Case 4:15-cv JAJ-HCA Document 34 Filed 10/14/15 Page 1 of 2 IN THE UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF IOWA

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1 Case 4:15-cv JAJ-HCA Document 34 Filed 10/14/15 Page 1 of 2 IN THE UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF IOWA KRYSTAL M. ANDERSON, And all others similarly situated, Plaintiff, vs. PRINCIPAL LIFE INSURANCE COMPANY; BENEFIT PLANS ADMINISTRATIVE COMMITTEE; and BENEFIT PLANS INVESTMENT COMMITTEE, Defendants. Civil Action No. 4:15-cv JAJ-HCA PLAINTIFF S MOTION FOR AN ORDER AWARDING REASONABLE ATTORNEY S FEES AND COSTS Plaintiff Krystal M. Anderson moves the Court, for the reasons set forth in the memorandum in support filed herewith, to enter an order awarding attorney s fees, costs and expenses incurred in the action, and a case contribution award in the amounts requested in the supporting memorandum of law. A proposed Order granting the motion and the Declarations of Gregory Y. Porter, Class Counsel, and Kay M. Johansen, local counsel, are filed with this motion. Dated: October 14, 2015 Respectfully submitted, _/S/ Gregory Y. Porter Gregory Y. Porter (admitted pro hac vice Bailey & Glasser LLP st Street, Suite 230 Washington, DC Tel: gporter@baileyglasser.com Kay M. Johansen Law Office of Kay M. Johansen 504 First Ave., N.E. Mt. Vernon, IA Tel: kay.johansen@kayjohansenlaw.com

2 Case 4:15-cv JAJ-HCA Document 34 Filed 10/14/15 Page 2 of 2 Attorneys for Plaintiff and the Classes 2

3 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 1 of 17 IN THE UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF IOWA KRYSTAL M. ANDERSON, And all others similarly situated, Plaintiff, vs. PRINCIPAL LIFE INSURANCE COMPANY; BENEFIT PLANS ADMINISTRATIVE COMMITTEE; and BENEFIT PLANS INVESTMENT COMMITTEE, Defendants. Civil Action No. 4:15-cv JAJ-HCA PLAINTIFF S MEMORANDUM OF LAW IN SUPPORT OF MOTION FOR AN ORDER AWARDING REASONABLE ATTORNEY S FEES AND COSTS

4 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 2 of 17 I. INTRODUCTION In this Action, Plaintiff alleges that two 401(k plans sponsored by Principal Life Insurance Company ( Principal Life, the Principal Select Savings Plan for Employees ( Savings Plan and the Principal Select Savings Plan for Individual Field ( Field Plan (together, the Plans, suffered losses from Defendants violations of ERISA. Defendants dispute these claims. Plaintiff sued under ERISA. The parties settled the lawsuit and Plaintiff sought preliminary approval and class certification. On July 30, 2015, the Court granted Plaintiff s unopposed motion for preliminary approval of the settlement, finding that the proposed settlement was within the range of reasonableness to warrant preliminary approval. (Preliminary Approval Order ( PAO (Dkt. 31. The Court also scheduled a Fairness Hearing for November 13, 2015, appointed Plaintiff s counsel as Class Counsel, and set a deadline of October 14, 2015 for filing the instant motion. Class Counsel have advanced this litigation from the initial consultation with their client through an intensive, two-session mediation process, to the consummation of a settlement awaiting approval by this Court. Class Counsel have committed services and resources and advanced costs to prosecute the case, all on a contingent basis with a substantial risk that none of this investment would be recovered. To date, no compensation has been received and no costs reimbursed. Class Counsel have, however, achieved through this uncompensated effort benefits for the Class worth at least an estimated $11.1 million, including a guaranteed $3 million cash settlement and structural changes to the Plans, including a 50% reduction in administrative fees on the Plans investments estimated to be at least $8.1 million in future retirement savings for the Plans current participants, a guaranteed reduction in cost for investment advice, and access to a broad array of non-principal Life 1

