Trauernicht v. Genworth Fin. Inc., No. 24-1880, __ F.4th __, 2026 WL 667917 (4th Cir. Mar. 10, 2026) (Before Circuit Judges Niemeyer, Agee, and Richardson)
This week’s notable decision addresses the interaction between ERISA’s remedial scheme and the federal rules governing class actions. Plaintiffs often bring breach of fiduciary duty claims under ERISA pursuant to Section 502(a)(2), which authorizes plan participants to sue on behalf of the plan. Federal Rule of Civil Procedure 23 further allows participants to bring such claims as a class action if they can satisfy all the Rule’s requirements.
Section 502(a)(2) class actions are often straightforward in the context of a traditional defined benefit plan such as a pension plan. All of the plan assets are held in one place, and thus a breach of duty typically affects the plan as a whole, affecting the participants similarly. Thus, a mandatory class action encompassing all plan participants makes sense.
But what if the plan is a more modern defined contribution plan? In this scenario a breach of fiduciary duty likely will not affect everyone similarly because the plan assets are squirrelled away in individual accounts. These accounts may be invested in a number of different assets and can change on a regular basis. Should a mandatory class action be allowed under these circumstances? The Fourth Circuit tackled this issue in this published opinion. Its conclusions could significantly alter the way investment performance cases are brought in the future.
The plaintiffs were Peter Trauernicht and Zachary Wright, former employees of Genworth Financial, Inc. Both participated in the company’s defined contribution retirement plan, the Genworth Financial Plan, which has accounts for more than 4,000 participants and a total value exceeding $900 million.
The company allows participants to choose from a suite of roughly a dozen investment options, in addition to Genworth stock. One of these options was “Diversified Pre-mixed Portfolios (Target Date Funds) [‘TDFs’],” which was where Trauernicht and Wright placed their money. Trauernicht invested in three vintages of the BlackRock LifePath Index Funds – the 2050 Fund, the 2040 Fund, and the Retirement Fund – while Wright invested solely in the 2050 Fund.
These funds were passively managed, aimed at tracking specific indices, and charged relatively low fees. They also received high ratings from industry trackers like Morningstar. However, Trauernicht and Wright were unhappy with the funds’ performance and filed this action contending that Genworth breached its fiduciary duties under ERISA “by failing to appropriately monitor the performance of the BlackRock LifePath Index Funds, resulting in the imprudent retention of those funds in the Plan, in violation of ERISA.”
Genworth filed two motions to dismiss. The district court granted the first one, rejecting plaintiffs’ claim for injunctive relief because they had withdrawn from the plan and thus lacked standing to obtain prospective relief. However, the court denied Genworth’s second motion, ruling that plaintiffs plausibly alleged that Genworth breached its fiduciary duty. (Your ERISA Watch covered this decision in our September 20, 2023 edition.)
Plaintiffs then filed a motion for class certification, which the court granted, certifying a class of “Plan participants and beneficiaries whose accounts were invested in the BlackRock TDFs during the Class Period,” dating back to 2016. The court certified the class as a mandatory class under Federal Rule of Civil Procedure 23(b)(1), i.e., a class without notice and opt-out requirements. The court explained that a mandatory class was appropriate due to the derivative nature of plaintiffs’ claims, which were brought on behalf of the plan as a whole under ERISA Section 502(a)(2). (Your ERISA Watch reported on this decision in our August 21, 2024 edition.)
Genworth appealed to the Fourth Circuit. Genworth contended that the district court erred by “certifying a mandatory class under Rule 23(b)(1) for claims seeking individualized monetary relief.” In response, plaintiffs contended that ERISA Section 502(a)(2) “authorize[d] them to bring a representative action on behalf of the Plan to recover all losses sustained by the Plan as a result of the alleged breach of fiduciary duty and that, as a result, claims under these sections are ‘paradigmatic examples of claims appropriate for certification as a Rule 23(b)(1) class.’”
In determining who was right, the court emphasized that the plan was a defined contribution plan, and thus “the assets of the plan are allocated to participants’ individual accounts,” as opposed to a defined benefit plan, where “the assets of the plan are held collectively and then are used to pay the defined and fixed benefits that the employer promised to plan participants.”
The court explained that in a defined benefit plan “a plan participant injured by a fiduciary’s breach must, by necessity, seek losses on behalf of the plan as a whole – there is no other way ‘to make good to such plan [the] losses to the plan resulting from [the fiduciary] breach.’”
However, defined contribution plans are different because “the plan assets are allocated to individual accounts, and a participant’s ‘benefits [are] based solely upon the amount’ held in his individual account.” Thus, when a participant brings a claim under Section 502(a)(2) in this context, he is seeking “monetary relief, again on behalf of the plan, for the losses sustained with respect to the plan assets in his individual account.” This recovery is not paid to the plan or the participant, but “to the participant’s individual retirement account based on the losses that particular account sustained as a result of the fiduciary breach.”
The court discussed the Supreme Court’s decisions in Massachusetts Mutual Life Ins. Co. v. Russell, and LaRue v. DeWolff, Boberg & Assocs., Inc., on this issue, concluding that they supported the conclusion that “ERISA § 502(a)(2) and § 409(a) may apply differently depending on whether the retirement plan at issue is a defined benefit plan or defined contribution plan.” As a result, “We thus conclude that in the context of a defined contribution plan, a participant’s damages claim under § 502(a)(2) is an ‘individualized monetary claim.’”
This conclusion doomed plaintiffs’ mandatory class action under Rule 23(b)(1). The court emphasized that Rule 23(b)(1) is limited to cases where individual adjudications would be “impossible or unworkable,” while “individualized monetary claims belong in Rule 23(b)(3).” Because plaintiffs’ claims fell in the second category, a mandatory class action was inappropriate. The court further noted “a constitutional dimension to the principle against aggregating individualized damages claims as part of a mandatory class,” because the “absence of notice and opt out violates due process[.]”
The court then addressed Genworth’s second argument, which contended that the district court erred by “fashioning a…per se rule that ERISA fiduciary-duty claims [under § 502(a)(2)] ‘inherently’ satisfy Rule 23(a)(2)’s requirement of commonality.” The Fourth Circuit agreed with this objection as well. The court emphasized that the commonality prerequisite requires “‘a common contention’ that is ‘of such a nature that it is capable of classwide resolution.’” Here, the district court did not “conduct a ‘rigorous analysis’ of commonality” and instead “postponed” it by finding that Section 502(a)(2) claims are “inherently” common.
