Driven Brands Holdings Inc.

Driven Brands Holdings Inc.

Case Caption: City of Hollywood Police Officers' Retirement System v. Driven Brands Holdings Inc., et al
Court: United States District Court for the Western District of North Carolina
Case Number: 3:26-cv-00283-MOC-DK
Judge: Honorable Max O. Cogburn, Jr.
Plaintiff: Miramar Police Officers’ Retirement Plan and Trust Fund, City of East Point Employees Retirement Plan, City of Hollywood Police Officers’ Retirement System, and Riviera Beach Municipal Firefighters’ Pension Trust Fund
Defendant: Driven Brands Holdings Inc., Jonathan G. Fitzpatrick, Michael F. Diamond, Michael Beland, Gary W. Ferrera, Daniel Rivera, and Rebecca Fondell
Class Period: August 2, 2023 through February 24, 2026, inclusive

Defendant Driven Brands Holding Inc. (“Driven” or the “Company”) purports to be the largest automotive services provider in North America, with a portfolio of approximately 4,700 franchised and company-operated locations. The Company provides maintenance, car wash, collision, and glass services, and operates as a holding company for major brands such as Take 5 Oil Change (“Take 5”), Meineke Car Care Centers (“Meineke”), Maaco Franchising, Inc. (“Maaco”), and Auto Glass Now (“AGN”). This securities fraud class action arises out of Driven’s admission that, for nearly three years, it provided investors and the market with materially false and misleading financial statements, despite repeatedly assuring investors throughout that time that its internal controls were effective and its financial reporting was accurate.

On August 10, 2026, Miramar Police Officers’ Retirement Plan and Trust Fund, City of East Point Employees Retirement Plan, City of Hollywood Police Officers’ Retirement System, and Riviera Beach Municipal Firefighters’ Pension Trust Fund (together, “Plaintiffs”) filed a 164-page Consolidated Complaint on behalf of a putative class of investors alleging that Defendants Driven, former Chief Executive Officer (“CEO”) Jonathan G. Fitzpatrick, Chief Financial Officer (“CFO”) Michael F. Diamond, former Chief Accounting Officer (“CAO”) Michael Beland, former CFO Gary W. Ferrera, CEO Daniel Rivera, and CAO Rebecca Fondell (together, “Defendants”), violated Sections 10(b) and 20(a) of the Securities Exchange Act.

As alleged in the Complaint, Defendants made representations during the Class Period which, as they now acknowledge, were categorically false. Since entering the public markets through an initial public offering (“IPO”) in January 2021, Driven highlighted its mergers and acquisitions (“M&A”) prowess as “a core competency of the Driven Brands platform” and touted its ability to seamlessly integrate acquired companies into its operations. At no point during the Class Period did Defendants disclose or even suggest that its inability to manage integrations extended to Driven’s internal controls or financial reporting. In fact, they did the opposite. Defendants repeatedly certified, in Driven’s annual and quarterly reports filed with the SEC during the Class Period, that the Company’s internal controls over financial reporting were effective. Through these representations, investors were led to believe that Driven’s accounting resources, financial systems and infrastructure were adequate to support the Company’s rapid growth and increased scale, and that its internal controls over financial reporting remained effective throughout the Class Period.

However, unknown to investors during the Class Period, and, as it would later admit, Driven “lacked a sufficient complement of resources” with the accounting knowledge, training, experience, and expertise necessary to “appropriately analyze, record, and disclose accounting matters timely and accurately” and to “establish effective processes and controls.” In truth, inadequate staffing in accounting and finance rendered the Company unable to properly handle the integration of newly acquired businesses. Furthermore, Driven’s toxic work environment and failing enterprise resource planning systems constrained its meager workforce.

On February 25, 2026, Driven announced “there were material errors in our previously issued consolidated financial statements” for fiscal years 2023 and 2024 and the first three quarters of fiscal year 2025. In fact, the errors were so material that Driven was forced to admit its previous financial statements “should not be relied upon[,]” and required a restatement. Furthermore, despite Defendants’ years of certifying the effectiveness of Driven’s internal financial controls, Driven admitted there were “material weaknesses in the Company’s internal control over financial reporting” and concluded its “internal control over financial reporting and disclosure controls and procedures were not effective as of December 27, 2025.” Driven was therefore forced to admit that both its “financial statements and internal control over financial reporting should not be relied upon.” This disclosure caused a significant drop in Driven’s stock price.

Following the filing of the Consolidated Complaint, Defendants must move to dismiss by October 9, 2026. Plaintiff’s opposition to the motion to dismiss is due December 4, 2026. Defendants have until January 15, 2027, to file a reply in support of the motion to dismiss.

 

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