John D. Hendershot

Select Experience

• Represented Herman Miller, Inc. and Design Within Reach in a successful application to the Delaware Court of Chancery for relief under Sections 204 and 205 of the Delaware General Corporation Law, and successfully defended the trial court’s decision on appeal to the Delaware Supreme Court

• Represented Dell Inc. in a statutory appraisal proceeding and successfully argued summary judgment motions determining entitlement of stockholders to the appraisal remedy

• Represented derivative plaintiffs in litigation in the Delaware Court of Chancery alleging self-dealing and excessive compensation by directors and controlling stockholders
• Represented a venture investor in direct and derivative litigation against management of a Delaware corporation alleging breaches of stock purchase agreement and fiduciary misconduct
• Represented numerous corporations in statutory appraisal and fiduciary duty suits arising out of mergers, acquisitions, and other transactions
• Represented litigants in contract disputes arising out of stock purchase and similar agreements
• Represented corporations in litigation over the scope of a stockholder’s right to inspect corporate books and records in connection with expected proxy contest, appraisal, and fiduciary duty litigation
• Represented both corporations and their directors and officers in actions concerning statutory and contractual rights to indemnification and advancement
• Advised a corporation and its directors with regard to a consent solicitation in which insurgents sought to remove the incumbent board of directors

Education

• University of Chicago Law School, J.D., with honors, 2001
• Thomas Aquinas College, B.A., 1998

Recognition

• Chambers USA
• The Legal 500 US
• Benchmark Litigation
• The Best Lawyers in America
• Delaware Today Top Lawyer, 2021

Bar Admissions

• Delaware