This was incorrect because of the potential for different class members suffering different injuries – or even no injuries. The court stated that “each plaintiff, as well as each class member, participated in the plan in a materially different way.” The class members could choose their own funds, change those decisions at any time, and withdraw their investments at any time. The district court did not address these facts with particularity and instead used an “overgeneralized” approach that relied on mistaken “inherent” commonality.
As a result, the Fourth Circuit reversed the district court’s class certification and remanded for further proceedings. The plaintiffs must now decide whether to pursue class certification by a different route, or forgo it altogether.
Below is a summary of this past week’s notable ERISA decisions by subject matter and jurisdiction.
Breach of Fiduciary Duty
Third Circuit
Jacobs v. Hackensack Meridian Health, Inc., No. 25CV1272 (EP) (CF), 2026 WL 710229 (D.N.J. Mar. 13, 2026) (Judge Evelyn Padin). The plaintiffs in this putative class action are current or former participants in ERISA-governed retirement plans sponsored by Hackensack Meridian Health, Inc. (HMH). The plans are defined contribution retirement plans under ERISA, allowing participants to make tax-deferred contributions from their salaries. Plaintiffs allege that HMH, as a fiduciary of the Plans, “breached its duties of loyalty and prudence by: (1) offering and allowing substantial assets in the Plans to be invested in the TIAA Stable Value Fund (‘TIAA SVF’) – an underperforming investment option; and (2) failing to pay reasonable recordkeeping and administration fees (‘RKA’) services for the Plans.” Plaintiffs contended that when the TIAA SVF was available, “‘identical or substantially similar stable value funds’ with higher crediting rates were also available, but Defendant did not select those better-performing plans to be included in the Plans… Defendant allegedly violated its fiduciary duty of prudence by allowing substantial assets in the Plans to be invested in the TIAA SVF instead of other stable value funds with higher crediting rates.” Furthermore, plaintiffs contended that the $45 per participant RKA fee they paid “was almost double the average” of “thirty-five plans similar in size to the Plans when combined[.]” HMH moved to dismiss. Addressing plaintiffs’ failure to monitor claim first, the court acknowledged that “the Third Circuit has not explicitly used the terms ‘meaningful benchmark’ to describe what a plaintiff must plead in this context, but it has endorsed that language used in cases from other Circuits,” and thus applied that standard to plaintiffs’ complaint. The court concluded that plaintiffs had not met this standard because the two comparators they selected were “general account GICs [guaranteed investment contracts]” instead of “separate account GICs” like the TIAA SVF, and plaintiffs “do not provide the Court with sufficient facts to determine whether these funds are substantially similar.” The court thus granted HMH’s motion regarding its alleged failure to monitor, although it gave plaintiffs leave to amend. Turning to plaintiffs’ excessive RKA fee claim, the court found that plaintiffs provided sufficient circumstantial evidence to support their claim. Plaintiffs (1) included a chart comparing the RKA costs in the HMH plans to similar plans, (2) alleged that HMH did not conduct an RFP (request for proposal), which might have identified a lower-fee servicer, and (3) explained that the recordkeeping market is competitive, and that HMH had considerable bargaining power because its plans were “jumbo plans,” which should have resulted in lower fees. The court ruled that these allegations, “when considered holistically, raise the inference that Defendant violated its fiduciary duty of prudence.” HMH contended that plaintiffs had miscalculated the fees at issue, but the court rejected this argument because it was not based on information publicly available to plaintiffs, and thus could not be used against them at the pleading stage. As a result, plaintiffs’ RKA fee claim survived.
Fifth Circuit
Chavez-DeRemer v. Sills, Civ. No. 23-41-SDD-SDJ, 2026 WL 700073 (M.D. La. Mar. 12, 2026) (Judge Shelly D. Dick). The Department of Labor brought this action against Coastal Bridge Company, LLC, and its owner, Kelly Sills, alleging multiple violations of ERISA arising from their misadministration of Coastal’s self-insured employee health plan. The DOL contends that between September of 2019 and January of 2020 Coastal withheld contributions from employees’ paychecks, but frequently failed to pay premiums for coverage under the plan. This led to multiple denied or delayed health insurance claims for at least 78 employee participants due to lapses in coverage. The DOL obtained a default judgment against Coastal in 2023, and now brings this motion for summary judgment against Sills, who is representing himself. At the outset, the court expressed considerable frustration at Sills because he “has repeatedly failed to follow the Federal Rules of Civil Procedure and the Local Rules for the Middle District.” Sills did not conduct any discovery and did not comply with discovery orders. Furthermore, Sills filed multiple briefs without leave of court, and in those briefs he did not offer admissible evidence to support his claims and “has not advanced a single legal theory or argument supported by any applicable authority.” Most importantly, Sills failed to submit an opposing statement of material facts. As a result, the court deemed as admitted all of the factual assertions in the DOL’s statement of uncontested material facts. Those facts demonstrated that Sills (1) “oversaw and was responsible for all activities of Coastal,” (2) “was a fiduciary of Coastal for purposes of ERISA,” (3) “intentionally failed to comply with ERISA,” including “refus[ing] to implement a run-out agreement…which…would have resulted in restoring health care coverage,” and (4) “withheld insurance payments from his employees but did not use that money to pay for their insurance coverage.” The court further found that Coastal’s May 2020 payment, signed by Sills, “did not cover all unpaid claims,” and the “balance remains $209,466.34, plus prejudgment interest.” The court ruled that “Coastal and Defendant are responsible for all unpaid claims during the suspension of the [administrative services agreement], claims not reprocessed after reinstatement of insurance coverage, and all run-out claims.” Furthermore, Nationwide Mutual Insurance Company, which issued various performance and payment bonds naming Coastal as principal, “is not responsible for Defendant’s and/or Coastal’s ERISA violations.” The court found that “Nationwide never had any role whatsoever regarding medical claims associated with the Plan, specifically but not limited to those medical claims that went unpaid or uncovered.” As a result, the court granted the DOL’s motion for summary judgment and ordered it to submit a proposed judgment.
