Common use of WHAT IS THE ACTION ABOUT Clause in Contracts

WHAT IS THE ACTION ABOUT. The Action claims that under XXXXX, the Defendants owed fiduciary duties of loyalty, care, and prudence to the Plan and that they violated those duties in connection with the selection and monitoring of the Plan’s investment options. During the Class Period, participants in the Plan were able to allocate their account balances among various investment funds. Named Plaintiffs allege that because the Plan had over $260 million dollars in assets, it had substantial bargaining power regarding the fees and expenses that were charged against participants’ investments. Named Plaintiffs further allege that Defendants, however, did not try to reduce the Plan’s expenses and selected for the Plan individual investment options that purportedly charged excessive fees compared to “similar” investment options available to the Plan. Additionally, Named Plaintiffs allege Defendants failed to prudently monitor the recordkeeping fees charged to Plan participants. Recordkeeping in simple terms refers to the suite of administrative services provided to retirement plan participants such as enrollment, implementing participants’ investment selections, maintaining the plan website and call center, and providing individual account statements to participants. THE DEFENSES IN THE ACTION Defendants deny all of the claims and allegations made in the Action and deny that they ever engaged in any wrongful conduct. If the Action were to continue, Defendants would raise numerous defenses to liability, including but not limited to: Defendants did not engage in any of the allegedly improper conduct charged in the Complaint; Defendants reasonably and prudently managed the Plan’s investment options and fees and fulfilled all of their fiduciary obligations; The Plan’s investment options were and are reasonable, prudent, and sound investment options for Plan participants; Even if a court were to determine that Defendants failed to discharge any duty under ERISA, any such breach of fiduciary duty did not cause the Plan or its participants to suffer any loss. THE ACTION HAS BEEN AGGRESSIVELY LITIGATED Class Counsel has extensively investigated the allegations in the Action. Among other efforts, Class Counsel reviewed Plan-governing documents and materials, communications with Plan participants, U.S. Department of Labor filings, news articles and other publications, and other documents regarding the general and specific matters that were alleged in the original complaint filed on July 7, 2020 and the amended complaint filed on November 11, 2020. In the amended complaint (referred to here as the “Complaint”), Plaintiffs allege that Defendants breached the fiduciary duties of prudence and loyalty under ERISA by selecting for the Plan individual investment options that purportedly charged excessive fees compared to “similar” investment options available to the Plan. Plaintiffs also allege that Defendants allowed the Plan to pay excessive administrative expenses. This matter was set to go to trial on July 5, 2022. Over the last months leading up to settlement, the Parties began to engage in discovery, and were litigating Defendants’ motion to dismiss.

WHAT IS THE ACTION ABOUT. The Action claims that under XXXXX, the Defendants owed fiduciary duties of loyalty, care, care and prudence to the Plan and that they violated those duties in connection with the selection and monitoring of the Plan’s investment optionsoptions and service providers. During the Class Period, participants in the Plan were able to allocate their account balances among various investment funds. Named Plaintiffs allege that because the Plan had over $260 million dollars in assets, it had substantial bargaining power regarding the fees and expenses that were charged against participants’ investmentscharged. Named Plaintiffs further allege that Defendants, however, Defendants did not try exercise appropriate judgment to reduce the Plan’s expenses and selected for scrutinize each investment option that was offered in the Plan individual investment options that purportedly charged excessive fees compared to “similar” investment options available to the Planensure it was prudent. Additionally, Named Plaintiffs allege Defendants failed to prudently monitor the recordkeeping fees charged to Plan participants. Recordkeeping in simple terms refers to the suite of administrative services provided to retirement plan participants such as enrollment, implementing participants’ investment selections, maintaining the plan website and call center, and providing individual that generally includes provision of account statements to participants. THE DEFENSES IN THE ACTION Defendants deny all of the claims and allegations made in the Action and deny that they ever engaged in any wrongful conduct. If the Action were to continue, the Defendants would raise numerous defenses to liability, including but not limited toincluding: • Defendants did not engage in any of the allegedly