaintiff [3] dispute; [4] WHEREAS, Honey and Koskinen have decided that it is in the best interests of the class for [5] Badgley Mullins Turner PLLC, a firm experienced in the local rules and customs of this District, [6] to serve as liaison counsel; [7] 8 WHEREAS, Honey and Koskinen are committed to supervising the conduct of this 9 litigation by their counsel and to ensuring that counsel coordinate appropriately, prosecute the 10 action efficiently, and avoid any duplication of effort in the conduct of the litigation; [11] WHEREAS, courts have endorsed stipulations among competing Lead Plaintiff movants, [12] like here, as promoting the statutory purposes of the PSLRA, and have permitted “independent lead [13] plaintiff movants [to] join together to help ensure that adequate resources and experience are [14] 15 available to the prospective class in the prosecution of th[e] action and because [e]mploying a co16 lead plaintiff structure . . . will also provide the proposed class with the substantial benefits of joint 17 decision-making.” In re Rockwell Med., Inc. Sec. Litig., No. 1:16-cv-01691-RJS, Dkt. No. 18 at 218 3 (S.D.N.Y. May 20, 2016) (internal quotation marks omitted) (citing Pirelli Armstrong Tire Corp. [19] Retiree Med. Benefits Tr. v. LaBranche & Co., 229 F.R.D. 395, 420 (S.D.N.Y. 2004)); see also [20] Deputy v. Akebia Therapeutics, Inc. et al., No. 1:22-cv-01411-AMD-VMS (E.D.N.Y.), ECF Order [21] on June 28, 2022 (approving stipulation of competing lead plaintiff movants to serve as co-lead [22] 23 plaintiffs and approving their selection of co-lead counsel); In re Grab Holdings Ltd. Sec. Litig., 24 No. 1:22-cv-02189-VM (S.D.N.Y.), Dkt. No. 39 (same); In re Altimmune, Inc. Sec. Litig., No. 8:2425 cv-01315-ABA (D. Md.), Dkt. No. 22 (same); Pizzuto v. Homology Meds., Inc., No. 2:22-cv-0196826 FLA-JPR (C.D. Cal.), Dkt. No. 38 (same); Maurer v. Argos Therapeutics Inc., et al., No. 1:17-cv27 1 00216-TDS-LPA (M.D.N.C.), Dkt. No. 26 (same); In re Facebook, Inc. Sec. Litig., No. 5:18-cv2 01725-EJD, Dkt. No. 56 at 2-3 (N.D. Cal. Aug. 3, 2018) (approving stipulation of lead plaintiff [3] movants where movants “concluded that a protracted dispute concerning lead plaintiff appointment [4] . . . [was] not in the best interests of the class and that jointly prosecuting [the] litigation would be [5] appropriate and assist with the speedy commencement of [the] litigation”); see also In re Millennial [6] Media, Inc. Sec. Litig., 87 F. Supp. 3d 563, 570 (S.D.N.Y. 2015) (“A co-lead plaintiff structure best [7] 8 protects the interests of the class . . . and gives the class the advantages of the combined knowledge, 9 experience, and judgment of both lead plaintiffs.” (collecting cases)); and 10 WHEREAS, Pomerantz and Rosen Law have successfully prosecuted similar securities [11] class actions under the PSLRA as Co-Lead Counsel. See, e.g., In re Blue Apron Holdings, Inc. [12] Securities Litigation, No. 17-cv-04846-NGG-PK (E.D.N.Y.); Pirnik v. Fiat Chrysler Automobiles [13] N.V. et al., No. 1:15-cv-07199-JMF (S.D.N.Y.); Whiteley, et al. v. Zynerba Pharmaceuticals, Inc., [14] 15 et al., No. 2:19-cv-04959-NIQA (E.D. Pa.); Chan, et al., v. New Oriental Education & Technology 16 Group Inc., et al., No. 2:16-cv-09279-KSH-CLW (D.N.J.); Ortiz v. Canopy Growth Corp., et