William J. Brown v. Matterport, Inc.

── William J. Brown v. Matterport, Inc. ── Court: Court of Chancery of Delaware Date: June 01, 2026 Category: General COURT OF CHANCERY OF THE STATE OF DELAWARE LORI W. WILL LEONARD L. WILLIAMS JUSTICE CENTER VICE CHANCELLOR 500 N. KING STREET, SUITE 11400 WILMINGTON, DELAWARE 19801-3734 June 1, 2026 Joseph L. Christensen, Esquire Robert L. Burns, Esquire Christensen Law LLC Kyle H. Lachmund, Esquire 1201 North Market Street, Suite 1404 Nicole M. Henry, Esquire Wilmington, Delaware 19801 Brendan W. Clark, Esquire Richards, Layton & Finger, P.A. 920 North King Street Wilmington, Delaware 19801 RE: William J. Brown v. Matterport, Inc., et al., C.A. No. 2021-0595-LWW Dear Counsel: This letter opinion addresses the outstanding issue remanded by the Delaware Supreme Court concerning the calculation of post-judgment interest. On April 22, 2025, the Supreme Court affirmed this court’s post-trial decision in all other respects but remanded for the limited purpose of recalculating post- judgment interest tied to the July 1, 2024 Order and Final Judgment.1 To harmonize the awards of prejudgment and post-judgment interest, prejudgment interest on the damages award accrued at the affirmed rate of 5.25%, compounded quarterly, 1 Matterport, Inc. v. Brown, 340 A.3d 1149, 2025 WL 1166116 (Del. 2025) (ORDER). C.A. No. 2021-0595-LWW June 1, 2026 Page 2 of 4 through July 1, 2024.2 The Supreme Court explained that this court remains “free to exercise its discretion as to the rate of interest and whether and to what extent post-judgment interest is to be compounded.”3 Plaintiff William Brown argues that 6 Del. C. § 2301 mandates a fixed 10.50% rate based on the Federal Discount Rate in effect on July 1, 2024. 4 The defendants respond that the court should maintain the 5.25% rate used for prejudgment interest to avoid a windfall to Brown.5 In the Court of Chancery, the statutory legal rate serves as a benchmark, not an inflexible rule.6 Exercising my equitable discretion, I conclude that neither a fixed 10.50% rate nor a fixed 5.25% rate is appropriate here. A fixed 10.50% rate would create an inequitable windfall for Brown and effectively operate as a sanction for conduct I previously held stemmed from a good-faith misunderstanding.7 Conversely, permitting the defendants to retain the judgment amount in a high- 2 Id. at *1-2 (reversing the “chosen end date” for prejudgment interest to “harmonize” the awards, but affirming the award of prejudgment interest “on the basis of and for the reasons stated in the Memorandum Opinion”). 3 Id. at *2. 4 See Pl.’s Mot. to Enter J. Consistent with Supreme Ct.’s Order (Dkt. 343) ¶ 20. 5 See Defs.’ Opp’n to Pl.’s Mot. to Enter J. Consistent with Supreme Ct.’s Order (Dkt. 347) (“Defs.’ Opp’n”) ¶¶ 4-5. 6 See Energy Transfer, LP v. Williams Cos., 346 A.3d 1089, 1120 (Del. 2023) (explaining that “the legal rate is a mere guide” (citation omitted)). 7 See Brown v. Matterport, Inc., 2024 WL 2745822, at *12 (Del. Ch. May 28, 2024). C.A. No. 2021-0595-LWW June 1, 2026 Page 3 of 4 interest environment at a fixed 5.25% rate would not fully compensate Brown for the loss of the use of his funds. It would instead effectively subsidize the defendants’ continued retention of those funds. Applying a floating rate compounded quarterly appropriately accounts for the economic realities and significant fluctuations in interest rates during the relevant period.8 To reflect these dynamics, post-judgm