improper conduct charged in the Complaint; • Defendants reasonably and prudently managed the Plan’s investment options and fees fees, as well as all recordkeeping fees, and fulfilled all of their fiduciary obligations; • The Plan’s investment options were and are reasonable, prudent, and sound investment options for Plan participants; • Even if a court were to determine that Defendants failed to discharge any duty under ERISA, any such breach of fiduciary duty did not cause the Plan or its participants to suffer any loss. THE ACTION HAS BEEN AGGRESSIVELY LITIGATED SETTLEMENT DISCUSSIONS After filing the Complaint, and prior to Defendants filing a response, the Parties embarked on serval months of arms- length negotiations over a potential resolution to the matter. During this process, Class Counsel has extensively investigated engaged several experts to assist in evaluating the allegations merits and potential damages in the Action. Among other effortsThe Parties’ negotiations concerning a possible compromise and settlement of the Action were extensive, Class Counsel reviewed Planincluded face-governing documents and materials, communications with Plan participants, U.S. Department of Labor filings, news articles and other publicationsto-face meetings, and other documents regarding the general and specific matters that were alleged eventually resulted in the original complaint filed on Parties agreeing to a proposed Settlement. The Parties subsequently negotiated the specific terms of the Settlement Agreement and related documents. On July 7, 2020 and the amended complaint filed on November 11, 2020. In the amended complaint (referred to here as the “Complaint”), Plaintiffs allege that Defendants breached the fiduciary duties of prudence and loyalty under ERISA by selecting for the Plan individual investment options that purportedly charged excessive fees compared to “similar” investment options available to the Plan. Plaintiffs also allege that Defendants allowed the Plan to pay excessive administrative expenses. This matter was set to go to trial on July 58, 2022. Over , Named Plaintiffs filed a motion seeking preliminary approval of the last months leading up to settlement, the Parties began to engage in discovery, and were litigating Defendants’ motion to dismissSettlement as well as seeking related relief.

WHAT IS THE ACTION ABOUT. The Action claims that under XXXXX, the Defendants owed fiduciary duties of loyalty, care, care and prudence to the Plan and that they violated those duties in two primary ways. First, in connection with the selection and monitoring of the Plan’s investment optionsoptions and service providers. During the Class Period, participants in the Plan were able to allocate their account balances among various investment funds. Named Plaintiffs allege that because the Plan had over $260 million dollars in assets, it had substantial bargaining power regarding the fees and expenses that were charged against participants’ investmentscharged. Named Plaintiffs further allege that Defendants, however, Defendants did not try exercise appropriate judgment to reduce the Plan’s expenses and selected for scrutinize each investment option that was offered in the Plan individual investment options that purportedly charged excessive fees compared to “similar” investment options available to the Planensure it was prudent. AdditionallySecond, Named Plaintiffs allege Defendants failed to prudently monitor the recordkeeping fees charged to Plan participants. Recordkeeping in simple terms refers to the suite of administrative services provided to retirement plan participants such as enrollment, implementing participants’ investment selections, maintaining the plan website and call center, and providing individual that generally includes provision of account statements to participants. THE DEFENSES IN THE ACTION Defendants deny all of the claims and allegations made in the Action and deny that they ever engaged in any wrongful conduct. If the Action were to continue, the Defendants would raise numerous defenses to liability, including but not limited toincluding: • Defendants did not engage in any of the allegedly improper conduct charged in the Complaint; • Defendants reasonably and prudently managed the Plan’s investment options and fees fees, as well as all recordkeeping fees, and fulfilled all of their fiduciary obligations; • The Plan’s investment options were and are reasonable, prudent, and sound investment options for Plan participants; • Even if a court were to determine that Defendants failed to discharge any duty under ERISA, any such breach of fiduciary duty did not cause the Plan or its participants to suffer any loss. THE ACTION HAS BEEN AGGRESSIVELY LITIGATED Class Counsel has extensively investigated the allegations in the Action. Among other efforts, Class Counsel reviewed Plan-governing documents and materials, communications with Plan participants, U.S. Department of Labor filings, news articles and other publications, and other documents regarding