The purpose of the Notice to the Class is to inform Class Members that the Court has given its preliminary approval to a proposed settlement (the “Settlement”) of a class action brought by certain individuals whose 401(k) plan accounts included investments in the JPMorgan stable value funds. The action is entitled In re: J.P. Morgan Stable Value Fund ERISA Litigation, case no. 12-CV-2548 (the “Action”), currently pending before the Honorable Vernon S. Broderick of the United States District Court for the Southern District of New York. The Court has given its preliminary approval to the Settlement.  If you believe you are a Class Member, you should read the applicable Settlement Notice carefully, because your legal rights are affected whether you act or do not act.

The Plaintiffs brought the Action alleging violations of the Employee Retirement Income Security Act (“ERISA”) concerning the way Defendants JPMorgan Chase & Co. and other JPMorgan entities (“Defendants” or “JPMorgan”) managed the Class Members’ 401(k) plan investments that were allocated to certain JPMorgan stable value funds.  JPMorgan denies all claims, and nothing in the Settlement is an admission or concession on JPMorgan’s part of any fault or liability whatsoever.

In its March 31, 2017, Memorandum Opinion and Order, the Court certified a class and three subclasses of individuals who were participants or beneficiaries in their employers’ 401(k) plans and had some of their investments allocated to a stable value fund managed by JPMorgan during the class periods. (The definition of the class and the class periods is set forth in Question 2 below.)  The names of the 401(k) plans through which Class Members allocated retirement assets to JPMorgan stable value funds are listed in Attachment 1 to the Settlement Notice Class Members received by mail.  If you did not receive a Notice Packet by mail but you believe you are a Class Member that allocated retirement assets to JPMorgan stable value funds, please review the Potential Participant Settlement Notice and Attachment 1 and its instructions.  Attachment 1 to each Settlement Notice lists the plans which, according to information available at the time of the Settlement, offered a JPMorgan stable value fund during the class period.  The plans identified on Attachment 1 may change based on the subsequent investigation of the parties.

A. The Settlement

As part of the Settlement, a fund of $75,000,000 (the “Settlement Amount”) has been established to resolve the Action.  From that $75,000,000 will first be paid any administrative expenses, taxes, tax expenses, Court-approved attorneys’ fees and costs, Class Representative service awards, and other approved expenses of the litigation.  Then, the remaining Settlement Amount (called the “Net Settlement Amount”) will be allocated to Class Members according to the Plan of Allocation to be approved by the Court.  Shortly after the Court preliminarily approved the Settlement, JPMorgan deposited the $75,000,000 Settlement Amount in an interest-bearing Qualified Settlement Fund. Upon final approval of the Settlement by the Court, the interest accrued on the Settlement Fund will be added to the Settlement Amount in order to benefit the Class.

The Settlement provides, among other things, for the allocation of monies directly into the individual accounts of Class Members who had an account with a positive balance (an “Active Account”) in one of the 401(k) plans that are listed in Attachment 1 as of the most current participant data received by Class Counsel (“Current Participants”).

Class Members who are entitled to a distribution but who no longer have an Active Account in one of the Plans listed in Attachment 1 (“Former Participants”) will receive their allocation by check mailed to their last known address or by rollover if available and elected. 

If you received a Notice Packet by mail that indicated you are a Current Participant, you do not have to do anything to participate in the Settlement or to receive a payment from the Settlement if it is determined that you are entitled to one under the Plan of Allocation.

If you received a Notice Packet by mail that indicated that you are a Former Participant, you must have returned a Former Participant Claim Form by July 9, 2019 to participate in the Settlement. (See the answer to Question 6 below for more information.)

If you did not receive a Notice Packet by mail but you but believe you are a Class Member that allocated retirement assets to JPMorgan stable value funds, please review the Potential Participant Notice and Attachment 1 and its instructions to see what kind of claim form you need to file.

