Stockman-Sann Ex Rel. Quiksilver, Inc. v. McKnight

MEMORANDUM

Patricia Stockman-Sann appeals the district court’s order dismissing her shareholder derivative suit against Quiksilver, Inc., and the individual members of Quik-silver’s Board of Directors. Stockman-Sann contends the district court erred by finding her failure to make a pre-suit demand on the Board, as required by Rule 23.1(b) of the Federal Rules of Civil Procedure, was not excused on the basis of demand futility. The district court found demand was not excused for Stockman-Sann’s challenge to the Quiksilver Compensation Committee’s 2011 grant to Robert B. McKnight, Jr., of 1.2 million Reserve Stock Units (“RSUs”) allegedly in violation of Quiksilver’s incentive compensation plan (“2000 Plan”). The district court found demand was not excused for Stockman-Sann’s claims that the Board impermissibly amended the. 2000 Plan (“2012 Amendment”) without ratification by the Quiksilver stockholders and distributed a proxy containing false or misleading information (“2012 Proxy”). We dismiss this appeal for lack of jurisdiction.

Federal courts lack jurisdiction “[i]f an event occurs during the pendency of the appeal that renders the case moot.” Ctr. for Biological Diversity v.…