Eighth Circuit
Batt v. 3M Co., No. 25-CV-3149 (ECT/DTS), 2026 WL 674322 (D. Minn. Mar. 10, 2026) (Judge Eric C. Tostrud). The plaintiffs in this case are current or former employees of the 3M Company who invested in target-date funds (TDFs) available in 3M’s ERISA-governed retirement plans. Plaintiffs alleged that these funds underperformed the relevant S&P indices and other comparable TDFs “on annual and trailing 3-, 5-, and 10-year bases, and cumulatively.” Plaintiffs asserted two claims under ERISA against 3M, its board of directors, its investment committee, and other related defendants. The first alleged that defendants breached their duty of prudence by failing to remove the 3M TDF Series funds from the plans, while the second alleged that defendants failed to monitor the performance of those who owed fiduciary duties to the plans. Defendants moved to dismiss for failure to state a claim, arguing that plaintiffs failed to demonstrate that their proffered indices and TDFs were “meaningful benchmarks” for the 3M TDFs. The court noted that its inquiry must be “context-specific,” and ultimately ruled that plaintiffs’ allegations were too “high-level.” The court rejected plaintiffs’ reliance on the S&P indices because their allegations showed that “roughly half of the surveyed target-date funds benchmarked against the S&P Indices,” which meant that “roughly half did not. In other words, this figure does not show TDF-industry acceptance any more than it shows industry reluctance to benchmark against the S&P Indices.” Furthermore, “the Complaint must plausibly allege that all TDFs are meaningful benchmarks for all other TDFs, or it must allege that the S&P Indices and 3M TDF Series share like composition… The Complaint does not include either allegation.” The complaint also failed to allege that the 3M TDFs were designed to track the S&P indices. The court further rejected plaintiffs’ comparator TDFs, ruling that “characteristics such as size, category, and risk ratio” were insufficient on their own to be a fair comparison. Moreover, the court noted that some of plaintiffs’ risk ratio comparisons were inaccurate; some of plaintiffs’ comparator funds were designed with “through retirement” glidepaths instead of “to retirement,” as the 3M funds were designed, or had different asset allocations. Next, the court addressed plaintiffs’ underperformance allegations, accepting that they “have plausibly alleged that the 3M TDF Series underperformed the Comparator TDFs,” noting returns trailing by as much as 13%. However, the court found that the underperformance relative to the S&P indices was “moderate and inconsistent,” and thus did not plausibly state a claim for relief. As a result, the court granted defendants’ motion to dismiss. However, “Plaintiffs could conceivably plead facts making it plausible that the proffered comparator TDFs are meaningful benchmarks,” and thus the dismissal was without prejudice.
Class Actions
Seventh Circuit
Shaw v. Quad/Graphics, Inc., No. 20-CV-1645-PP, 2026 WL 710944 (E.D. Wis. Mar. 13, 2026) (Judge Pamela Pepper). This is a five-year-old class action in which the plaintiffs contended that Quad/Graphics, Inc. and its board of directors mismanaged the company’s ERISA-governed employee retirement plan. Last year the court preliminarily approved a $850,000 settlement, and on February 18, 2026, it held a fairness hearing. In this brisk order the court marched through the requirements for final approval and found the settlement fair, reasonable, and adequate. The court stated that the settlement resulted from negotiations conducted at arm’s length by experienced and competent counsel, overseen by a neutral mediator, that the negotiations occurred after class counsel received sufficient information from defendants to assess the value of the case, and the settlement avoided the expense, risk, and uncertainty of extended litigation for both parties. The settlement amount was fair considering the nature of the claims, potential recovery, litigation risks, and similar case settlements. The court noted that class members had the opportunity to object to the settlement, but none did so. Furthermore, an independent fiduciary, Newport Trust Company, LLC, reviewed and approved the settlement on behalf of the plan. The court also approved plaintiffs’ motion for attorney fees, costs, administrative expenses, and a case contribution award. In the end, the action and all released claims were dismissed with prejudice, and the class members were barred from pursuing any further claims related to the released claims. The court retained jurisdiction for enforcing and interpreting the final approval order and the settlement agreement.
Disability Benefit Claims
Ninth Circuit
Darden v. Anthem Blue Cross Life & Health Ins. Co., No. 25-CV-00911-RFL, 2026 WL 708311 (N.D. Cal. Mar. 13, 2026) (Judge Rita F. Lin). In 2021, Michael Darden began receiving benefits under Nuro, Inc.’s ERISA-governed long-term disability employee benefit plan from the plan’s insurer, Anthem Blue Cross Life and Health Insurance Company. However, Anthem closed his claim in 2023, contending that no further benefits were payable pursuant to the plan’s 24-month limitation for mental illnesses. Darden was subsequently approved for Social Security disability benefits. Anthem denied Darden’s appeal and thus he filed this action in January of 2025. In it he alleged one claim for relief under 29 U.S.C. § 1132(a)(1)(B), in which he “asked for a declaration that Anthem violated the terms of the plan, he was entitled to monthly benefits until July 2033, and Anthem had ‘no entitlement to recoup any overpayment to Plaintiff that the Plan’s Administrator’s described failures have caused.’” In August of 2025 Anthem re-reviewed Darden’s claim and reversed itself. It approved the claim retroactively to the termination date after finding that the mental illness limitation did not apply and Darden was unable to perform the duties of any occupation. As a result, Anthem paid retroactive benefits to Darden. However, it informed Darden that there was an overpayment due to his receipt of Social Security benefits, which was an offset under the plan, and it reduced the benefits it paid by the estimated amount of those benefits. The parties filed cross-motions for judgment under Federal Rule of Civil Procedure 52. The court ruled that Darden’s claim was not moot, despite Anthem’s reversal, because there was a live controversy over the offsets applied by Anthem. The court determined that the best course of action was to remand the case to Anthem “so it can resolve the dispute over offsets in the first instance.” The court noted that “the record contains minimal evidence about how these offsets were calculated, so it would be inappropriate to determine as a matter of law that the offsets are permissible and properly calculated.” Next, the court noted that Darden had requested “various forms of equitable relief,” including “restitution of the offset benefits, a related injunction, surcharge for financial harm, transfer of his claim to a different company affiliated with Anthem, and referral to the Department of Labor’s Employee Benefits Security Administration.” However, although the court sympathized with Darden (“[h]is frustration with Anthem is understandable”), the court ruled that it could not award these equitable remedies because Darden had not pled an equitable cause of action in his complaint. As a result, the court granted Darden’s motion, denied Anthem’s, and the case was remanded to Anthem “for further proceedings concerning the validity and calculation of offsets based on his Social Security disability benefits.”
