The Action claims that under ERISA, the Defendants owed fiduciary duties of care and prudence to the Plan and that they violated those duties in connection with the selection and monitoring of the Plan’s investment options and service providers.

Defendants deny all of the claims and allegations made in the Action and deny that they ever engaged in any wrongful conduct.

As in any litigation, the Parties face an uncertain outcome. On the one hand, continuation of the case against the Defendants could result in a judgment greater than this Settlement. On the other hand, continuing the case could result in Plaintiffs obtaining no recovery at all or obtaining a recovery that is less than the amount of the Settlement. Based on these factors, the Named Plaintiffs and Class Counsel have concluded that the proposed Settlement is in the best interests of all Settlement Class members.

Provided that the Settlement becomes Final, a Gross Settlement Amount consisting of $6,000,000 will be established in the Action. The amount of money that will be allocated among members of the Settlement Class, after the payment of any Court-approved attorneys’ fees and expenses of Class Counsel, any Court-approved Case Contribution Awards to be paid to the Named Plaintiffs, and payment of Administrative Expenses, including any taxes, and expenses incurred in calculating the Settlement payments and administering the Settlement, is called the Net Settlement Amount. The Net Settlement Amount will not be known until these other amounts are quantified and deducted. The Net Settlement Amount will be allocated to members of the Settlement Class according to a Plan of Allocation to be approved by the Court. The Plan of Allocation describes how Settlement payments will be distributed to Settlement Class members who receive a payment.

The following is only a summary of the Released Parties and Released Claims, and is not a binding description of either. The governing releases are found within the Settlement Agreement. Generally, the release means that Class Members will not have the right to sue the Plan, Defendants, or related parties for conduct during the Class Period arising out of or relating to the allegations in the lawsuit. The entire Settlement Agreement is available here.

Each Settlement Class member’s share will be calculated according to a Court-approved Plan of Allocation by a third party vendor selected by Class Counsel. You are not required to calculate the amount you may be entitled to receive under the Settlement as the Settlement Administrator will do so under the Plan of Allocation.

If you are a Class Member with an Active Account in the Plan, you do not need to file a claim. The Entitlement Amount for Settlement Class members with an Active Account (an account with a positive balance) as of the date of the Final Order will be paid into the Plan (unless that Plan account is closed prior to distribution of the Net Settlement Amount, in which case that Settlement Class member will receive their allocation via check).

If you are a Former Participant (i.e., did not have a Plan balance greater than $0 on or after March 13, 2023) or Beneficiary or Alternate Payee of a Former Participant, you must submit the Former Participant Claim form by no later than July 11, 2023 to receive a payment. You must mail the Former Participant Claim Form to the address shown on the Form.

The Settlement cannot be completed unless and until several events occur. These events include final approval of the Settlement by the Court, approval of the Settlement by an independent fiduciary to the Plan, transfer of the Net Settlement Amount to the Plan, and calculation of the amount of the Settlement owed to each Settlement Class member.

If objections are made to the Settlement or appeals are taken by objectors who oppose the approval of the Settlement, this process may take a long time to complete, possibly several years.

There will be no payments if the Settlement Agreement is terminated.

You do not have the right to exclude yourself from the Settlement. The Settlement Agreement provides for certification of the Settlement Class as a non-opt-out class action under Federal Rule of Civil Procedure 23(b)(1), and the Court has preliminarily determined that the requirements of that rule have been satisfied. Thus, it is not possible for any Settlement Class members to exclude themselves from the Settlement. As a Settlement Class member, you will be bound by any judgments or orders that are entered in the Action for all claims that were or could have been asserted in the Action or are otherwise released under the Settlement.