Employee Ownership Legal Digest Archive

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.

Christopher Wingard

11th Circuit Affirms District Court Ruling that ESOP Arbitration Clause Is Invalid

Williams v. Shapiro, No. 24-11192 (11th Cir. Dec. 15, 2025)

The United States Court of Appeals for the Eleventh Circuit affirmed a district court ruling that invalidated an arbitration provision in an employee stock ownership plan sponsored by A360, Inc. (the “ESOP”), holding that the clause unlawfully waived participants’ statutory rights under ERISA. This ruling affirms the earlier procedural decision that allowed the claims to proceed. For the full history of the initial district court case and the underlying arbitration dispute, see the original NCEO Legal Digest entry: Court Rules Arbitration Clause Does Not Apply in A360 ESOP Termination Lawsuit.

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Christopher Wingard

80/20 ESOP Fiduciary Dispute Reaches Settlement in Principle

Walther et al. v. Wood et al., No. 1:23‑cv‑00294‑GSL‑SLC (N.D. Ind. Dec. 19, 2025)

On December 19, 2025, the parties to a multi-year dispute regarding 80/20 Inc.’s Employee Stock Ownership Plan (ESOP) filed a joint notice of settlement in federal court. For a history of the underlying “rightful buyer” claim, see the original NCEO Legal Digest Post: Claim that ESOP is rightful buyer of company dismissed, but other claims allowed to continue.

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Christopher Wingard

Plaintiffs in North Highland ESOP Lawsuit Seek Approval of Class Settlement

Howell et al. v. Argent Trust Company et al., No: 1:22-cv-03959 (N.D. GA. Settlement Motion Filed Oct. 17, 2025)

A proposed $2,375,000 settlement is pending approval in the class action lawsuit brought by former ESOP participants against Argent Trust Company, North Highland ESOP Holdings, Inc., North Highland Company, Inc. and other defendants.

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Wendy Gilligan

Court Dismisses Lawsuit Over Fiduciary’s Failure to Report Breach of Duty within Statute of Limitations

Johns v. Morris, No. 5:23-CV-324-D (E.D.N.C. Sep. 29, 2025)

For details on the initial procedural ruling that granted the plaintiff standing to pursue his claims, see the original entry: Former Employee and Plan Fiduciary Can Pursue Lawsuit Over Improper Firing Over ESOP Valuation Dispute Issues.

On September 29, 2025, the U.S. District Court for the Eastern District of North Carolina approved the defendants’ motion for summary judgment and dismissed the plaintiff’s fiduciary breach claims in a case in which the former President of the company and trustee of the company’s ESOP claimed the ESOP’s other fiduciaries breached their duties by allowing the misuse of corporate assets, undervaluing the company’s stock and negatively impacting his ESOP account by not making contributions, in addition to dividend payments, to fund the distribution of terminated participants’ ESOP benefits.

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Christopher Wingard

Court Allows Certain Claims to Proceed in ESOP Lawsuit Against Alerus Financial

Dalton et al. v. Freeman et al., No. 2:22-cv-00847-DJC (E.D. Cal.)

The U.S. District Court for the Eastern District of California has partially denied Alerus Financial N.A.’s motion to dismiss plaintiffs’ First Amended Complaint alleging fiduciary breaches in connection with a series of ESOP transactions.

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Lauren Wood

Partial Settlement with Defendant Board Member in Russelectric ESOP Valuation Lawsuit

Bowers, et al. v. Russell, et al., No. 1:22-cv-10457-PBS (D. Mass. Sep. 5, 2025)

For details on the initial procedural ruling that allowed the claims to proceed, see the original entry at: Case Over Valuation of Terminated ESOP Shares Can Continue.

A district court in Massachusetts approved a partial $3 million settlement with one of the company’s board of directors in a class action lawsuit against the Russelectric ESOP.

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Christopher Wingard

Tentative Settlement Reached in Davis v. United Bank Corp.

Davis v. United Bank Corporation Retirement Plan Committee, No. 5:24-cv-00328-MTT (M.D. Ga. Sep 23, 2025)

United Bank Corporation has reached a tentative $2 million settlement to resolve a class action lawsuit brought by former employees claiming ERISA violations related to the forced liquidation of ESOP shares into cash at an allegedly improper price.

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Matthew Goedert

Court Dismisses, Without Prejudice, BDO ESOP Case for Lack of Standing

Taylor v. BDO U.S., P.C., Civil Action 25-10128 (D. Mass. Aug 21, 2025)

In Taylor v. BDO USA, P.C., plaintiff Tristin Taylor, a participant in the BDO USA Employee Stock Ownership Plan (ESOP), brought a putative class action under ERISA alleging that defendants breached their fiduciary duties when the ESOP allegedly overpaid for BDO stock.

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Christopher Wingard

Court Grants Summary Judgment for Defendant in ESOP Legal Malpractice Case

Bowers + Kubota Consulting, Inc. v. Hansen Et Al., No. 1CCV-240000446 (KTM) (D.C. Haw., June 10, 2025)

Bowers + Kubota Consulting, Inc. v. Hansen Et Al., No. 1CCV-240000446 (KTM) (D.C. Haw., September 23, 2025)

A district judge granted summary judgment for attorney Greg Hansen in the valuation case involving Bowers and Kubota, a Hawaii architecture firm (the “company”).

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