Discovery
Seventh Circuit
Schulmeier v. Lincoln Nat’l Life Ins. Co., No. 1:24-CV-284-CCB-ALT, 2026 WL 668269 (N.D. Ind. Mar. 9, 2026) (Judge Cristal C. Brisco). Julie Schulmeier brought this action seeking benefits under an ERISA-governed disability benefit plan. Schulmeier served discovery seeking information regarding the number of claims terminated or denied by the physician who reviewed her claim, seeking to demonstrate that there was bias or were procedural defects in Lincoln’s claim handling. Lincoln objected, and Schulmeier brought a motion to compel. The assigned magistrate judge denied her motion, and Schulmeier requested review by the district court judge. In this order, the court upheld the magistrate’s ruling. The court noted that in the Seventh Circuit “discovery in ERISA cases is the exception, rather than the norm,” and is “only allowed in ‘exceptional’ cases.” As a result, Schulmeier “must show two things: (1) that there is prima facie evidence of bias or misconduct that would call into question the fairness of the claim evaluation, and (2) that there is good cause to believe that the requested discovery will reveal an actual procedural defect.” However, Schulmeier “fails on both prongs.” The only evidence she presented was that the claim evaluator was paid by the insurance administrator, which was insufficient to demonstrate bias under Seventh Circuit precedent. Furthermore, the type of discovery Schulmeier requested – a list of all claims denied or terminated by the claim evaluator – “would not cast any light on the procedures or bias in this specific case.” The court noted that the Seventh Circuit “has declined to reference general statistics when evaluating bias[.]” As a result, the magistrate judge’s decision was neither “clearly erroneous” nor “contrary to law,” and thus Schulmeier’s motion was denied.
Medical Benefit Claims
Fifth Circuit
Antohi v. Aetna Life Ins. Co., No. 3:25-CV-00267-LS, 2026 WL 690001 (W.D. Tex. Mar. 5, 2026) (Judge Leon Schydlower). In this very brief order, the background facts are difficult to discern. The plaintiffs are Dr. Octavian Antohi and Cherryl Antohi, and they have sued Aetna Life Insurance Company, Optum RX, and Tenet Healthcare Corporation under ERISA for failing to provide healthcare plan documents and breach of fiduciary duty. Aetna and OptumRX filed motions to dismiss for failure to state a claim, and the court granted both in this order. On plaintiffs’ first claim, the court noted that ERISA only requires plan administrators to respond to requests for plan documents, and “the plan in this case expressly names Tenet as both administrator and sponsor.” Plaintiffs offered no facts to support their argument that OptumRX was the plan administrator, and they “fail to allege that they requested plan documents from Aetna, much less that Aetna is the plan administrator.” Plaintiffs contended that even if Aetna and OptumRX were not administrators, they were fiduciaries “that play a role in the denial of a claim.” However, the court noted that this was insufficient to confer a statutory duty on them to provide plan documents. Furthermore, the court noted that plaintiffs did not even allege what documents were withheld, which “prevents any analysis about whether the documents fall within the statute’s ambit.” As for plaintiffs’ breach of fiduciary duty claim, the court ruled that plaintiffs could not obtain injunctive relief under ERISA § 1132(a)(3) because they had adequate relief available through their right to sue the plan directly under § 1132(a)(1). Plaintiffs had already sued the plan, through Tenet, under § 1132(a)(1), and thus this claim “bars any ostensible claim against Aetna and Optum RX under 1132(a)(3).” As a result, the court dismissed all claims against Aetna and Optum RX; the case will proceed against Tenet.
Ninth Circuit
Brian W. v. Premera Blue Cross of Washington, No. C24-0154-KKE, 2026 WL 710140 (W.D. Wash. Mar. 13, 2026) (Judge Kymberly K. Evanson). Brian W. was a participant in an ERISA-governed employee health benefit plan insured by Premera Blue Cross of Washington, which covered the mental health treatment of his son, A.W. A.W. exhibited severe behavioral issues from a young age, including aggression and suicidal ideation, leading to multiple hospitalizations and residential treatments. In 2016, A.W. began treatment at Cherry Gulch, a therapeutic boarding school in Idaho, and in 2019 he received treatment at Heritage School, a residential treatment center in Utah. Premera denied coverage for A.W.’s treatment at Cherry Gulch, “articulat[ing] evolving reasons for denying coverage.” At first Premera stated that Brian W. failed to timely submit his claim, then it said there was no prior authorization, even though the penalty for that did not allow for denying the claim, then it said it needed more information, then it referred the claim to a peer reviewer who found no medical necessity, but when it upheld the denial it did not invoke medical necessity and instead told Brian W. that the plan excluded coverage for A.W.’s treatment because Cherry Gulch was not properly licensed. As for the Heritage School claim, Premera determined that the treatment A.W. received there was not medically necessary, but when Brian W. appealed, Premera contended that it was missing documents, never asked Brian W. for those documents, never told him it needed more information, and then never issued a decision on his appeal, despite a complaint filed by Brian W. with Washington’s insurance commissioner. Exasperated, Brian W. filed this action under ERISA seeking payment of plan benefits and asserting breach of fiduciary duty. The parties filed dueling motions on the merits which the court construed as cross-motions for judgment under Rule 52. The parties agreed that the default de novo review was appropriate. Addressing the Cherry Gulch claim first, Premera contended that A.W.’s treatment was not medically necessary, “[b]ut Premera never cited medical necessity as the basis for denying the claim in its letters, and it cannot do so now.” As a result, Premera was stuck with its licensing argument, which the court rejected: “Premera makes no arguments defending this rationale, relying instead only on the medical necessity of the treatment.” In response, “Brian W. has presented uncontested evidence that Cherry Gulch was licensed at all relevant times by the Idaho State Department of Health and Welfare to operate as a Children’s Residential Care Facility.” Thus, the court reversed Premera’s Cherry Gulch decision and awarded judgment to Brian W. Moving on the Heritage claim, the court ruled that Premera’s denial incorrectly stated that the plan did not cover residential mental health treatment, and that A.W.’s treatment was in fact medically necessary. The court found that the Heritage treatment satisfied the four contested elements of medical necessity under the plan because (1) “a physician, exercising prudent clinical judgment, would provide [it] to a patient,” (2) it was consistent with “generally accepted standards of medical practice,” (3) it was “‘[c]linically appropriate, in terms of type, frequency, extent, site and duration, and considered effective for the patient’s’ condition, and (4) it was “not primarily for the convenience of the patient or provider or more costly than equally effective alternatives.” The parties argued over which “generally accepted standard” the court should use – Brian W. argued for CALOCUS/CASII while Premera argued for Interqual – but the court ruled that it did not matter because A.W.’s treatment satisfied both. Premera contended that if the court ruled in Brian W.’s favor on the Heritage claim, it should remand to Premera for further review because it never completed its appeal, but the court declined, finding that its claim review process “fell well short of the ‘full and fair review’ ERISA mandates.” Premera’s denial offered no support for its conclusion, it never responded to Brian W.’s appeal because “[a]pparently, the appeal was lost,” and Premera misread Brian W.’s complaint to the insurance commissioner, thinking he was referring to the Cherry Gulch claim. As a result, “Forcing Brian W. to slog through the administrative process again after Premera failed to meaningfully participate in that process the first time is unwarranted[.]” Finally, the court dismissed Brian W.’s claim for breach of fiduciary duty, ruling that payment of benefits was adequate relief and thus no equitable remedy was necessary. The court ordered the parties to meet and confer and submit a proposed judgment.