the general and specific matters that were alleged in the original complaint filed on July 7, 2020 and the amended complaint filed on November 11, 2020. In the amended complaint (referred to here as the “Complaint”), Plaintiffs allege that Defendants breached the fiduciary duties of prudence and loyalty under ERISA by selecting for the Plan individual investment options that purportedly charged excessive fees compared to “similar” investment options available to the Plan. Plaintiffs also allege that Defendants allowed the Plan to pay excessive administrative expenses. This matter was set to go to trial on July 5, 2022. Over the last months leading up to settlement, the Parties began to engage in discovery, and were litigating Defendants’ motion to dismiss.LITIGATED

WHAT IS THE ACTION ABOUT. The Class Action claims that under XXXXX, the Defendants owed fiduciary duties of loyalty, care, care and prudence to the Plan and that they violated those duties in connection with the selection and monitoring of the Plan’s investment optionsoptions and service providers. During the Class Period, participants in the Plan were able to allocate their account balances among various investment funds. Named Plaintiffs allege that because the Plan had over $260 million dollars in assets, it had substantial bargaining power regarding the fees and expenses that were charged against participants’ investmentscharged. Named Plaintiffs further allege that Defendants, however, Defendants did not try exercise appropriate judgment to reduce the Plan’s expenses and selected for scrutinize each investment option that was offered in the Plan individual investment options that purportedly charged excessive fees compared to “similar” investment options available to the Planensure it was prudent. Additionally, Named Plaintiffs allege Defendants failed to prudently monitor the recordkeeping fees charged to Plan participants. Recordkeeping in simple terms refers to the suite of administrative services provided to retirement plan participants such as enrollment, implementing participants’ investment selections, maintaining the plan website and call center, and providing individual that generally includes provision of account statements to participants. THE DEFENSES IN THE ACTION Defendants deny all of the claims and allegations made in the Class Action and deny that they ever engaged in any wrongful conduct. If the Class Action were to continue, the Defendants would raise numerous defenses to liability, including but not limited toincluding: • Defendants did not engage in any of the allegedly improper conduct charged in the Complaint; • Defendants reasonably and prudently managed the Plan’s investment options and fees fees, as well as all recordkeeping fees, and fulfilled all of their fiduciary obligations; • The Plan’s investment options were and are reasonable, prudent, and sound investment options for Plan participants; • Even if a court were to determine that Defendants failed to discharge any duty under ERISA, any such breach of fiduciary duty did not cause the Plan or its participants to suffer any loss. THE ACTION HAS BEEN AGGRESSIVELY LITIGATED Class Counsel has extensively investigated the allegations in the Class Action. Among other efforts, Class Counsel reviewed Plan-governing documents and materials, communications with Plan participants, U.S. Department of Labor filings, news articles and other publications, and other documents regarding the general and specific matters that were alleged in the original complaint Complaint filed on July 7, 2020 and the amended complaint filed on November 11May 26, 2020. In On August 7, 2020, Defendants filed a motion to dismiss the amended complaint (referred to here as the “Complaint”). After full briefing on Defendants’ motion, Plaintiffs allege that Defendants breached the fiduciary duties of prudence and loyalty under ERISA by selecting for the Plan individual investment options that purportedly charged excessive fees compared to “similar” investment options available to the Plan. Plaintiffs also allege that Defendants allowed the Plan to pay excessive administrative expenses. This matter was set to go to trial on July 5February 9, 2022. Over the last months leading up to settlement2021, the Parties began to engage Court granted in discovery, part and were litigating denied in part Defendants’ motion to dismiss. Specifically, the Court concluded Plaintiffs could proceed with the following claims: (1) Count I (asserted against the Land O’Lakes Retirement Plan Committee and its members) for failure to prudently manage the Plan’s assets because during the Class Period, Defendants failed to, among other things, utilize lower fee share classes for certain funds in the Plan and failed to monitor or control the Plan’s recordkeeping expenses; and (2) Count II (asserted against Land O’Lakes and its Board of Directors) for failure to adequately monitor other fiduciaries. On July 6, 2021, the Parties filed a Joint Motion to Stay Proceedings while they mediated.

