Stock Plans - miscellaneous

General Growth Properties Reaches $5.75 Million Settlement Over 401(k) Plan Losses
Excerpt:"The agreement, which requires court approval, is in the'best interests'of General Growth and its creditors because the Chicago company will get a release of all claims in the lawsuit without having to pay for the settlement, it said."(Bloomberg L.P.)

Washington Mutual to Settle Stock Drop Suits for $49M
Excerpt:"[L]aw firm Keller Rohrback said the proposed settlement provides for a payment of $49 million, minus expenses including court-approved attorneys'fees and expenses and service awards to the plaintiffs who brought the lawsuit, taxes and other costs, to be allocated to class members whose 401(k) accounts suffered losses as a result of investing in Washington Mutual common stock."(PLANSPONSOR.com)

Employee Ownership Update for August 31, 2010
NCEO Executive Director Corey Rosen discusses the following: The report of the President's Economic Recovery Advisory Board mentions the possibility of eliminating ESOP'special provisions.'The 2010 NASPP/Deloitte stock plan survey found some decline in broad-based plans, but they are still alive and well. A massive worldwide survey by Kelley Services found that most workers say profit sharing or ownership would motivate them to perform at a higher level. (National Center for Employee Ownership)

[Opinion] Common Trigger for 401(k) Plan Litigation Is Presence of Company Stock in Plan
Excerpt:"Indeed, one has only to look at the two-month period following the struggle to ?contain the current oil spill in the Gulf of Mexico and the number of litigants and potential litigants circling the BP 401(k) plans to appreciate just how much more aggressive the plaintiffs'bar has become in pursuing such actions"(PLANSPONSOR.com)

[Opinion] Why You Should Avoid Company Stock in Your (401)k
Excerpt:"I think it's missing the point to say that investing in your company is a matter of trust. After all, the workers at BP may have trusted their managers, but that didn't stop the Deepwater Horizon accident from happening."(Forbes.com)

Law Firm Probes Drugmaker for 401(k) Missteps
Excerpt:"A news release from the Stull, Stull&Brody firm said it is looking into whether the company ran afoul of ERISA by not disclosing its true operating condition to participants and beneficiaries. Those disclosures included information about the safety of Avandia, a diabetes drug."(PLANSPONSOR.com)

[Opinion] Should Companies Grant Nonqualified Stock Options or Incentive Stock Options to Their Employees?
The writer generally recommends that private companies issue NQOs rather than ISOs for a variety of reasons and explains why. (Davis Wright Tremaine LLP)

New Thinking on Executive Compensation: Pay CEOs with Debt
Excerpt:"Recovering US insurance giant AIG recently announced that 80% of their executives'bonuses will depend on the price of their firm's bonds and only 20% will depend on the price of their equity. This column argues that such moves will better align CEO fortunes with those of all investors ? both shareholders and bondholders ? and help prevent future financial crises."(VoxEU.org)

The Accounting and Economics of Executive Stock Options: Assessing their Role in Executive Compensation (PDF)
3 pages. Excerpt:"[A recommendation for full value awards such as Restricted Stock Units . . . in lieu of ESOs might be made] because they would expose executives to the same profits and losses as shareholders. While it is easy to see the emotional appeal of such statements, they need to be re-examined based on economic principles and in-depth case studies ofhistorical events."(Buck Consultants)

CFO Insights on Executive Compensation: Plan, Perform&Pay (PDF)
3 pages. Excerpt:"As a rule of thumb, the base salary constitutes 30% oftotal compensation, the annual incentive another 20%, the benefits about 10% and long-term incentives or the wealth creation portion of the compensation about 40%. Indeed, before the financial crisis, there was a lot of board attention to improving the relationship between pay andperformance."(Deloitte Development LLC via Financial Executives International)

Some Plans Remain Company-Stock Heavy with 40%-Plus Exposure
Excerpt:"The exposure sticks out at a time when executives at some companies are trying to reduce the role of company stock by, among other strategies, limiting participants'investments in company stock, providing more education to employees about diversification and even eliminating company stock as a plan option."(Pensions&Investments; registration may be required)

Is Risking Your Retirement Future on Company Stock Smart?
Excerpt:"If company stock represents more than 50% of the total value of your 401(k) plan, you're probably taking too much risk. And by diversifying into other investments within your 401(k) plan, like mutual funds that hold a portfolio of stocks and bonds, you can immediately cut risk."(ETFGuide.com)