Pension Benefit Claims
Sixth Circuit
Local 55 Trustees of the Iron Workers’ Pension Plan v. Prince, No. 3:25 CV 1962, 2026 WL 693119 (N.D. Ohio Mar. 12, 2026) (Judge James R. Knepp II). Warren Prince was an iron worker and a participant in the ERISA-governed multiemployer pension plan managed by Local 55 Trustees of the Iron Workers’ Pension Plan. In 2013, Warren designated his son Matthew as the primary beneficiary of his pension benefits. In 2022, Warren passed away. The plan provided that pre-retirement death benefits should be paid to either the decedent’s beneficiary or the surviving eligible spouse. Because Local 55 was unaware of any surviving spouse, it approved Matthew’s claim and began paying him death benefits in September of 2022. More than three years later, Darlene Prince contacted Local 55, claiming to be Warren’s surviving spouse; in support she provided a 1993 marriage certificate from New York. In August of 2025 Local 55 conducted a meeting to determine the rightful beneficiary. At the meeting Matthew submitted evidence, including a 2003 marriage license and a 2009 divorce judgment from Mississippi involving Warren and another woman, as well as Facebook posts by Darlene suggesting that she had married someone else. Local 55 chose not to resolve the impasse and instead filed this interpleader action. Darlene responded by filing a cross-complaint against Matthew seeking (1) a declaratory judgment recognizing her as Warren’s surviving spouse and the rightful beneficiary, and (2) equitable restitution from Matthew for his unjust receipt of Warren’s pension benefits to date. At issue in this order was Matthew’s motion to dismiss the second claim. In it, Matthew contended that the relief Darlene sought was legal, not equitable, and thus unavailable under ERISA § 502(a)(3). As the court put it, “the operative question at this stage is whether Darlene’s request for ‘equitable restitution’ falls within the scope of § 1132(a)(3)’s ‘other appropriate equitable relief’ language as a matter of law.” Matthew argued that Darlene’s claim failed because it “‘identifies no segregated fund or lien by agreement’ to which an equitable claim for the restitution of property may attach,” and that “the remedy sought by Darlene is, in effect, ‘repayment of general funds – legal damages not available under’ § 1132(a)(3).” The court disagreed. It ruled that Darlene had identified a specific fund of money, the pre-retirement death benefits paid to Matthew, as the subject of her claim, and that she had alleged they were “traceable and thus recoverable.” Matthew contended that “no specifically identifiable funds remain in his possession,” but the court ruled that this was an issue of fact and thus not resolvable on a motion to dismiss. The court also addressed three other arguments made by Matthew in support of his motion, finding them all without merit. First, the court rejected Matthew’s claim that Darlene failed to plausibly allege she was Warren’s surviving spouse, noting that Darlene’s factual assertion of her status must be accepted as true at this stage. Second, the court dismissed Matthew’s argument that Darlene’s counter-claim was duplicative of the interpleader action, ruling that the interpleaded funds only consisted of “those funds yet to be paid on Warren’s pre-retirement death benefit,” and did not include benefits already paid to Matthew, which was what Darlene sought to recover in her counter-claim. Third, the court ruled that Matthew’s laches argument regarding the timeliness of Darlene’s claim was not grounds for dismissal because it was an affirmative defense that “has no bearing on whether Darlene plausibly plead a claim for equitable restitution in the first instance sufficient to survive a Rule 12(b)(6) challenge.” As a result, the court denied Matthew’s motion and the case will proceed.
Ninth Circuit
Metaxas v. Gateway Bank, F.S.B., No. 20-CV-01184-EMC, 2026 WL 673787 (N.D. Cal. Mar. 10, 2026) (Judge Edward M. Chen). This is a long-running case by Poppi Metaxas, the former president and CEO of Gateway Bank, for benefits under Gateway’s supplemental executive retirement plan (SERP). Metaxas was suspended by the bank in 2010 for engaging in fraudulent transactions to conceal Gateway’s financial condition. Eventually, she pled guilty to federal conspiracy to commit bank fraud and was sentenced to 18 months incarceration. When she subsequently submitted her claim for benefits under the plan, Gateway denied it, and she filed suit. The court determined in 2022 that despite Metaxas’ criminal conduct, “the administrative denial of Metaxas’s claim was inadequately supported by evidence in the record and thus an abuse of discretion.” The court remanded to Gateway for a further determination as to whether Metaxas was entitled to benefits. Gateway approved benefits on remand, but Metaxas was unhappy with the way Gateway handled her claim and thus the court granted her request to reopen the case in 2024. Metaxas alleged numerous claims in her new complaint, but after two motions to dismiss, she was left with a single claim regarding how her benefits were calculated. The parties filed cross-motions for summary judgment which the court ruled on in this order. As the court put it, “At this juncture, the parties no longer dispute that Metaxas is eligible for termination benefits. The dispute here solely concerns the amount of the monthly benefit and, in particular, the meaning and application of the SERP’s calculation of ‘salary rate’ and ‘salary allowance.’” These terms were important because under the SERP, Metaxas’ termination benefit required calculating her “salary allowance,” which involved multiplying her “salary rate” by a fraction that varied depending on her years of service. The court employed the abuse of discretion standard of review, but tempered that review with “some skepticism” given Gateway’s structural conflict of interest. The court ultimately agreed with Gateway. The court concluded that Gateway’s determination was not an abuse of discretion because its interpretation of “salary rate” was grounded in the SERP’s plain language, compensation records, and Gateway’s payroll and tax documentation. These documents did not support Metaxas’ competing interpretation, which involved treating a bank-owned life insurance policy (BOLI) as deferred salary, and thus as part of her “salary rate.” “Instead, the record unequivocally establishes that the BOLI was a Gateway-owned and controlled asset… And the SERP makes clear that Metaxas had no entitlement to the policy… Under these circumstances, she cannot reasonably assert that the premiums paid to the policy constituted deferred salary.” Metaxas offered a competing calculation using “reverse engineering” from Gateway’s accounting records, but the court found this “methodology unpersuasive,” “flawed,” and “makes no sense.” Thus, the court granted Gateway’s motion for summary judgment and denied Metaxas’.
