Facebook headquarters. Photo: Jason Doiy/ALM

Three law firms are pressing their case for $129 million in attorney fees in a shareholder suit over Facebook Inc.'s since-abandoned plan to reform its stock structure in a way that would have given founder Mark Zuckerberg more control over the company.

Attorneys from Wilmington plaintiffs firms Grant & Eisenhofer and Prickett, Jones & Elliott and Radnor, Pennsylvania-based Kessler Topaz Meltzer & Check defended the request in a court filing on Monday, saying Facebook's eleventh-hour decision last year to scrap the reclassification plan had secured the full relief their clients had sought in the two-year-old lawsuit.

Counsel for Facebook, however, has said the proposed award was the second-highest ever requested in the Delaware Court of Chancery and would “dwarf” fees in comparable cases. Instead, the company said any fee award should not exceed $19.8 million.

The dispute hinges on the question of how to quantify the value of the plaintiff's victory last year, which came just three days before a planned trial that aimed to put Zuckerberg on the stand. The share restructuring would have allowed Zuckerberg to retain his 60 percent voting power at Facebook, even as he made good on his promise to sell off his shares to charity.

There was no dollar amount attached to the agreement, and both sides at the time refused to call what transpired a “settlement.”

Plaintiffs attorneys argued Monday that the move would allow shareholders to eventually take control of the Menlo Park, California-based social media giant, a benefit they said was worth $1.29 billion based on the company's present value.

“The real issue in dispute on this fee application is how does one value control of a $500 billion company,” the attorneys wrote in a brief in support of their motion.

“Facebook cannot now retreat from Zuckerberg's many uncontradicted public statements. Nor can it credibly claim that control of a $588 billion company does not have a multibillion-dollar value.”

Facebook, which is represented by Ross Aronstam & Moritz, said in court papers last month that Zuckerberg has no intention of relinquishing control of the company for the foreseeable future, and there was no way to accurately determine the value of the termination. Given the uncertainty, the company said, attorneys should be compensated based on the time spent working on the case.

“Plaintiffs' counsel now seek the second-highest fee award in the history of this court, and (by an order of magnitude) the highest fee award in any case not involving a certain and quantifiable monetary benefit,” Facebook's lawyers wrote in a brief.

“Under these circumstances, quantum meruit is the proper method for determining an appropriate fee.”

Facebook's board approved the reclassification in 2016 as a mechanism to allow Zuckerberg to maintain control of the company after he had announced that he would donate 99 percent of his Facebook holdings to the Chan Zuckerberg Initiative, a philanthropic investment company run by Zuckerberg's wife, Priscilla Chan.

But investors quickly lined up to oppose the plan, arguing that it would grant Zuckerberg lifetime control of Facebook, while forcibly converting two-thirds of Class A stockholders' equity interest to nonvoting Class C shares and depriving them of any influence over the company.

In a complaint filed in May 2016, class attorneys called the plan a “fait accompli” for Zuckerberg and argued that it was a self-interested scheme approved by a conflicted board of directors.

With trial just days away, the company announced on Sept. 22 that its board had unanimously agreed to withdraw the reclassification plan. In a post to his Facebook account, Zuckerberg said that the proposal to add a new class of company stock was “complicated” and that it “wasn't the perfect solution.”

However, he said that Facebook's recent success would allow him and his wife to fully fund his philanthropy and maintain voting control for at least the next 20 years. And he announced that he planned to sell 35 million to 75 million shares in the next 18 months to fund contributions in the areas of education and science.

“This path offers a way to do all of this, and I'm looking forward to making more progress together,” Zuckerberg said.

Briefing the plaintiffs fee request is now complete, leaving the issue to Vice Chancellor J. Travis Laster to decide. There was no word Tuesday on when the judge might rule.

The case is captioned In re Facebook Class C Reclassification Litigation.