Whitney Bros. Co. v. David C. Sprafkin and Joan Barenholtz, Trustees of the Bernard M. Barenholtz Trust

TORRUELLA, Circuit Judge.

Plaintiffs/appellees are Whitney Brothers Company (“Whitney Brothers”) and Griffin M. Stabler, Whitney Brothers’ president, chief executive officer and director. Defendants/appellants, David C. Sprafkin and Joan Barenholtz, are the trustees of the Bernard M. Barenholtz Trust, Whitney Brothers’ majority shareholder. Plaintiffs sued to compel defendants to sell their stock in Whitney Brothers pursuant to a written buy/sell contract.

After two years of litigation, the district court ordered the sale at defendants’ asking price. In the order, the district court also held…