A class action is a lawsuit in which one or more plaintiffs—in this case current and former Plan participants—sue on behalf of a group of people who allegedly have similar claims. After the Parties reached an agreement to settle this case, the Court granted preliminary approval of the Settlement. Among other things, this preliminary approval permits Class Members to voice their support for or opposition to the Settlement before the Court makes a final determination as whether to approve the Settlement. In a class action, the court resolves the issues for all class members.

Plaintiffs filed a class action complaint against Defendant JPMorgan Chase & Company and the other Defendants on behalf of a class of Plan participants alleging that JPMorgan breached its fiduciary duties and committed prohibited transactions under ERISA in connection with the selection and monitoring of certain of the Plan’s investment options. Specifically, Plaintiffs alleged that Defendants breached their fiduciary duties by offering and retaining unduly expensive investment options in the Plan despite having access to less expensive alternatives. Plaintiffs alleged that Defendants: (1) improperly offered and untimely removed from the Plan’s investment menu the JPMorgan Growth and Income Fund, the Earnest Partners Mid Cap Value Fund, and the JPMorgan Mid Cap Growth Fund; (2) untimely converted the JPMorgan Small Cap Core Fund and the JPMorgan Core Bond Fund to alternative investment vehicles in the Plan; and (3) untimely renegotiated investment management fees for certain funds underlying the Target Date Funds in the Plan. A more complete description of what Plaintiffs alleged is in the Second Amended Complaint, which is available here.

The Court has not decided in favor of either side in the case. Instead, both sides agreed to a settlement. That way, both sides avoided the cost and risk of a trial, and the affected current and former Plan participants will get substantial benefits that they would not have received if Plaintiffs had litigated the case and lost. The Plaintiffs and their attorneys think the Settlement is in the best interests for everyone who participated in the Plan during the Class Period.

The Court decided that everyone who fits this description is a member of the Class: All participants and beneficiaries of the Plan, at any time between January 25, 2011 and the date on which the Settlement is finally approved by the Court, whose individual accounts were invested in one or more of the following funds: the Growth and Income Fund; the Mid Cap Value Fund; the Mid Cap Growth Fund; the Small Cap Core Fund, but only if the investment occurred before December 19, 2015; the Core Bond Fund, but only if the investment occurred before March 12, 2016; and any of the Target Date Funds, but only if the investment occurred before April 1, 2016. The Court has excluded from the Class: JPMorgan Chase Bank, National Association, JPMorgan Chase & Company, the Selection Committee, J.P. Morgan Investment Management Inc., the Head of Human Resources for JPMorgan Chase & Company, the Chief Financial Officer for JPMorgan Chase & Company, the Benefits Director of JPMorgan Chase & Company, and the members of the following groups or committees during the Class Period: the Compensation & Management Development Committee of the Board of Directors for JPMorgan Chase & Company, the Employee Plans Investment Committee, and the Retirement Plans Investment Group. If you meet the definition above, you are a member of the Class.

JPMorgan has agreed to pay $9,000,000.00 to Class Members. That amount, less amounts for expenses associated with administering the Settlement, the Independent Fiduciary, taxes, tax expenses, as well as attorneys’ fees, litigation expenses, and incentive awards to Plaintiffs (the latter three categories of which must be approved by the Court), is the “Net Settlement Fund.” The Net Settlement Fund will be allocated to Class Members in accordance with a Plan of Allocation that is based on his or her Plan account balance that is invested in one or more of the Disputed Investments. Details of the allocation are available in the Notice and Settlement Agreement.

Class Members do not have to submit claim forms in order to receive settlement benefits. The benefits of the Settlement will be distributed automatically once the Court approves the Settlement, either to Class Members’ Plan accounts (for current Plan participants) or by check (for former Plan participants, and eligible Beneficiaries and Alternate Payees of Class Members).

Former Plan participants who would prefer to receive their settlement payment through a rollover to a qualified retirement account must complete, sign, and mail the enclosed Former Participant Rollover Form by September 12, 2020. Former Plan participants who fail to complete, sign, and mail their Former Participant Rollover Form will receive their Settlement distribution by check.

If you are a current Plan participant, then you will receive your pro rata share of the Net Settlement Fund in the form of a deposit into your Plan account effective no later than forty (40) days after the Settlement has received final approval and/or after any appeals have been resolved in favor of the Settlement. The hearing to consider the final fairness of the Settlement is scheduled for September 22, 2020. Any eligible Beneficiaries or Alternate Payees will receive their payment under the Settlement in the form of a check issued within forty (40) days after the Settlement has received final approval and/or after any appeals have been resolved in favor of the Settlement. If you are a former Plan participant (or a Beneficiary or Alternate Payee of such participant) who timely submits a Former Participant Rollover Form, the Settlement Administrator will effect a rollover of your pro rata share of the Net Settlement Fund to your qualified retirement account selected in that form within forty (40) days after the settlement has received final approval and/or after any appeals have been resolved in favor of the settlement. If you are a former Plan participant (or a Beneficiary or Alternate Payee of such participant) who does not submit a Former Participant Rollover Form, a check in the amount of your pro rata share of the Net Settlement Fund will be issued to you within forty (40) days after the Settlement has received final approval and/or after any appeals have been resolved in favor of the Settlement. These payments may have certain tax consequences; you should consult your tax advisor.

A Fairness Hearing has been set for September 22, 2020 at 3:30 p.m., before The Honorable Jesse M. Furman at the Thurgood Marshall United States Courthouse, 40 Foley Square New York, NY 10007 in courtroom 1105. At the hearing, the Court will hear any comments, objections, and arguments concerning the fairness of the proposed Settlement, including the amount requested by Class Counsel for attorneys’ fees and expenses and the incentive award to Plaintiffs as the Class Representatives. You do not need to attend this hearing. You also do not need to attend to have an objection considered by the Court.