Plan Status
First Circuit
Lucchesi v. Guaranty Fund Mgmt. Servs. Health & Welfare Plan, No. 25-CV-10773-AK, 2026 WL 679526 (D. Mass. Mar. 11, 2026) (Judge Angel Kelley). James Lucchesi worked for Guaranty Fund Management Services (GFMS) for seventeen years, holding various positions. In 2019, Lucchesi experienced worsening anxiety and was diagnosed with acute situational stress disorder, situational anxiety, and mild depression by his doctor, who recommended an eight-week leave from work. Lucchesi applied for benefits under GFMS’ Short-Term Disability Plan (STDP), but “GFMS denied the claim without explanation… Lucchesi then took unpaid leave, and upon returning, retired early.” Lucchesi filed suit against GFMS and its Health and Welfare Plan, asserting four claims: (1) short-term disability benefits under ERISA, (2) equitable relief under ERISA, (3) short-term disability benefits under state law, and (4) equitable relief under state law. Defendants filed a motion to dismiss, contending that (1) the court lacked subject matter jurisdiction over the first two clams because the STDP was a payroll practice, and thus not governed by ERISA, and (2) the court should not hear the second two claims under its supplemental jurisdiction. The court explained, “Plans are payroll practices – not subject to ERISA – where they: (1) administer benefits ‘on account of periods of time during which the employee is physically or mentally unable to perform his or her duties, or is otherwise absent for medical reasons (such as pregnancy, a physical examination or psychiatric treatment),’ (2) provide payment as normal employee compensation, and (3) are self-funded from the employer’s general assets.” Lucchesi did not dispute that the first two criteria were met, so the court turned to the third. Defendants relied on the plan, which stated that it was “self-insured by GFMS” and “the benefits provided hereunder will be paid solely from the general assets of GFMS.” A GFMS employee also testified in an affidavit that GFMS “directly pa[ys] all short-term disability benefits” “from GFMS’[ ] assets.” Lucchesi argued that the plan documents alternately referred to the plan as “self-insured” and “self-funded,” thus creating an ambiguity, but the court described this as “irrelevant,” a distinction without a difference. Lucchesi also argued that the plan indicated that it intended to be governed by ERISA. However, “such intent is non-dispositive where the plan otherwise functions as a payroll practice…where all three prongs of the payroll practice exception are met, the plan is not ERISA-governed, even if it claims to be.” Finally, Lucchesi argued that it was unclear whether the plan was funded by general assets because it stated that GFMS was not required to create a segregated fund for STDP benefits. The court responded that this language, “if anything, appears to emphasize that the STDP benefits are paid from the employer’s general funds. Moreover, the existence of a separate fund is insufficient evidence on its own anyways.” In short, it was clear to the court that the STDP met all three elements of a payroll practice and was thus exempt from ERISA. The court granted defendants’ motion to dismiss and declined to exercise jurisdiction over Lucchesi’s state law claims, dismissing them without prejudice.
Sixth Circuit
Clem v. Ovare Grp., Inc., No. 3:25-CV-00614-GNS, 2026 WL 734667 (W.D. Ky. Mar. 16, 2026) (Judge Greg N. Stivers). Toni Clem held several executive positions at Ovare Group, Inc., including president, chief operating officer, and chief revenue officer. In 2009, Clem and Ovare entered into a long-term incentive plan (LTIP) that granted Clem stock appreciation rights (SARs). Clem exercised some of her SARs before resigning in 2021, and the remaining SARs were deemed exercised 90 days after her resignation. However, Clem contends that she has not received payment for them, despite her inquiries. She alleges that Ovare repeatedly told her that it had not “made Ceiling,” i.e., the company did not earn enough to fund the SARs. Clem thus brought this action, asserting breach of contract and, alternatively, claims for declaratory judgment, unjust enrichment, and violation of ERISA. Ovare moved to dismiss for failure to state a claim, contending that ERISA preempted Clem’s claims and that she conceded that she could not bring an unjust enrichment claim. Addressing ERISA first, Ovare argued that the LTIP was a “top hat” plan governed by ERISA and thus Clem’s state law claims were preempted. Ovare also argued that Clem’s ERISA claim was unviable because she failed to exhaust her administrative remedies. Clem responded that the plan was a “bonus plan outside of ERISA.” The court ruled that “it is not clear from the materials submitted that the LTIP is a top hat plan rather than a bonus plan.” The allegations did not establish who was covered by the plan, how many people were covered by the plan, and whether they were highly compensated, all of which were factors in determining whether the LTIP was a top hat plan. As a result, the court ruled that “‘it is not appropriate to make a determination of the nature of the [LTIP] before the facts are developed and properly before the Court for consideration.’… It is therefore also inappropriate to determine whether Clem’s state law claims are preempted or Clem failed to exhaust her administrative remedies.” Ovare’s motion on this issue was therefore denied. As for Clem’s unjust enrichment claim, the court agreed that she did not respond to Ovare’s argument on this issue and thus granted its motion to dismiss the claim, without prejudice.