B. Statement of Attorneys' Fees and Costs in the Class Action

Co-Lead Class Counsel, and the firms assisting them, have devoted many hours to bringing this case and pursuing it for the past seven years.  During that time, they also have advanced costs for expert consulting services, substantial investigation, intensive document analysis, and other costs necessary to pursue the case.  Co-Lead Class Counsel’s motion for class certification was granted by the Court on March 31, 2017.  Co-Lead Class Counsel successfully defended JPMorgan’s petition for an immediate appeal of the Class Certification Order, which the Second Circuit denied.  Co-Lead Class Counsel engaged in substantial investigation and analysis of the law and facts concerning the Action in opposing JPMorgan’s motion for summary judgment.  This work resulted in the monetary benefits provided in the Settlement.  Co-Lead Class Counsel took the risk of litigation and have not been paid for any of their time or reimbursed for any of the costs that they have incurred during the more than seven years that the Action has been pending before the Court.  Co-Lead Class Counsel also have agreed to undertake the additional risk of paying some of the administrative costs of the settlement process if the Settlement is not approved.

Co-Lead Class Counsel will apply to the Court for payment of attorneys’ fees and costs for their work in the case.  Co-Lead Class Counsel will request fees not to exceed one-third of the $75,000,000 Settlement Amount and will request reimbursement of litigation costs not to exceed $1,750,000.  Any attorneys’ fees and costs awarded by the Court to Co-Lead Class Counsel will be paid from the Qualified Settlement Fund. Co-Lead Class Counsel will not seek to receive any interest earned by the Qualified Settlement Fund, which will be added to the Net Settlement Amount.

As is customary in class action cases in which the Class Representatives have spent time and effort on the litigation, Co-Lead Class Counsel also will ask the Court to approve Service Award payments, not to exceed $20,000, for each of the 12 Class Representatives who took on the risk of litigation, provided discovery, and committed to spend the time necessary to bring the case to conclusion. Their activities also included assisting in the factual development of the Action. 

You are deemed to be part of the Class and a participant in this Action if you fit into one or more of the class or subclass definitions below, unless you expressly exclude yourself from the Class in writing. (See answer to Question 10 below.)

By order dated March 31, 2017, the Court certified this case to proceed on behalf of a class defined as follows:

All participants of ERISA plans, as well as beneficiaries of those plans, who were invested directly or indirectly in any JPM Stable Value Fund that invested in the JPM Intermediate Bond Fund and/or the Intermediate Public Bond Fund between January 1, 2009 and December 31, 2010 and whose stable value fund investment performance underperformed the Hueler index or similar objective benchmark. Excluded from the Class are the jurists to whom this case is assigned, as well as their respective staffs; counsel who appear in this case, as well as their respective staffs, including experts they employ; the Defendants in this matter, as well as their officers and directors; any person, firm, trust, corporation, officer, director, or other individual or entity in which a Defendant has a controlling interest or that is related to or affiliated with any of the Defendants; and the legal representatives, agents, affiliates, heirs, successors-in-interest, or assigns of any such excluded party.

In addition, the Court certified three subclasses. The first certified subclass—the “SAIF Subclass”—is defined as follows:

All participants of ERISA plans, as well as beneficiaries of those plans, who were invested directly or indirectly in the JPM Stable Asset Income Fund (“SAIF”) from between January 1, 2009 and December 31, 2010 and whose stable value fund investment underperformed the Hueler Index or similar objective benchmark. Excluded from the Class are the jurists to whom this case is assigned, as well as their respective staffs; counsel who appear in this case, as well as their respective staffs, including experts they employ; the Defendants in this matter, as well as their officers and directors; any person, firm, trust, corporation, officer, director, or other individual or entity in which a Defendant has a controlling interest or that is related to or affiliated with any of the Defendants; and the legal representatives, agents, affiliates, heirs, successors-in-interest, or assigns of any such excluded party.

The second certified subclass—the “ACSAF/JP Morgan Stable Value Fund Subclass”—has a class period that begins on September 17, 2007.  The ACSAF/JP Morgan Stable Value Fund Subclass is defined as follows:

All participants of ERISA plans, as well as beneficiaries of those plans, who were invested directly or indirectly in the American Century Stable Asset Fund [(“ACSAF”)] immediately before JPMAM took over the Fund and received its assets in the ACSAF/JPM Stable Value Fund on or about September 17, 2007 and continuing to December 31, 2010, and whose stable value fund investment underperformed the Hueler Index or similar objective benchmark. Excluded from the class are the jurists to whom this case is assigned, as well as their respective staffs; counsel who appear in this case, as well as their respective staffs, including experts they employ; the Defendants in this matter, as well as their officers and directors; any person, firm, trust, corporation, officer, director, or other individual or entity in which a Defendant has a controlling interest or that is related to or affiliated with any of the Defendants; and the legal representatives, agents, affiliates, heirs, successors-in-interest, or assigns of any such excluded party.

