Keypath Education Inc.: Transforming Education and Navigating Shareholder Matters

Keypath Education Inc. is a global EdTech company focused on transforming education to transform the world. This article will delve into the company's mission, its approach to online education, and important information for shareholders, including updates to shareholding details and details regarding a class action settlement.

Keypath Education: Unlocking Greatness in Education

Keypath Education believes in unlocking greatness in educators, individuals, and its own people. As a leading global EdTech company, Keypath Education partners with leading educators to develop, design, and deliver career-relevant online education solutions. These solutions are designed to meet the needs of the future of work and help solve global social and economic challenges.

The company's vision is to transform education to transform the world. Keypath Education is a global and growing company, always looking for new people to join the team.

KeypathEDGE: Powering Online Education

Keypath Education's services are powered by its proprietary technology and data platform, KeypathEDGE. These services encompass a wide range of areas, including:

  • Market research and product development
  • Course design and development
  • Marketing and student recruitment
  • Student experience and placement
  • Faculty recruitment

Shareholder Information: Updating Details and Holding Statements

For shareholders of Keypath Education, it is important to keep their information up-to-date. How shareholders update their shareholding details will depend on their individual circumstances.

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Updating Address Details: If a shareholder wishes to change their address details by phone, they will need to provide their Security Reference Number (SRN) and confirm their full name and old address.

Updating Registered Name: If a shareholder wishes to change their registered name on an Issuer Sponsored holding, they should provide Computershare with the following information:

  • Your Security Reference Number (SRN)
  • Old name and registered address
  • Your new name in full
  • Your signature in your new name
  • A certified copy of any supporting documentation, such as your marriage certificate

Important Note: You must tell Computershare of the change in writing. Shareholders should keep CDI holding statements for tax purposes.

Stockholder Class Action Settlement

A stockholder class action (the "Action") was pending in the Court of Chancery of the State of Delaware. The case is captioned In re Keypath Education International, Inc. Stockholders Litigation, Consolidated C.A. No. 2024-0321-NAC. The Court approved a Settlement for $4,850,000.00 (USD) in cash. The terms of the Settlement are stated in the Stipulation and Agreement of Settlement, Compromise, and Release between Plaintiffs and Defendants dated September 24, 2025 (the "Stipulation"), a copy of which is available at www.keypathstockholdersettlement.com. If approved by the Court, the Settlement will resolve all claims in the Action as against Defendants.

The Court held a Settlement Hearing on January 23, 2026, at 10:00 a.m., before The Honorable Vice Chancellor J. McCormick, Chancellor, 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 or other means (at the discretion of the Court), to, among other things:

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(i) determine whether to finally certify the Class for Settlement purposes only;

(ii) determine whether Plaintiffs and Plaintiffs' Counsel have adequately represented the Class, and whether Plaintiffs should be finally appointed as Class Representatives for the Class and Plaintiffs' Counsel should be finally appointed as Counsel for the Class;

(iii) determine whether the proposed Settlement should be approved as fair, reasonable, and adequate to Plaintiffs and the other members of the Class and in their best interests;

(iv) determine whether the proposed Order and Final Judgment, substantially in the form attached as Exhibit D to the Stipulation, should be entered approving the Settlement, dismissing the Action with prejudice, and granting the Releases provided under the Stipulation;

(v) determine whether the proposed Plan of Allocation of the Net Settlement Fund is fair and reasonable, and should therefore be approved;

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(vi) determine whether and in what amount any award of attorneys' fees and payment of litigation expenses to Plaintiffs' Counsel ("Fee and Expense Award") should be paid out of the Settlement Fund;

(vii) hear and rule on any objections to the Settlement, the proposed Plan of Allocation, and Plaintiffs' Counsel's application for a Fee and Expense Award (the "Fee and Expense Application"); and

(viii) consider any other matters that may properly be brought before the Court in connection with the Settlement.

Class Membership and Rights: If you are a member of the Class, your rights will be affected by the pending Action and the Settlement, and you may be entitled to share in the Net Settlement Fund. If you have not yet received the Notice, you may obtain a copy of the Notice by contacting the Settlement Administrator at Keypath Stockholder Settlement, c/o A.B. Box 170500, Milwaukee, WI 53217.

Distribution of Net Settlement Fund: If the Settlement is approved by the Court and the Effective Date occurs, the Net Settlement Fund will be distributed on a pro rata basis to "Eligible Class Members" in accordance with the proposed Plan of Allocation stated in the Notice or such other plan of allocation as is approved by the Court.

Eligible Class Members: Under the proposed Plan of Allocation, "Eligible Class Members" consist of (i) Eligible Beneficial Holders, the ultimate beneficial owners of any Eligible Shares held of record by the Clearing House Electronic Subregister System ("CHESS"), provided that no Excluded Persons[2] may be an Eligible Beneficial Holder, and (ii) Eligible Record Holders, the record holders of any Eligible Shares, other than CHESS, provided that no Excluded Persons may be an Eligible Record Holder.

Eligible Shares: "Eligible Shares" means the shares of Keypath common stock, including CDIs, held at the September 11, 2024 Closing of the Merger that received $0.87 per share in cash (the "Merger Consideration").

Per-Share Recovery: Pursuant to the proposed Plan of Allocation, each Eligible Class Member will be eligible to receive a pro rata payment from the Net Settlement Fund equal to the product of (i) the number of Eligible Shares held by the Eligible Class Member and (ii) the "Per-Share Recovery" for the Settlement, which will be determined by dividing the total amount of the Net Settlement Fund by the total number of Eligible Shares held by all Eligible Class Members.

Payment Method: As explained in further detail in the Notice, pursuant to the Plan of Allocation, payments from the Net Settlement Fund to Eligible Class Members will be made in the same manner in which Eligible Class Members received the Merger Consideration. Eligible Class Members do not have to submit a claim form to receive a payment from the Net Settlement Fund.

Objections: Any objections to the proposed Settlement, the proposed Plan of Allocation, or Plaintiffs' Counsel's application for a Fee and Expense Award in connection with the Settlement must be filed with the Register in Chancery in the Court of Chancery of the State of Delaware and delivered to Plaintiffs' Counsel and Defendants' Counsel such that they are received no later than December 30, 2025, in accordance with the instructions set forth in the Notice.

Contact Information: All questions about this notice, the proposed Settlement, or your eligibility to participate in the Settlement should be directed to the Settlement Administrator or Plaintiffs' Counsel. Please do not contact the Court or the Office of the Register in Chancery regarding this notice.

Recognition of Positive Work Culture

Keypath Education has received recognition for its positive and inclusive work culture. This prestigious award is based entirely on what employees say about their experience working at Keypath Education. This recognition is a testament to our collective efforts in fostering a positive and inclusive work culture that promotes collaboration, innovation, and personal growth.

tags: #keypath #education #inc #information

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