New Trend in Bonuses:'Phantom Stock'
Excerpt:"[Phantom stock] is simply a promise to pay an employee a bonus that is directly tied to the value of a company's stock, but without actually giving an individual shares."(CNNMoney.com)

Ex-Employee of Defunct Nebraska-Based Bank Files Stock Drop Case
Excerpt:"The complaint alleges that the plan fiduciaries should have known TierOne stock was an imprudent investment before federal regulators took over TierOne and sold its assets last month."(PLANSPONSOR.com)

[Opinion] Who's Really to Blame for Too Much Company Stock in 401(k)s?
Excerpt:"In 2010 there's just no excuse for not understanding and heeding the laws of diversification."(CBS Interactive Inc.)

New Allegations Move Forward Schering-Plough Stock Drop Suit
Excerpt:"[A U.S. District Judge] denied the company???s motion to dismiss the case saying: ???Plaintiffs have alleged ???dire circumstances??? sufficient to overcome the presumption of prudence at this stage. In particular, Plaintiffs have alleged: precipitous decline in the value of Company stock, Defendants??? knowledge of the anticipated harm to the company, as well as the conflicted status of fiduciaries.???"(PLANSPONSOR.com)

[Opinion] Brief of Amicus Curiae Secretary of U.S. Department of Labor in Support of Appellants v. The McGraw-Hill Companies, Inc., et al.
Excerpt:"The District Court Erred in Dismissing these Cases Based On A Presumption That The Fiduciaries Acted Prudently In Allowing The Plans To Purchase Employer Stock At Allegedly Inflated Prices"(U.S. Department of Labor)

[Guidance Overview] Final Regs Related to Diversification Requirements of Employer Securities Held in Defined Contribution Plans
Excerpt:"This article [reviews] the provisions that remain intact from the proposed regulations and introduce the additional guidance published in the final regulations."(McKay Hochman Co.)

[Guidance Overview] Final Treasury Regulations Issued on Diversification Requirements for Defined Contribution Plans with Employer Securities (PDF)
4 pages. Excerpt:"This Alert provides a brief background on Code Section401(a)(35) and summarizes key changes made by the Final Regulations."(Drinker Biddle&Reath LLP)

[Guidance Overview] Federal Judge Clears Home Depot of Wrongdoing in Stock Drop Lawsuit
Excerpt:"U.S. District Judge Orinda D. Evans of the U.S. District Court for the Northern District of Georgia said its defined contribution plan was an eligible individual account pension investing in company stock so it was not covered by the diversification mandate in the Employee Retirement Income Security Act (ERISA). The company stock allegations were actually claims the plan should have been better diversified, Evans said."(PLANSPONSOR.com)

[Guidance Overview] Final Regulations on Diversification Requirements Added by Pension Protection Act of 2006 for Defined Contribution Plans Holding Publicly Traded Employer Securities (PDF)
Excerpt:"In particular, sponsors of plans that'froze'or placed other restrictions on employer securities investment funds should review their plan provisions for compliance with the final regulations. Plans affected by these regulations will have to adopt an interim or discretionary plan amendment by the last day of the plan year beginning on or after January 1, 2010 (December 31, 2010 for calendar year plans)."(Buck Consultants)

[Guidance Overview] District Court Ruling in Stock-Drop Litigation Potentially Breathes New Life Into Section 404(c) Safe Harbor Defense
Second article of newsletter. Excerpt:"The district court's decision is potentially significant because it is one of the first decisions to conclude that the Section 404(c) safe harbor provides protection to plan fiduciaries with respect to a participant's claim that the plan fiduciary breached his duty of prudence by maintaining an employer stock fund as an investment option in a 401(k) plan."(Proskauer Rose LLP)

[Guidance Overview] IRS's Diversification Rules for DC Plans Holding Employer Securities (PDF)
2 pages. (Milliman)

[Guidance Overview] Pension Plan's Suit Over Statements on Boeing 787 Dismissed
Excerpt:"Boeing on Wednesday won dismissal of a shareholder suit filed by the Livonia (Mich.) Employees Retirement System that alleged the company and its executives made misleading statements about the flight readiness of the 787 passenger jet."(Pensions&Investments)