The third certified subclass—the “Caterpillar Subclass”—is defined as follows:

All participants of the Caterpillar Plan, as well as beneficiaries of those plans, who were invested directly or indirectly in JPM’s Caterpillar Stable Principal Fund or any other JPM Stable Value Fund that invested in the Intermediate Bond Fund and / or the Intermediate Public Bond Fund between January 1, 2009 and December 31, 2010 and whose stable value fund investment performance underperformed the Hueler index or similar objective benchmark.  Excluded from the class are the jurists to whom this case is assigned, as well as their respective staffs; counsel who appear in this case, as well as their respective staffs, including experts they employ; the Defendants in this matter, as well as their officers and directors; any person, firm, trust, corporation, officer, director, or other individual or entity in which a Defendant has a controlling interest or that is related to or affiliated with any of the Defendants; and the legal representatives, agents, affiliates, heirs, successors-in-interest, or assigns of any such excluded party.

The “objective benchmark” referenced in each of these definitions will be the Lehman Brothers Intermediate Aggregate Index (later renamed the Barclays Intermediate Aggregate Index) (hereafter the “Lehman/Barclays Intermediate Aggregate Index” or the “Benchmark”).

If you received a Settlement Notice by mail, records from the record keeper for your 401(k) plan show that you were a participant or beneficiary in a 401(k) plan and that your 401(k) plan account included investments in a JPMorgan stable value fund, and you otherwise may be part of the Class or one of the Subclasses, as explained above.

If you did not receive a Settlement Notice Packet by mail but you believe you are a Class Member that allocated retirement assets to JPMorgan stable value funds, please review the Potential Participant Notice and Attachment 1 to confirm whether you are part of the Class or one of the Subclasses, as explained above.

In this Class Action, Plaintiffs principally allege that Defendants violated ERISA in two fundamental ways. First, Plaintiffs allege that JPMorgan managed Plaintiffs’ investments imprudently in violation of JPMorgan’s fiduciary duties, by causing its stable value funds to invest heavily in two other JPMorgan funds, the Intermediate Bond Fund (“IBF”) and the Intermediate Public Bond Fund (“IPBF”), which, in turn, invested in risky, highly leveraged assets, including, among other things, mortgage-related assets.  Second, Plaintiffs allege that certain Defendants, as fiduciaries for the relevant plans and their participants and beneficiaries, breached their obligations under ERISA to comply with the duties of prudence and diversification and to discharge their duties solely in the interests of plan participants and beneficiaries, and for the exclusive purpose of providing benefits to the plan participants and beneficiaries.  Plaintiffs also claim that certain Defendants engaged in transactions prohibited by ERISA, and the ACSAF/JPM Stable Value Fund Subclass Plaintiffs make additional claims against all Defendants for engaging in transactions prohibited by ERISA.

While none of the Plaintiffs or Class Members lost any of the money they invested in JPMorgan stable value funds, the Plaintiffs alleged that they were damaged because the investment return paid to Class Members would have been greater if the funds had been prudently managed.

Defendants have denied and continue to deny the claims and contentions of the Class Representatives.  Defendants deny that they are liable at all to the Class, and that the Class has suffered any harm or damage for which Defendants could or should be held responsible.  Nothing in the Settlement Agreement is an admission or concession on Defendants’ part of any fault or liability whatsoever.

The Court has not reached a final decision on the merits of the Class Representatives’ claims.  Instead, a majority of the Class Representatives (the “Settling Class Representatives”) and Defendants have agreed to the Settlement.  The Settlement is the product of extensive negotiations between Co-Lead Class Counsel and Defendants’ counsel and an in-person mediation session with a private mediator, followed by months of further negotiation.  The parties to the Settlement have taken into account the uncertainty and risks of litigation and have concluded that it is desirable to settle on the terms and conditions set forth in the Settlement Agreement.

