National Instruments Corporation $28M Investor Settlement
National Instruments Corporation and two former executives agreed to a $28 million settlement to resolve claims that the company repurchased its own stock while allegedly possessing nonpublic information about acquisition offers from Emerson Electric Co.
Outline:
National Instruments received acquisition offers from Emerson while the company was repurchasing NI common stock. Investors allege that shareholders who sold during those repurchases were not informed about the acquisition interest and sold their shares at artificially depressed prices. The Court allowed an insider-trading claim against National Instruments and related claims against two executives to proceed.
Timeline:
November 30, 2023: Investors filed a securities class action alleging that National Instruments repurchased its own shares without disclosing that it had received acquisition offers from Emerson.
September 11, 2026: The parties entered into the formal settlement agreement reflecting the proposed $28 million resolution.
Background:
National Instruments became the subject of acquisition interest from Emerson Electric while NI was also repurchasing its own common stock. The lawsuit alleges that National Instruments had received offers from Emerson to acquire the company but did not disclose that information while conducting the stock repurchases.
According to investors, knowledge that a potential buyer was interested in acquiring National Instruments was material information that could have affected the value of NI shares. They allege that investors who sold their stock while the information remained undisclosed received artificially depressed prices.
The lawsuit therefore challenged National Instruments’ stock repurchases under an insider-trading theory. Investors claimed that the company purchased shares from existing shareholders while possessing material nonpublic information concerning Emerson’s acquisition interest.
The Court dismissed claims alleging that National Instruments was liable based on false statements or omissions but allowed the insider-trading claim against the company to continue. Related control-person claims against executives Eric Starkloff and Michael McGrath were also allowed to proceed.
The parties conducted extensive discovery, including document production, depositions, and expert discovery. After three unsuccessful mediation sessions, continued negotiations resulted in a mediator’s recommendation that both sides accepted in June 2026.
National Instruments, Starkloff, and McGrath deny that they engaged in insider trading or violated federal securities laws. They nevertheless agreed to resolve the remaining claims for $28 million without admitting wrongdoing or liability.
What Can Investors Expect Now?
National Instruments Corporation and two former executives agreed to a $28 million settlement to resolve claims that the company repurchased its own stock while allegedly possessing nonpublic information about acquisition offers from Emerson Electric Co.
If you were damaged due to this situation, you can file for a payout and get your share of the settlement. You can check if you are eligible and other details in the FAQ section.
Frequently Asked Questions
all persons who sold National Instruments common stock between August 12, 2022 and August 30, 2022 and/or between September 12, 2022 and September 28, 2022, inclusive, and were damaged thereby.
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