[Guidance Overview] ESOP Trustee Cleared of ERISA Wrongdoing
Excerpt:"The trustee of an employee stock ownership plan (ESOP) acted in good faith when it determined the fair market value of company stock, so it did not violate prohibited transaction rules, a judge has determined."(PLANSPONSOR.com)

[Guidance Overview] IRS Final Regulations on Diversification Requirements for Publicly Traded Employer Securities
Excerpt:"EBIA Comment: Most of the changes made by the final regulations were in response to comments on the proposed rule. In addition to the changes discussed, the final regulations contain clarifications for ESOPs and a special transition rule for leveraged ESOPs. The preamble to the final regulations also noted that guidance will be issued for ESOPs that require amendments to comply with the diversification rule and clarified the rule on short-term trading restrictions."(Employee Benefits Institute of America)

IRS's Final Regs on Diversification Requirements for Company Stock
Excerpt:"The IRS said the regulations will affect administrators of, employers maintaining, participants in, and beneficiaries of defined contribution plans that are invested in employer securities, and will be effective May 19, when the regulations are published in the Federal Register. The regulations apply for plan years beginning on or after January 1, 2011."(planadviser)

IRS Issues Final Regs on Diversification Requirements for Company Stock
Excerpt:"The IRS said a plan does not fail to meet the requirements if it allows individuals to divest employer securities and reinvest the proceeds at periodic, reasonable opportunities occurring no less frequently than quarterly. A plan is not permitted to impose restrictions or conditions with respect to the investment of employer securities that are not imposed on the investment of other assets of the plan, other than restrictions or conditions imposed to comply with securities laws."(PLANSPONSOR.com)

[Official Guidance] Text of Brief of Secretary of Labor as Amicus Curiae in Support of Plaintiffs-Appellants STEPHEN LINGIS, et al. v. MOTOROLA, INC., et al.
Excerpt:"The district court erred in applying ERISA section 404(c) as a defense to the Plaintiffs'claims that the fiduciaries breached their ERISA duties in maintaining the Motorola Fund as an investment option in the Plan. The statute and its regulations make clear that ERISA section 404(c) provides a limited exception from liability for losses'which result from'a participant's or beneficiary's exercise of control over his individual account in an individual account plan."(U.S. Department of Labor)

[Guidance Overview] Court Gives Baxter International 404(c) Protection in Stock-Drop Suit
Excerpt:"U.S. District Judge Joan B. Gottschall . . . ruled that Baxter did not violate its Employee Retirement Income Security Act (ERISA) fiduciary duties by keeping company stock in the plan as its share price dropped over word the company was unable to meet its expected earnings goals. Gottschall found that Baxter qualified for 404(c) safe harbor protection because the plan met the requirements set out in that ERISA section, including . . . ."(planadviser)

Incentive Plans Are of Continued Importance, According to Survey
Excerpt:"Over the past decade, incentive plan designs have become more consistent within organizations. As more companies offer a single annual plan for both executives and other employees: More companies are altering their eligibility requirements. Executive-only incentive plans are now in the minority. The most common eligibility factor is salary grade or band -- not position title, reporting relationship or officer status as in the past."(Towers Watson)

Company Faces Class Action Suit over Alleged Violations of ERISA Plan
Excerpt:"Investigators are focused on a number of questionable investments in company stock in the Boston Scientific Corporation's 401(k) Savings Plan. The plaintiffs claim that BSC and other administrators of the savings plan violated the Employee Retirement Income Security Act of 1974 (ERISA) by failing to manage the assets of the plans prudently and loyally. The suit alleges that the company continued to invest employee funds in company stock despite difficulties and losses that made the plan no longer a prudent investment for participants'retirement savings."(Online Legal Media)

[Guidance Overview] Accounting Standards Update on Stock Compensation (PDF)
15 pages. Excerpt:"The objective of this Update is to address the classification of an employee share-based payment award with an exercise price denominated in the currency of a market in which the underlying equity security trades. FASB Accounting Standards CodificationTM Topic 718, Compensation -- Stock Compensation, provides guidance on the classification of a share-based payment award as either equity or a liability. A share-based payment award that contains a conditionthat is not a market, performance, or service condition is required to be classified as a liability."(Financial Accounting Standards Board)