al., 17 case no. 2:19-cv-20543-KM-ESK (D.N.J.); Vataj v. Johnson, et al., No. 4:19-cv-06996-HSG (N.D. [18] Cal.); Thomas, et al., v. MagnaChip Semiconductor Corp., et al., No. 3:14-CV-01160-JST (N.D. [19] Cal.); Thorpe, et al., v. Walter Investment Management Corp., No. 1:14-cv-20880-UU (S.D. Fla.); [20] // [21] // [22] 23 // 24 // 25 // [26] // [27] 1 IT IS HEREBY STIPULATED AND AGREED THAT, subject to the Court’s approval, as 2 follows: [3] 1. Every pleading in this Action shall bear the following Caption: [4] UNITED STATES DISTRICT COURT 5 WESTERN DISTRICT OF WASHINGTON AT SEATTLE [6] IN RE SANA BIOTECHNOLOGY, INC. Case No. 2:25-cv-00512-BJR [7] SECURITIES LITIGATION 8 CLASS ACTION THIS DOCUMENT RELATES TO: 9 [TITLE OF DOCUMENT] [10] 2. When the document being filed pertains to all actions, the phrase “All Actions” shall [11] 12 appear immediately after the phrase “This Document Relates To:”. When the document applies to 13 some, but not all, of the actions, the document shall list, immediately after the phrase “This 14 Document Relates To:”, the docket number for each individual action to which the document [15] applies, along with the name of the first-listed plaintiff in said action; [16] 3. Honey and Koskinen’s Lead Plaintiff Motions (Dkt. Nos. 17, 20) are granted and [17] Honey and Koskinen are hereby appointed Co-Lead Plaintiffs in this Action and any subsequently [18] filed or transferred actions that are consolidated with this Action, pursuant to 15 U.S.C. § 78u19 20 4(a)(3)(B); and 21 4. Co-Lead Plaintiffs’ selections of Pomerantz and Rosen Law as Co-Lead Counsel [22] and Badgley Mullins Turner PLLC as liaison counsel are hereby approved. [23] IT IS SO STIPULATED. [24] Dated: May 29, 2025 Respectfully submitted, [25] BADGLEY MULLINS TURNER PLLC [26] By: /s/ Duncan C. Turner 27 Duncan C. Turner, WSBA No. 20597 1 19910 50th Ave. W., Suite 103 Lynnwood, WA 98036 2 Telephone: (206) 621-6566 dturner@badgleymullins.com [3] 4 Liaison Counsel for Movants Jonatan Koskinen and Shane Honey and Proposed Liaison Counsel for the 5 Class 6 THE ROSEN LAW FIRM, P.A. [7] /s/ Phillip Kim 8 Phillip Kim, Esq. (pro hac vice application forthcoming) 9 Laurence M. Rosen, Esq. (pro hac vice application forthcoming) 10 275 Madison Avenue, 40th Floor New York, New York 10016 [11] Telephone: (212) 686-1060 12 Facsimile: (212) 202-3827 philkim@rosenlegal.com 13 lrosen@rosenlegal.com [14] Counsel for Shane Honey and Proposed Co-Lead 15 Counsel for the Class 16 POMERANTZ LLP 17 /s/ Jeremy A. Lieberman Jeremy A. Lieberman [18] (pro hac vice application forthcoming) 19 J. Alexander Hood II (pro hac vice application forthcoming) 20 600 Third Avenue, 20th Floor New York, New York 10016 21 Telephone: (212) 661-1100 Facsimile: (917) 463-1044 [22] jalieberman@pomlaw.com 23 ahood@pomlaw.com 24 Counsel for Jonatan Koskinen and Proposed CoLead Counsel for the Class [25] BRONSTEIN, GEWIRTZ & [26] GROSSMAN, LLC 27 Peretz Bronstein 1 (pro hac vice application forthcoming) 60 East 42nd Street, Suite 4600 2 New York, New York 10165 Telephone: (212) 697-6484 [3] Facsimile: (212) 697-7296 4 peretz@bgandg.com 5 Additional Counsel for Jonatan Koskinen [10] PURSUANT TO STIPULATION, IT IS SO ORDERED. [12] 13 DATED: June 2, 2025. [14] A [15] 16 The Honorable Barbara J. Rothstein United States Judge