Beach v. JPMorgan Chase Bank, N.A.

Beach v. JPMorgan Chase Bank, N.A.

Opinion

OPINION AND ORDER

JESSE M. FURMAN, United States District Judge:

Plaintiffs bring this putative class action pursuant to the Employee Retirement Income Security Act of 1974 ("ERISA"), 29 U.S.C. § 1001 et seq., on behalf of the JPMorgan Chase 401(k) Savings Plan (the "Plan"). Plaintiffs allege that JPMorgan Chase Bank, N.A. ("JPMorgan") and several related Defendants breached their duties of loyalty and prudence by including funds with excessive fees in the Plan's investment options. Plaintiffs [*5]  now move, pursuant to Rule 23 of the Federal Rules of Civil Procedure, for class certification, seeking to certify a class of Plan participants and to appoint class counsel. The parties also seek to seal certain filings associated with the class certification motion. The motion for class certification and appointment of class counsel is granted, subject to modifications described below, and the motion to seal is also granted.

BACKGROUND

A. The Plan

This case concerns Defendants' management of the JPMorgan Chase 401(k) Savings Plan, a retirement plan for JPMorgan employees. See Docket No. 55 ("Second Amended Complaint" or "SAC") ¶ 87. The Plan has approximately 266,000 to 300,000 participants and over $14 billion in assets. See id. ¶ 87; see also Docket No. 96 ("Cert. Mem."), at 4. It is a "defined contribution" or "individual account" plan, meaning that each participant has a separate, individual account within the Plan. See SAC ¶ 60. Participants choose how much money to put into their individual accounts (within legal limits) and in which of the Plan's investment options to invest. See id. ¶¶ 60, 62-65. As is common with 401(k) plans, participants receive tax benefits by investing in the Plan. See id. ¶ 3. As is also common with [*6]  401(k) plans, participants must invest the money in their individual accounts in an investment option offered by the Plan; they cannot invest the money outside of the Plan's funds. See id.

JPMorgan and other Defendants control which investment options — that is, which "funds" — are in the Plan. See id. ¶¶ 22-24. More specifically, JPMorgan, as the trustee of the Plan trust, is authorized (1) to appoint and remove the Plan Administrator, who is named as the Plan's fiduciary and has "the authority to control and manage the . . . operation and administration of the Plan," and (2) to designate the Selection Committee, which, in turn, appoints and removes members of committees that oversee the Plan. See id. ¶¶ 23, 28, 53; Docket No. 55-2 ("Trust Agreement"), at 56-57. Two of the committees overseeing the Plan are the Compensation & Management Development Committee ("CMDC") and the Employee Plans Investment Committee ("EPIC"), both of which are named Defendants here. See SAC ¶¶ 31, 41, 46. The parties do not dispute at this stage that these Defendants and others were fiduciaries of the Plan within the meaning of ERISA § 3(21)(A), 29 U.S.C. § 1002(21)(A). See SAC ¶¶ 26, 31, 45, 46; see generally Docket No. 107 ("Opp'n").

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