WHAT IS THE ACTION ABOUT. The Action claims that under XXXXX, the Defendants owed fiduciary duties of loyalty, care, and prudence to the Plan and that they violated those duties in connection with the selection and monitoring of the Plan’s investment options. During the Class Period, participants in the Plan were able to allocate their account balances among various investment funds. Named Plaintiffs allege that because the Plan had over $260 million nearly half a billion dollars in assets, it had substantial bargaining power regarding the fees and expenses that were charged against participants’ investments. Named Plaintiffs further allege that Defendants, however, did not try to reduce the Plan’s expenses and selected for or exercise appropriate judgment to scrutinize each investment option that was offered in the Plan individual investment options that purportedly charged excessive fees compared to “similar” investment options available to the Planensure it was prudent. Additionally, Named Plaintiffs allege Defendants failed to prudently monitor the recordkeeping fees charged to Plan participants. Recordkeeping in simple terms refers to the suite of administrative services provided to retirement plan participants such as enrollment, implementing participants’ investment selections, maintaining the plan website and call center, and providing individual that generally includes provision of account statements to participants. THE DEFENSES IN THE ACTION Defendants deny all of the claims and allegations made in the Action and deny that they ever engaged in any wrongful conduct. If the Action were to continue, the Defendants would raise numerous defenses to liability, including but not limited toincluding: • Defendants did not engage in any of the allegedly improper conduct charged in the Complaint; • Defendants reasonably and prudently managed the Plan’s investment options and fees and fulfilled all of their fiduciary obligations; • The Plan’s investment options were and are reasonable, prudent, and sound investment options for Plan participants; • Even if a court were to determine that Defendants failed to discharge any duty under ERISA, any such breach of fiduciary duty did not cause the Plan or its participants to suffer any loss. THE ACTION HAS BEEN AGGRESSIVELY LITIGATED Class Counsel has extensively investigated the allegations in the Action. Among other efforts, Class Counsel reviewed Plan-governing documents and materials, communications with Plan participants, U.S. Department of Labor filings, news articles and other publications, and other documents regarding the general and specific matters that were alleged in the original complaint filed on July 7January 8, 2020 2020. Following the filing of the initial complaint, in January and February 2020, the amended complaint Parties engaged in informal discovery regarding the allegations in the complaint. Through this informal discovery, Defendants produced various disclosures and other documents regarding the fees associated with the Brenntag Plan, investment statements for some of the named Plaintiffs, and information from the Brenntag Plan’s recordkeeper, Transamerica. After this discovery, Plaintiffs filed the Complaint against Defendants on November 11March 20, 2020. In the amended complaint (referred to here as the “Complaint”), Plaintiffs allege that Defendants breached the fiduciary duties of prudence and loyalty under ERISA by selecting for the Plan individual investment options that purportedly charged excessive fees compared to “similar” investment options available to the Plan. Plaintiffs also allege that Defendants allowed the Plan to pay excessive administrative expenses. This matter was set Prior to go Defendants filing a motion to trial on July 5, 2022. Over the last months leading up to settlementdismiss, the Parties began begun to engage in discoverydiscuss the possibility of an early resolution of this matter through mediation. In order to focus their efforts on resolving this matter, and were litigating Defendantsthe Parties asked the Court to stay the litigation pending the outcome of settlement talks. The Court granted the Parties’ motion request to dismissstay the litigation on April 7, 2020.