[Guidance Overview] Stock Drop Case Dropped Against Wyeth
Excerpt:"A federal judge in New York has tossed out a stock drop lawsuit against Wyeth Corp., ruling that the company was entitled to a presumption its decision to continue to offer company stock in its 401(k) was a prudent act."(PLANSPONSOR.com)

[Guidance Overview] Court Tosses Beazer Homes USA Stock Imprudence Claim
Excerpt:"A federal judge in Georgia has thrown out claims by 401(k) participants that Beazer Homes USA breached its fiduciary duties by offering company stock as an investment option when it was no longer prudent."(PLANSPONSOR.com)

Court Clears Path for Stock Drop Class Action against Comcast Corp.
Excerpt:"A former Comcast Corp. employee is qualified to serve as a class representative in a stock drop lawsuit against Comcast Corp., a federal judge in Pennsylvania ruled as he certified the participant case as a class action."(PLANSPONSOR.com)

[Guidance Overview] The ERISA Litigation Newsletter, April 5, 2010 (PDF)
10 pages. Excerpt:"[The newsletter begins] this month with a review of published employer stock drop decisions in the first quarter of 2010. As the article reports, there has no been no shortage of decisions. . . . The second article uses the recent decision in Hartsfield, Titus&Donnelly, LLC v. The Loomis Company, . . . as a vehicle for a discussion about disputes between ERISA plan sponsors and their third-party administrators over alleged overpayments of health benefit claims. As always, be sure to review the section on Rulings, Filings and Settlements of Interest."(Proskauer Rose LLP)

[Guidance Overview] Accounting for Stock Compensation Under FASB ASC Topic 718 (PDF)
13 pages. Excerpt:"FASB ASC Topic 718 (Topic 718) is in substantial convergence with the International Accounting Standard Board's (IASB) final standard on Share-based Payment, except for transactions with nonemployees and nonpublic companies, and minor technical differences in regard to employee stock purchase plans, modifications, liabilities, and income tax effects. Topic 718 creates a more'level playing field'for equity incentive design that is expected to result in the increased prevalence of full-value and performance-vesting awards, and a corresponding decline in plain-vanilla, tax qualified, and reload stock options, and employee stock purchase plans. This paper summarizes the most pertinent provisions of accounting for stock compensation under Topic 718 and other related FASB and Securities and Exchange Commission (SEC) Topics."(Frederic W. Cook&Co., Inc.)

[Guidance Overview] Fiduciary Breach Claims Dismissed for KV Pharmaceutical
Excerpt:"A federal court has dismissed claims by employees of KV Pharmaceutical Co. that the company breached its fiduciary duties by continuing to offer company stock in its retirement plan at a time when the stock price was dropping steadily."(PLANSPONSOR.com)

[Guidance Overview] Ninth Circuit Upholds Arm's-Length Standard, Rejects Cost-Sharing of Stock-Based Compensation
Excerpt:"In a stunning reversal of its previous opinion in Xilinx, Inc. v. Commissioner, the U.S. Court of Appeals for the Ninth Circuit held on March 22, 2010 that stock option compensation costs need not be shared by participants in a cost sharing arrangement where such costs would not be shared at arm's length between unrelated parties. In its highly controversial prior opinion, the Ninth Circuit had held on May 27, 2009, that Xilinx's stock option compensation was subject to cost sharing, even if such costs would not be shared at arm's length. The Ninth Circuit withdrew that prior opinion on January 10, 2010, and has now reversed its position, affirming that the arm's-length standard is paramount in cost-sharing, as in other areas of transfer pricing."(Cooley Godward Kronish LLP)

[Opinion] American Benefits Council/ERIC Amicus Brief with Second Circuit Appeals Court in Gray v. Citigroup (PDF)
Excerpt:"The Associations participate as amici curiae in cases with the potential for far-reaching effects on employee benefit plan design or administration.2 This is such a case."(American Benefits Council)

[Opinion] ERIC Urges Appeals Court to Uphold District Court's Dismissal of'Stock Drop'Case (PDF)
43 pages. Excerpt:"The ERISA Industry Committee (ERIC) . . . on March 26 filed with the U.S. Court of Appeals for the Second Circuit an amicus curiae . . . brief urging the Court to uphold a district court's dismissal of a case alleging violations of fiduciary duties for holding company stock as a permitted investment option in its section 401(k) plan. The case is Gray v. Citigroup Inc. (In re: Citigroup ERISA Litigation)."(The ERISA Industry Committee)