Provider Claims
Second Circuit
The Central Orthopedic Grp., LLP v. Aetna Life Ins. Co., No. 24-CV-3144 (BMC), 2026 WL 673306 (E.D.N.Y. Mar. 10, 2026) (Judge Brian M. Cogan). Plaintiff The Central Orthopedic Group, LLP performed out-of-network surgeries on a patient who executed a document allowing defendant Aetna Life Insurance Company, his insurance provider, to pay the healthcare provider directly. Plaintiff charged $325,400 for the surgeries, but Aetna paid only $1,844. Plaintiff sent two letters to Aetna’s appeals department demanding that the entire claim be “re-reviewed and reprocessed.” Aetna acknowledged the appeal but stated that “it lacked ‘key elements necessary to accurately classify, research and resolve [the] issue.’ Defendant’s letter informed plaintiff that, absent any response within ‘30 days…the original adverse determination will be considered final.’” Plaintiff did not respond and Aetna upheld its decision. This action followed, in which plaintiff sought payment of plan benefits under ERISA. Aetna moved for summary judgment on the grounds that plaintiff lacked standing and failed to exhaust administrative remedies. Addressing standing first, the court noted that healthcare providers are not “participants” or “beneficiaries” under ERISA and cannot sue unless they have been properly assigned the rights of a patient. Aetna asserted that no assignment was allowed, pointing to plan language stating, “When you assign your benefits to your out-of-network provider, we will pay them directly. A direction to pay a provider is not an assignment of any legal rights.” However, the court found this language ambiguous: “Obviously, a patient cannot ‘assign’ his right to receive ‘health services,’ so the ‘assignment of benefits’ provision must refer to the ‘[defendant’s] obligation to pay.’ And that necessarily includes ‘the associated right to sue for non-payment.’… In other words, the terms ‘benefit’ and ‘legal right,’ as used in the plan, both refer to the ‘right to sue for non-payment.’ It is irreconcilable that a direction to pay simultaneously constitutes an assignment of that ‘benefit’ but not an assignment of that ‘legal right.’ Thus, the provision is ambiguous.” Because the provision was ambiguous, the court construed it against Aetna, the drafter of the provision, and thus ruled that plaintiff had standing to sue. The court ruled against Aetna on its exhaustion argument as well. The plan required an appeal to be initiated by seeking written or telephonic review of an adverse benefits determination, and the court found that plaintiff’s letters satisfied this requirement. Aetna contended that the appeal was never properly initiated because plaintiff did not respond to Aetna’s request for information, but the court noted that Aetna’s letter also stated that the original adverse determination would be considered final if the information was not received. “So, by defendant’s own word, ‘the plan issue[d] a final denial.’… Plaintiff therefore did its part in seeking ‘re-review of [the] adverse benefits determination.’ Accordingly, plaintiff exhausted its administrative remedy.” Thus, the court denied Aetna’s motion for summary judgment.
Third Circuit
Genesis Laboratory Mgmt. LLC v. United Healthcare Servs., Inc., No. 21CV12057 (EP) (JSA), 2026 WL 709863 (D.N.J. Mar. 13, 2026) (Judge Evelyn Padin). The plaintiff in this case is Genesis Laboratory Management LLC, which provided COVID-19 testing services during the pandemic. Metropolitan Healthcare Billing, LLC, provided billing services for Genesis. (Both have the same physician owner.) Genesis brought this action claiming that defendants United Healthcare Servs., Inc. and Oxford Health Insurance, Inc. underpaid for those services. Defendants responded with counterclaims alleging that Genesis and Metropolitan (1) overcharged them, (2) billed for duplicative tests, and (3) billed for ancillary unnecessary expensive tests. Defendants contended that while federal law (the CARES Act) required testing facilities to publicly post their cash price for COVID-19 tests, and insurers were required to reimburse these facilities at the posted rate, Genesis charged self-paying members $100 for COVID-19 tests but publicly posted and charged defendants a rate of $513. Defendants asserted ten counts in all, including recoupment of overpayments under ERISA and non-ERISA plans, violation of the New Jersey Insurance Fraud Prevention Act, common law fraud, fraudulent misrepresentation, fraudulent concealment, negligent misrepresentation, unjust enrichment, civil conspiracy, and declaratory judgment. Genesis and Metropolitan filed a motion to dismiss these counterclaims, which the court granted in part and denied in part. Addressing the “cash price allegations” first, the court dismissed defendants’ state law and common law claims based on these allegations, finding them preempted by ERISA, as amended by the CARES Act. However, it allowed defendants’ claim for equitable relief under ERISA, 29 U.S.C. § 1132(a)(3)(B), to proceed. Genesis and Metropolitan contended that this claim sought impermissible legal damages, not equitable relief, but the court agreed with defendants that their claim was viable because they alleged that they “seek relief based on an equitable lien that exists ‘in accordance with the ERISA plan provisions governing recoupment of overpayments.’” These allegations were only viable against Genesis, however, not Metropolitan. As for defendants’ remaining claims, which were based on “duplicative billing allegations” and “ancillary testing allegations,” the court dismissed these due to defendants’ failure to meet the particularity requirements of Federal Rule of Civil Procedure 9(b). The court found that defendants’ allegations lacked specificity regarding the fraudulent conduct and did not explain Metropolitan’s role in the purported scheme. As a result, defendants’ only remaining counterclaims are count one, “against Genesis for overpayments under ERISA plans based on the Cash Price Allegations,” and count ten, which is derivative of count one and seeks “declaratory judgment to prevent Genesis from recovering for unpaid reimbursements pursuant to ERISA plans based on the COVID-19 test price.”
Redstone v. Aetna, Inc., No. 21-19434 (JXN)(JBC), 2026 WL 705539 (D.N.J. Mar. 12, 2026) (Judge Julien Xavier Neals). Jeremiah Redstone, M.D., and Wayne Lee, M.D., are plastic surgeons who are not in Aetna’s provider network but have contracts with Multiplan, which in turn has a contract with Aetna. Redstone and Lee performed breast reconstruction surgery on two patients and allege that they received prior authorization for those procedures. The two doctors billed $226,630 and $102,000 for the surgeries but were only paid $20,149.23 and $5,559.37 respectively, which they contend is far less than the negotiated percentage of billed charges at which they should have been paid (85% for Redstone and 75% for Lee). Aetna denied their appeals and this putative class action ensued. Plaintiffs sought monetary relief under ERISA § 502(a)(1)(B), injunctive relief under § 502(a)(3)(A), and equitable relief under § 502(a)(3)(B). Last March the court determined that plaintiffs had standing to bring their claims and had sued the proper defendants, but granted defendants’ motion to dismiss because plaintiffs failed to identify specific plan provisions entitling them to benefits for the surgeries. Plaintiffs amended their complaint, defendants moved to dismiss again, and in this order the court denied their motion. The court found that the plaintiffs adequately alleged a legal entitlement to benefits based on mandatory language in the plan summaries, which stated that a pre-negotiated charge “will be paid” if services are received from a contracted provider. The court thus concluded that the amended complaint sufficiently alleged that Aetna approved the surgeries for coverage, that plaintiffs had a contractual relationship with Aetna, that the plans required payment at contracted rates, and that Aetna failed to pay these rates. As for plaintiffs’ claims under § 502(a)(3), because the § 502(a)(1) claim survived, the § 502(a)(3) claims also survived. Thus, the case will continue with all claims intact.