The Net Settlement Amount will be allocated to Class Members according to a Plan of Allocation to be approved by the Court. Class Members fall into two categories: Current Participants and Former Participants, as defined in Question 1 above. Allocations to Current Participants who are entitled to a distribution under the Plan of Allocation will be made into their existing plan accounts in accord with their current investment elections.  Allocations to Former Participants who are entitled to a distribution under the Plan of Allocation will be made by check mailed to their last known address or, if available and they so elect, as a rollover to a qualified retirement account. 

In return for payment to the Class of the $75,000,000 Settlement Amount, all Class Members will fully release the Defendants and the Released Parties from the Released Claims.  The Released Parties include Defendants, any related entities, as well as any past attorneys and agents.  The Released Claims include (but are not limited to) the following:  

• All claims that were or could have been asserted in the Action, or that did or could arise out of the conduct alleged in the complaints filed in the Action.
• All claims that relate to any JPMorgan stable value fund investments, the holdings of any stable value fund investments, or disclosures regarding any stable value investments.
• All claims that relate to the direction to calculate, the calculation of, and/or the method or manner of allocation of the Net Settlement Fund pursuant to the Plan of Allocation.

This 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 Defendants or related parties for conduct during the Class Period arising out of or relating to the allegations in the Action. 

The entire Settlement Agreement is available on the Court Documents page on this website.

If you are a Current Participant, the amount, if any, that will be allocated to you will be based upon records maintained by your employer’s 401(k) plan’s record keeper and you did not need to do anything to receive your share of the Settlement.

If you are a Former Participant, the amount, if any, that will be allocated to you will be based upon records maintained by your employer’s 401(k) plan’s record keeper and your Former Participant Claim Form.  Calculations regarding the individual distributions will be performed by the Settlement Administrator, whose determinations will be final and binding, pursuant to the Court-approved Plan of Allocation.  Former Participants were required to submit a complete and satisfactory Claim Form by July 9, 2019.

If you did not receive a Notice Packet by mail but you believe you are a Class Member that allocated retirement assets to JPMorgan stable value funds, please review the Potential Participant Notice and Attachment 1 and its instructions to see what kind of claim form you need to file.  If you determine that you need to submit a Proof of Eligibility Claim Form the amount, if any, that will be allocated to you will be based upon your Proof of Eligibility Claim Form and records, if any exist, that you provide from your 401(k) plan account.

Calculations regarding the individual distributions will be performed by the Settlement Administrator, whose determinations will be final and binding, pursuant to the Court-approved Plan of Allocation.

To be eligible for a distribution from the Net Settlement Amount, you must either be: (1) a member of the Class or one of the Subclasses, as defined in Question 2 above, and for Former and Potential Participants who submitted a complete and satisfactory Claim Form by July 9, 2019; or (2) a beneficiary, alternate payee, or attorney-in-fact of persons identified in (1) or (2).

Under the proposed Plan of Allocation, the Net Settlement Amount will be divided among all Class Members based upon the underperformance, if any, of each Class Member’s JPMorgan stable value investment compared to the Lehman/Barclays Intermediate Aggregate Index.  At the Fairness Hearing, the Court was asked to approve this calculation process as part of the Plan of Allocation.

To make this allocation, the Settlement Administrator will first calculate the Individual Underperformance Amounts by comparing the underperformance, if any, of the JPM Stable Value Funds by comparing the crediting rate of the Plans the participants invested in, with a crediting rate derived from the Benchmark.  If the calculation shows that a Plan did not experience any underperformance compared to the Benchmark then the participants in those Plans are not by definition Class Members because they did not suffer from any underperformance damages.  For those Plans that experienced underperformance the second step will be for the Settlement Administrator to calculate the Individual Underperformance Amounts as the total dollar value amount by which each participant’s individual investment in JPM Stable Value Funds underperformed the Benchmark during the relevant time periods.  The specific method for calculating these amounts is detailed in the Settlement Agreement’s Plan of Allocation. The sum of all Individual Underperformance Amounts is defined to be the “Total Underperformance Amount.

Once the Underperformance Amounts have been calculated, each Class Member’s payment will be calculated by multiplying the Net Settlement Amount by the ratio of that Class Member’s Individual Underperformance Amount to the Total Underperformance Amount.  This will allow each individual Class Member to receive an allocation from the Net Settlement Amount proportional to the underperformance of his or her stable value investment compared with the underperformance of other Class Members’ investments (all other things being equal). Plan of Allocation examples are available on this Settlement website by clicking here.

