Defendants shall deposit Four Million Seven Hundred Fifty Thousand U.S. Dollars ($4,750,000.00) not later than ten (10) calendar days following the Court’s preliminary approval of the Settlement or Named Plaintiffs’ counsel providing Defendants’ counsel with wire transfer instructions, whichever is later, into an interest-bearing escrow account (the “Escrow Account”) at a financial institution (the “Escrow Agent”) identified by Class Counsel and consented to by Defendants. The net amount in the Escrow Account, after payment of Court-approved attorneys’ fees and expenses, the Case Contribution Awards and other administrative expenses associated with the Settlement (the “Net Settlement Fund”), will be allocated to members of the Settlement Class according to a Plan of Allocation to be approved by the Court if and when the Court enters an order finally approving the Settlement.
As part of the Settlement, Defendants are also required to provide certain non-monetary relief. During this litigation, the Company Stock Fund was frozen on February 1, 2016. The freeze will continue such that no new contributions are permitted. Additionally, there will be immediate vesting of Company contributions for participants whose date of hire is on or before December 31, 2010; all participants whose date of hire is on or after January 1, 2011 (or who resume employment after that date and are not previously vested) shall be 100% vested in his/her matching account balance on the earlier of (i) the date he/she has completed two (2) years of vesting service regardless of his/her age, (ii) has incurred a disability, or (iii) on his/her date of death; the preceding vesting schedules will not be decreased for at least three years. Moreover, all matching contributions will be funded in cash for at least the next three years, and the Plan’s fiduciaries will receive enhanced training.
Defendants have agreed to pay all of the fees, expenses, and costs incurred to provide this non-monetary relief, which is further described in the Settlement Agreement.