Context Therapeutics Settles Stockholder Litigation Regarding Charter Provisions and Mootness Fees

On April 30, 2026, Context Therapeutics Inc. reported developments regarding a stockholder class action lawsuit filed by the Vladimir Gusinsky Revocable Trust. The litigation challenged specific provisions of the Company’s Amended and Restated Certificate of Incorporation. Previously, on March 11, 2026, the Delaware Court of Chancery issued a Stipulated Judgment declaring provisions related to three-year director terms and "for cause" only removal as invalid and unenforceable. Consequently, the Company filed a Certificate of Correction to remove these provisions. To resolve the remaining matters of the litigation, the Court granted a Stipulated Order on April 30, 2026, requiring the payment of $850,000 in legal fees and expenses to the plaintiff’s counsel (the "Mootness Fee"). Under a separate letter agreement, a third-party service provider for the Company agreed to pay this fee in full, which was completed on May 1, 2026. The Action is expected to be closed following the Company’s 2026 annual meeting of stockholders scheduled for June 24, 2026, provided a quorum is achieved.