Class Counsel and the Settlement Administrator must review information from your 401(k) plan account to determine whether your investments in JPMorgan stable value funds underperformed as compared to the Benchmark. Any information Class Counsel obtains will be treated confidentially under the Protective Order entered by the Court in this Action and will be used solely for purposes of determining if you are a Class Member entitled to payment under the terms of the Settlement.

If you did not receive a Notice Packet by mail but you believe you are a Class Member that allocated retirement assets to JPMorgan stable value funds and reviewed the Potential Participant Notice and Attachment 1 and its instructions and you determined that you need to submit a Proof of Eligibility Claim Form and cannot, to the best of your knowledge and belief, state on the Claim Form that you invested through your employer’s 401(k) plan in a JPMorgan stable value fund investment offering at some point during the period January 1, 2009 through December 31, 2010, then you will not receive a distribution from the Settlement.  Provided your claim is timely and you can swear that you were invested in a JPMorgan stable value fund during the class period, but where you no longer have records showing the balance in your JPMorgan stable value fund investment from your 401(k) plan account or cannot estimate the amounts of your investment in the class period, the Settlement Administrator will award you one-half of the average class member award for participants from plans where balance information was available, or where the Settlement Administrator acquires data bearing on the claim, in its discretion it may use the data to determine the amount of the distribution if any.

Whether you need to submit a claim form to receive your distribution depends on whether you are considered a “Current Participant”, “Former Participant”, or “Potential Participant”.

If you received a Notice Packet by mail that indicated that you are a Current Participant, you did not need to do anything to receive your share of the Settlement.

If you received a Notice Packet by mail that indicated that you are a Former Participant, you must have returned a Former Participant Claim Form by July 9, 2019 to participate in the Settlement.

If you did not receive a Notice Packet by mail but you believe you are a Class Member that allocated retirement assets to JPMorgan stable value funds and you reviewed the Potential Participant Notice and Attachment 1 and its instructions and you determined that you need to submit a Proof of Eligibility Claim Form, you must have returned a valid and timely claim form that was received by the Settlement Administrator no later than July 9, 2019 in order to receive your distribution if you are eligible for one.

The timing of the distribution of the Net Settlement Amount is conditioned on several events, including the Court’s final approval of the Settlement and that approval being no longer subject to any appeal in any court. If there is an appeal of the final approval, it may take several years to resolve and the distribution of the Net Settlement Amount will be delayed until that process is complete. If the Settlement is approved by the Court, and there are no appeals, distribution of the Net Settlement Amount likely will occur in late-2019.

Separately, there are provisions in the Settlement Agreement that allow the parties to terminate the Settlement under specific conditions.  There will be no payments under the Settlement if the Settlement Agreement is terminated.

If you are a Current or Former Participant, there will be no payment to you if the Settlement Administrator determines that your individual JPMorgan stable value investment did not suffer any Underperformance Amount when measured against the Benchmark.

If you are a Potential Participant and file a Potential Participant Claim Form, there will be no payment to you if the Settlement Administrator determines that (1) you did not invest in a 401(k) plan; (2) you did invest in a 401(k) plan, but the plan did not invest in the JPMorgan stable value investments; or (3) your individual JPMorgan stable value investment did not suffer any Underperformance Amount when measured against the Benchmark.

If the amount you are allocated is less than the amount of the reasonable direct costs of processing and delivering your payment, then no distribution will be made to you.  For example, if your allocation is less than $5 and the reasonable direct costs of processing the payment and delivery are greater than $5, you would not be eligible to receive any payment under the Settlement.

The deadline for Class Members to request exclusion from the Settlement passed on July 9, 2019.

The Court has appointed The Law Offices of Michael M. Mulder and Schneider Wallace Cottrell Konecky Wotkyns LLP to represent the Class as Co-Lead Class Counsel. Co-Lead Class Counsel are working jointly with and being assisted by the law firms of Levin Papantonio Thomas Mitchell Rafferty & Proctor, P.A; and Peiffer Rosca Wolf Abdullah Carr & Kane, APLC.  If you want to be represented by your own lawyer, you may hire one at your own expense. 