Industry Groups Ask Second Circuit to Uphold Dismissal of Citigroup Stock Drop Case
Excerpt:"The ERISA Industry Committee (ERIC), joined by the American Benefits Council, have filed a friend of the court brief urging the 2nd U.S. Circuit Court of Appeals to uphold the dismissal of a case alleging Citigroup violated its fiduciary duties by continuing to hold company stock in its retirement plans when it was no longer prudent."(PLANSPONSOR.com)

Stock Drop Procedural Appeal Allowed by Court
Excerpt:"A federal judge in Tennessee has allowed First Horizon National Corp. to ask a federal appellate court to resolve a still murky procedural issue in stock drop cases. U. S. District Judge S. Thomas Anderson of the U.S. District Court for the Western District of Tennessee cleared the way for First Horizon lawyers to ask the 6th U.S. Circuit Court of Appeals to decide whether courts can now expand the'presumption of prudence'standard already common when cases are decided on their merits to earlier when rulings are being rendered on the initial court filings."(PLANSPONSOR.com)

Court Moves Forward Stock Drop Claims against Missouri Company
Excerpt:"A federal court has ruled that participants in the 401(k) plan sponsored by MEMC Electronic Material can move forward with their Employee Retirement Income Security Act fiduciary breach claims. U.S. District Judge Henry Edward Autrey of the U.S. District Court for the Eastern District of Missouri said at this stage in the proceedings specific facts are not necessary, and the plaintiffs need only set forth allegations and notify defendants that they challenge the defendants'prudence and loyalty. According to Autrey, the issue is not whether the plaintiffs will ultimately prevail, but whether they are entitled to present evidence in support of the claim."(PLANSPONSOR.com)

[Guidance Overview] Court Dismisses Most Claims in State Street Stock Suit
Excerpt:"A federal court has dismissed most claims against State Street Corporation and its retirement plan fiduciaries regarding the offering of company stock as an investment in its Employee Stock Ownership Plan."(PLANSPONSOR.com)

[Guidance Overview] Medtronic Prevails in Company Stock Suit
Excerpt:"A federal court has ruled that Medtronic Inc. did not breach its fiduciary duties by continuing to offer company stock as a retirement plan investment during a period when its stock price dropped considerably. The U.S. District Court for the District of Minnesota found the plan participants who brought the suit were unable to overcome the presumption of prudence that applies to retirement plans that invest in employer stock."(PLANSPONSOR.com)

Law Office Investigating Schweitzer-Mauduit International Retirement Plan Investments
Excerpt:"The law office of Brodsky&Smith, LLC announced it is investigating the investment of Schweitzer-Mauduit International, Inc. retirement plan participants'and beneficiaries'assets in company stock. Specifically, the announcement said, the investigation concerns whether administrators breached their fiduciary duties and violated the Employee Retirement Income Security Act (ERISA) by investing assets in company stock when it was not a prudent investment."(PLANSPONSOR.com)

SEC Clarification of Revised Equity Disclosure Rules
Excerpt:"Updated SEC guidance addresses equity award treatment under the recently revised executive pay disclosure rules. Issued March 1, new Compliance&Disclosure Interpretations (C&DIs) discuss how to report awards over which the compensation committee has'negative discretion,'exercise of options with'reload'features and valuation assumptions. SEC staff also have eliminated earlier C&DIs that no longer apply under the revised rules."(Mercer LLC)

Mandating Company Stock Investments Does Not Shield Fiduciaries, DOL Says
Excerpt:"Defined contribution plan fiduciaries must assess the prudence of a company stock fund despite plan terms mandating the investment, according to a Department of Labor (DOL) brief filed in the US Second Circuit Court of Appeals (In Re: Citigroup ERISA Litigation). The trial court ruled that because the plan required a company stock option, committee members had no discretion and were not fiduciaries with respect to offering company stock. DOL asserts this would immunize fiduciaries from responsibility for'even the most imprudent and disloyal investments'and was'flatly contradicted'by ERISA."(Mercer LLC)

