Stay informed on the latest legal developments impacting employee ownership. This page provides timely and concise summaries of key cases and rulings, contributed by experienced attorneys, to help the entire employee ownership community understand their implications, and also offers access to NCEO's archive of prior content.
Corey Rosen
In Radcliffe v. Aetna, Inc., 3:20-cv-01274-VAB (D. Conn. Sep. 30, 2022), CVS and Aetna defeated a claim that the defendants acted imprudently in not disclosing information about the financial risks facing CVS that emerged after the merger. CVS acquired Aetna in 2018.
Corey Rosen
In Eichhoff et. al. v. New Glarus Brewing (WI, No. 2021CV002011 (Cir. Ct., Dane County, Oct. 6, 2022), a Wisconsin court dismissed a lawsuit against ESOP-owned New Glarus Brewing over the price three of its early investors got when they sold their stock after the ESOP was formed.
Corey Rosen
In Perrone v. Johnson & Johnson, No. 21-1885 (3d Cir. Sept. 7, 2022) the Third Circuit ruled that the trustees of Johnson & Johnson’s 401(k) plan could reasonably argue that to remove Johnson & Johnson stock from the plan’s investment options in light of litigation over asbestos in its talcum powder could arguably have “done more harm than good” and thus were not obligated to make changes under the doctrine of the Dudenhoeffer decision.
Corey Rosen
In Walsh v. Maine Oxy Acetylene Supply, No. 2:20- incv-00326-NT (D. Me. Aug. 26, 2022), parties reached a $6.5 million settlement in a case in which plaintiffs contended that the ESOP trustee and the CEO of the company terminated an ESOP at an improperly low price to orchestrate a favorable deal for members of the board to buy back the 49% of the company the ESOP then owned.
Corey Rosen
In Robertson v. Argent Trust Company, No. 21-cv-01711-PHX-DWL, 2022 WL 2967710 (D. Ariz. July 27, 2022) a district court ruled that Isagenix could enforce a mandatory arbitration clause concerning its ESOP. Courts have recently come to mixed conclusions on this issue.
Corey Rosen
The Department of Labor has reached a $145 million settlement over an investigation in which the DOL alleged that the company’s 401(k) plan paid between $1,033 and $1,090 per share from 2013 to 2018 for Wells Fargo preferred stock.
Corey Rosen
In Gamino v. KPC Healthcare Holdings, Inc. et al., No. 5:20-CV-01126-SB-SHK (C.D. Cal. Jan. 15, 2021), employees agreed to a $5 million settlement with KPC Healthcare in an ERISA valuation case.
Corey Rosen
In Placht v. Argent et. al., No. 1:21-cv-05783 D (N.D. Ill., August 10, 2022), a district court allowed plaintiffs to proceed in an ESOP valuation case against the trustee, Argent Trust, but not the 12 other named defendants, who are all sellers in the transaction.
Corey Rosen
In Robertson v. Argent Tr. Co., No. CV-21-01711-PHX-DWL (D. Ariz. Jul. 27, 2022), a district court ruled that an arbitration clause in the plan document applies and dismissed the case against the ESOP trustee, Argent Trust.
Corey Rosen
In Burke v. Boeing, No. 20-3389 (7th Cir., Aug. 8, 2022), the 7th Circuit agreed with the lower court that Boeing defendants could designate an outside fiduciary with responsibility for the management of plan assets in the company’s 401(k)/ESOP. Plaintiffs alleged that the stock price drop caused by the 737 Max problem should have led to changes in the plan’s investment options, one of which allowed them to buy Boeing shares.