Sixth Circuit
DaVita Inc. v. Marietta Mem’l Hosp. Employee Health Benefit Plan, No. 2:18-CV-1739, 2026 WL 668321 (S.D. Ohio Mar. 10, 2026) (Judge Sarah D. Morrison). This case, which has gone up to the Supreme Court and back, has been around since 2018. Initially, plaintiff DaVita Inc., the kidney dialysis giant, asserted claims for violation of the Medicare Secondary Payer Act (MSPA), benefits under ERISA Section 502(a)(1)(B), several breach of fiduciary duty claims under ERISA, a co-fiduciary liability claim, a claim for knowing participation in a fiduciary breach, and a claim for violation of 29 U.S.C. § 1182(a)(1), all based on alleged discrimination against plan participants and beneficiaries with end-stage renal disease (ESRD). The district court granted defendants’ motion to dismiss in 2019 and DaVita appealed. The Sixth Circuit reversed in part and remanded to the district court for further proceedings on the ERISA benefits claim, the Section 1182 claim, and the MSPA claim. Defendants then filed a petition for writ of certiorari with the Supreme Court. The Supreme Court granted certiorari, heard the case, and ruled for defendants, holding that there was no disparate-impact liability under the MSPA, and that the plan’s outpatient dialysis provisions did not violate the MSPA’s non-discriminatory provisions because its terms applied uniformly to all covered individuals. The Supreme Court remanded to the Sixth Circuit, which remanded to the district court, which pared DaVita’s claims further on a motion for judgment on the pleadings. Now, defendants have moved for summary judgment on the two remaining claims – an anti-discrimination claim under ERISA Section 702, and a derivative claim for benefits under ERISA Section 502. In opposing, DaVita contended that the plan violated Section 702 and “discriminated against its enrollees suffering from ESRD by eliminating network coverage for enrollees with ESRD and, by extension, by exposing enrollees to higher costs[.]” The court stressed that Section 702 was a “disparate treatment” anti-discrimination statute, not a “disparate impact” statute, and thus “discriminatory intent is an essential element of a claim under ERISA § 702.” The court examined DaVita’s evidence on the issue of discriminatory intent and found it lacking. The court ruled (a) there was no evidence that Marietta considered costs associated with ESRD when implementing the plan terms, (b) an inquiry by Marietta’s HR director into where employees were receiving dialysis did not mention ESRD, and occurred before the plan was adopted, thus making it “too tenuous” to support DaVita’s claims, (c) agenda items on meetings between Marietta and its third party administrator mentioned repricing of dialysis treatment, but “the suggestion that ESRD was part of the discussion is wholly speculative,” and (d) while DaVita presented evidence highlighting the disparate impact of the plan terms on ESRD patients, this was insufficient on its own because, as above, Section 702 requires proof of discriminatory intent. In sum, “DaVita’s evidence fails to establish that Marietta adopted unique benefits terms for outpatient dialysis services because of their adverse effects on Plan participants with ESRD. DaVita thus lacks evidence to support an essential element of its ERISA § 702 claim: discriminatory motive. Accordingly, no reasonable jury could return a verdict for DaVita on Count III.” Count II, for plan benefits, went down in flames as well because it was wholly dependent on Count III. Defendants’ summary judgment motion was thus granted and the case was terminated. DaVita must now decide whether the case is worth another trip to the Sixth Circuit.
Retaliation Claims
Fourth Circuit
Harris v. Virginia Commonwealth Univ. Health System Authority, Civ. No. 3:25-cv-644, 2026 WL 674192 (E.D. Va. Mar. 10, 2026) (Judge John A. Gibney, Jr.). Naliah Harris was a nurse at a children’s hospital operated by Virginia Commonwealth University Health System Authority (VCUHS). She contends that she observed racial discrimination against African-American nurses like herself, including demotions and failures to promote. She further alleges that when she reported this she suffered from increased scrutiny and criticism at work, and her requests for mental health accommodations were partially denied. She also alleges that her supervisor gave her drink coasters “with undesirable messages.” Harris was eventually terminated after refusing to sign a settlement agreement under threat of termination. Harris filed this pro se action alleging numerous claims under several federal statutes, including Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 1981, the Age Discrimination in Employment Act (ADEA), the Americans with Disabilities Act (ADA), state law, and Section 510 of ERISA. Defendants, which consisted of VCUHS and several of its employees, filed a motion to dismiss for failure to state a claim. The court explained that there are two kinds of claims under ERISA Section 510 – unlawful interference and retaliation – and it was unclear from the complaint which kind of claim Harris was bringing. However, it did not matter because “she fails under either.” The court ruled that Harris “does not state that anyone discriminated against her for exercising her rights under any ERISA-backed plan,” and “she has failed to adequately allege that anyone acted for the purpose of interfering with her benefits.” The court noted that Harris did not include “specific ‘factual allegations’ supporting the intent requirement,” and without these, “the intent element ‘is nothing more than [the plaintiff’s] subjective speculation.’” Thus, dismissal was appropriate. Harris’ other claims fared no better. The court ruled that Harris’ Title VII race discrimination and retaliation claims were time-barred, as well as her ADA claims, because they were filed after the 90-day deadline following the receipt of her right-to-sue letter from the EEOC. Harris’ Title VII sex discrimination and ADEA claims were dismissed for failure to exhaust administrative remedies, as these claims were not included in her EEOC charge. Harris’ claims under 42 U.S.C. § 1981 for racial discrimination, retaliation, and wrongful termination were dismissed because she “does not sufficiently allege the causation element of any of her § 1981 claims.” The court acknowledged that Harris was acting pro se and thus her claims must be liberally construed, but held that it could not “fill the gaps” in her factual allegations. Finally, the court declined to exercise supplemental jurisdiction over the remaining state law claims after dismissing all of Harris’ federal claims. As a result, Harris’ complaint was dismissed in its entirety.