Co-Lead Class Counsel will file a petition for the award of attorneys’ fees and costs.  This petition was taken under consideration by the Court at the Fairness Hearing. Co-Lead Class Counsel has agreed to limit their application for an award of attorneys’ fees and costs to not more than $25,000,000 in fees and $1,750,000 in costs. The Court will determine what fees and costs will be approved.

The deadline to object to the Settlement passed on July 9, 2019.

The Court held a Fairness Hearing on September 6, 2019.  The Court is considering whether to give its final approval to the Settlement and approve Class Counsel’s attorneys’ fees and costs and any service awards to Class Representatives.  As soon as the Court issues a ruling this website will be updated.

The Fairness Hearing was held on September 6, 2019.  Class Members did not have to attend the Fairness Hearing but were welcome to attend at their own expense. If you sent an objection, you did not have to come to the Court to talk about it.  As long as you timely objected, the Court will consider it as it decides whether to approve the Settlement as fair, reasonable and adequate.

The Fairness Hearing was held on September 6, 2019.  The deadline to ask the Court for permission to speak at the Fairness Hearing passed on July 9, 2019. 

If you are a Class Member and you do nothing, you will be bound by the Settlement as described above in the Settlement Notice if the Settlement is finally approved.

If you are a Former or Potential Participant and you do nothing YOU WILL NOT RECEIVE ANY MONEY. THE ONLY WAY TO RECEIVE ANY MONEY WAS TO FILE A CLAIM FORM NO LATER THAN JULY 9, 2019.

(See the answer to FAQ # 6.)

This Settlement Notice does not fully describe all of the claims, defenses, or contentions of the parties. If you have questions about the Settlement Notice or the Action, please do not contact the Court. If you have questions regarding the Settlement, you can call Class Counsel at 1-833-222-1167, email Class Counsel at counsel@jpmsvfclassaction.com, call the Settlement Administrator toll-free at 1-844-877-5911, write to the Settlement Administrator at JPM Stable Value Fund Litigation, c/o JND Class Action Administration, P.O. Box 91324, Seattle, WA 98111-9424, or review the Court Documents page where you will find the Court’s order certifying the Class, the Plaintiffs’ Consolidated and Amended Complaint, the Defendants’ Answer to the Consolidated and Amended Complaint, the Settlement Agreement, and Second Amended Settlement Agreement. Other filings with the Court and information regarding the Settlement are also available through this website on the Court Documents page.

Settlement Notice to the Class was approved by order of the United States District Court for the Southern District of New York on March 13, 2019.  A copy of the Court’s order is available by clicking here.

If you were sent a Former Participant Settlement Notice with Claim Form, it was based on the most recent information received from the plan manager for the Class period. Your plan manager may have changed since that time. To ensure we have accurate information for Settlement Payment handling, please complete the Former Participant Claim Form and you may provide the 401(k) information for your current plan in Part 4 of the Claim Form. This will allow us to send your Settlement distribution directly to your plan for deposit in your 401(k) account.

Please provide the deceased Class Member’s retirement plan executed beneficiary designation form naming you as beneficiary. If you do not have a beneficiary designation form, or if no beneficiary has been designated, please provide documentation that confirms the retirement plan beneficiary, such as a will, trust, letters testamentary, etc. If none of this documentation is available, the Class Member’s beneficiary may complete the Beneficiary Non-IRA Retirement Distribution Form and provide the Class Member’s death certificate with an explanation of your authority to file the claim on behalf of the deceased Class Member and why no other documentation is available. The Settlement Administrator will review the documentation submitted and contact you if they have any questions or need additional information.

You should periodically check back for updates on this website for progress on the Settlement. If the Settlement is terminated, there will be a notice on the website. If the Settlement is approved by the Court, the website will make an announcement of that fact.  Assuming the Settlement is approved, then the Settlement Administrator will calculate the distribution to Class Members. Once the distributions are calculated, the website will make an announcement and inform the class when checks will be mailed to Former Participants. Once that announcement is made, you could wait a few days to see if your check arrives or you may call the Settlement Administrator toll-free at 1-844-877-5911 and they can advise you if you are receiving a check and, if not, the reason(s) why.  All checks will expire no later than 120 days after the check issue date.