A $60 million cash settlement has been proposed to end a shareholder class action over Harold Hamm’s 2022 deal to take Continental Resources private. The fight has been pending in Oklahoma County District Court since the year of the buyout.
The proposal, the class definition and the hearing date are laid out on the Continental shareholder litigation site and in the court’s notice of proposed settlement. As of those materials, the money was still subject to court approval. A settlement hearing was scheduled for 10 a.m. on November 10 before Judge Richard C. Ogden.
What the Parties Put on the Table
The case is In re Continental Resources, Inc. Shareholder Litigation, No. CJ-2022-4162. Co-lead plaintiffs are Ralph Donald Turlington and the Pembroke Pines Firefighters & Police Officers Pension Fund. Defendants named in the notice include Hamm and Bill Berry.
Plaintiffs’ firms Kessler Topaz Meltzer & Check and Bernstein Litowitz Berger & Grossmann announced the proposed $60 million cash figure on July 27, according to their release. The litigation site uses the same number and the same condition: court approval.
The notice told eligible class members they do not need to submit a claim form to receive a distribution if the court approves the settlement. Objections had to be received no later than October 26. The notice, reflecting the posture before that hearing, also said the court had not decided whether the remaining defendants had done anything wrong and that no money was available then.
The 2022 Cash-Out
Hamm founded Continental Resources and, with affiliates, already controlled most of the company when he moved to buy the rest. The notice says the transaction was announced on October 17, 2022, and closed on November 22, 2022. Hamm and his affiliates acquired the approximately 17 percent of Continental common stock they did not already own, paying public shareholders $74.28 a share.
A 2022 report in The Oklahoman described the offer as a bid for 58 million outstanding shares at that same $74.28 price. Plaintiffs’ counsel at Kessler Topaz later described the purchase of the minority stake as about $4.3 billion, in a deal that valued Continental overall at approximately $27 billion.
Set beside those figures, $60 million is a narrow slice of the cash that changed hands in 2022. The settlement notice does not treat the payment as an admission, and it does not calculate what any former holder would receive.
What Shareholders Alleged
The notice says plaintiffs allege that Hamm and the other controller defendants caused the class to be cashed out for inadequate consideration after an unfair process. It also describes an insider-trading allegation. Those are allegations in a proposed settlement notice, not findings after a trial.
The case did not stall at the pleading stage. Kessler Topaz reported that on October 3, 2023, the court denied all defendants’ motions to dismiss and let the plaintiffs’ claims proceed. On July 15, 2024, the court decided the action could be maintained as a class action.
By the time of the settlement notice, trial was scheduled to begin May 4, 2026. The proposed deal, announced in late July, arrived after that trial date had passed on the calendar the notice had described. The materials do not spell out what happened to that trial setting, only that the parties had a cash proposal in front of the court.
Who the Class Covers
The settlement class, as described on the litigation site, covers certain former record holders and beneficial owners of Continental common stock from October 17, 2022, through and including November 22, 2022. That window matches the announcement-to-closing period of the take-private. The notice says the definition is subject to stated exclusions.
That structure matters for anyone who held the stock only around the deal. Record holders and beneficial owners are both in the described class, which is why a pension fund can sit beside an individual investor as a co-lead plaintiff. Distribution, if the court approves the settlement, was not tied to a claim form.
The notice does not set a payment date or a per-share amount. Approval of the $60 million figure would still leave fees, costs and the class definition between the headline number and any check.
Where the Case Stood Going Into the Hearing
Judge Ogden was presiding. The hearing on the proposed settlement was set for Tuesday, November 10, at 10 a.m. in Oklahoma County District Court, after an October 26 objection deadline.
The last detailed public account in the settlement materials is still a proposal: $60 million in cash, no claim form required if approved, and a class tied to shares held between the October 17 announcement and the November 22 close. What the court did with that proposal at the Tuesday hearing is a separate question from the terms the parties put in the notice.