[Guidance Overview] Employer Stock Litigation Update: DOL Urges Second Circuit Court of Appeals to Reject'Moench'Presumption of Prudence in the Citigroup ERISA Litigation (PDF)
4 pages. Excerpt:"Concerned that the recent court rulings tip too much in favor of fiduciary defendants, [DOL] has launched a frontal assault on the Moench presumption. In a recent amicus curiae brief filed in the Citigroup ERISA Litigation, DOL has urged the Second Circuit Court of Appeals to reject the Moench presumption as a tool for deciding ERISA stock drop cases. DOL maintains that the stock drop cases should proceed without applying any presumption in favor of fiduciary defendants."(Groom Law Group)

Podcast:: Survey Looks at Diversity of Offerings, Education Issues for Stock Ownership Plans
Excerpt:"What role do stock plan benefits play in total rewards for non-executive employees? Ellen Lodwick of Mercer's Information Research Center reports findings from a recent survey of 200 very large public companies that reveals motivations for adopting stock plans, the types of plans commonly adopted, and how well employers are doing when it comes to educating employees about plan benefits and features."(HRadio via Mercer LLC)

New edition of Accounting for Equity Compensation
Accounting for equity compensation is one of the most challenging and complex areas of stock plan administration. Written in plain English for non-accountants by leading expert Barbara Baksa, this book is a survival guide for understanding the impact of stock compensation (such as stock options, ESPPs, restricted stock, and SARs) on corporate financial statements. (National Center for Employee Ownership)

Lehman brothers Board Members Win Dismissal of Savings Plan Suit
Excerpt:"U.S. District Judge Lewis Kaplan today dismissed the case, in which board members were accused of knowing about Lehman's deteriorating condition and failing to protect the plan. Wendy Uvino, the chairwoman of the retirement plan, was also dismissed as a defendant in the suit. Kaplan said the complaint is'devoid of any factual allegations'that Uvino knew or should have known any negative information that she was obliged to disclose."(Business Insurance)

GPS (Guidance, Procedures, Systems): Global Stock Plans book now available
The NCEO has now made available the GPS (Guidance, Procedures, Systems): Global Stock Plans book from the Certified Equity Professional Institute of Santa Clara University. The publication discusses issues and considerations, including grant processes, transactions, and tax and payroll issues, for public companies that grant equity compensation in non-U.S. locations. (National Center for Employee Ownership)

Kraft Foods Excessive Fee Case Thrown Out
Excerpt:"A federal judge in Illinois has turned away allegations by 401(k) participants at Kraft Foods Global that recordkeeping fees paid to Hewitt Associates were too high and the company stock fund was improperly unitized."(PLANSPONSOR.com)

NCEO releases 2010 edition of Beyond Stock Options
The NCEO presents excerpts from the newly released 8th edition of Beyond Stock Options, a guide to phantom stock, restricted stock, stock appreciation rights, and other equity alternatives. (National Center for Employee Ownership (NCEO))

[Guidance Overview] Accounting for Stock Compensation Under FASB ASC Topic 718 (PDF)
13 pages. Excerpt:"Topic 718 creates a more'level playing field'for equity incentive design that is expected to result in the increased prevalence of full-value and performance-vesting awards, and a corresponding decline in plain-vanilla, tax qualified, and reload stock options, and employee stock purchase plans. This paper summarizes the mostpertinent provisions of accounting for stock compensation under Topic 718 and other related FASB and Securities and Exchange Commission (SEC) Topics."(Frederic W. Cook&Co., Inc.)

DOL Secretary Amicus Brief in Support of Appellant Requesting Reversal in re: Citigroup ERISA Litigation
Excerpt:"ARGUMENT: I. Under ERISA section 404(a)(1)(D), defendants had fiduciary duties with respect to the plans investment in employer stock, despite plan terms mandating such investment. II. The District Court erred in dismissing the case based on a presumption that the fiduciaries acted prudently in allowing the plan to purchase excessively risky employer stock at allegedly inflated prices. III. Fiduciaries had a duty not to mislead plan participants and to disclose information necessary for the protection of their benefits."(U.S. Department of Labor)

Pennsylvania Law Firm Considering Filing Stock Drop Lawsuit Against State Street Corporation with Potential Claims of ERISA Violations
Excerpt:"Attorney Howard G. Smith said his firm is investigating whether the State Street 401(k) Savings Plan or the Employee Stock Ownership Plan continued to invest in company stock after it was no longer prudent to do so and whether such actions represented a fiduciary breach under ERISA."(PLANSPONSOR.com)