5 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 3 of 17 investments through a brokerage window. The settlement provides an immediate, meaningful and certain benefit to members of both classes. By this motion, Class Counsel seek an award of attorneys fees in the amount of $1 million, plus the actual costs they incurred in prosecuting this case to a successful conclusion through a negotiated settlement after nearly one-and-a-half years of active litigation. Pursuant to the negotiated settlement and the common fund doctrine, these amounts would be paid from the $3 million Settlement Fund negotiated by the parties; the remainder of the fund, after payment of costs incurred in connection with notice and settlement administration procedures, is to be distributed to Class Members pursuant to the proposed plan of allocation submitted to the Court for approval as part of Plaintiff s Unopposed Motion for an Order Granting Final Approval of Class Action Settlement and Approving a Plan of Allocation of the Settlement Proceeds. Given the recovery obtained, the complexity of the case, the quality of the work performed, and the risks involved in undertaking this litigation, the requested fee is fair and reasonable. The amount requested is reasonable in comparison to just the Settlement Fund, at one third of the recovery, and less than 10% of the total estimated monetary value of the settlement, a figure far below the typical fee awarded in cases such as this. This requested fee falls well within the range of attorneys fee awards courts have approved in other class actions. The reimbursement of litigation costs and expenses that Class Counsel are asking the Court to approve concern only the actual litigation costs and expenses incurred in the course of the litigation. Such litigation costs, in the total amount of $33,278.81, includes (i documented out-ofpocket charges for filing and other court fees; (ii documented travel expenses of Class Counsel for attending alternative dispute resolution sessions and court appearances; (iii consultant fees; (iv mediation fees; and (v miscellaneous research, copying, postage, and other similar costs. Counsel 2

6 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 4 of 17 will not seek reimbursement of direct expenses such as travel incurred in connection with the Fairness Hearing. This application for an award of reasonable fees and litigation expenses is filed pursuant to the Court s July 30, 2015 Preliminary Approval Order. (Dkt. No. 31. Settlement Class Members will, therefore, have adequate opportunity to register any objections they might have to Class Counsel s requests for fees and costs and the request for payment of a service award to the Plaintiff from the Settlement Fund. In the event that any such objections are filed, Plaintiff will provide the Court with further briefing addressing the substance of any objections. II. ARGUMENT A. Counsel should receive an award of reasonable fees and costs to be paid from the Settlement Fund. Federal Rule of Civil Procedure 23(h provides: In a certified class action, the court may award reasonable attorney s fees and nontaxable costs that are authorized by law or by the parties agreement. The Rule requires that an application for an award of fees be made by motion, that class members be provided the right to object to the motion and that the court hold a hearing and state its findings of facts and conclusions of law under Rule 52(a. Fed. R. Civ. P. 23(h(1-(3. Under the long-recognized common fund or common benefit doctrine, litigants or lawyers who recover a common fund for the benefit of a class of persons other than themselves are entitled to reasonable attorney s fees from the fund prior to the distribution of the balance to the class. Victor v. Argent Classic Convertible Arbitrage Fund L.P., 623 F.3d 82, 86 (2d Cir. 2010; see In re U.S. Bancorp Litigation, 291 F.3d 1035, 1038 (8th Cir (approving fee award out of common fund. The common fund doctrine is founded on the equitable principle that those who have profited from litigation should share its costs. In re Thirteen Appeals Arising Out of the San Juan Dupont Plaza 3

7 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 5 of 17 Hotel Fire Litig. 56 F.3d 295, 305 n. 6 (1st Cir Class action lawsuits are the prototypical example of instances where the common fund doctrine can apply. Victor, 623 F.3d at 86. The efforts of Plaintiff and her attorneys in prosecuting this case have resulted in a negotiated settlement conservatively valued at $11.1 million, including a common fund of $3 million for the Monetary Relief Class, a 50% reduction in administrative fees conservatively valued at $8.1 million in future retirement savings, and other substantial affirmative relief reducing costs and providing additional choice for the Structural Changes Class. Based on the above-described precedent, Class Counsel are entitled to and respectfully seek an award of fees and costs to be paid from the common fund prior to the distribution of the balance to Class Members. B. The percentage-of-the-fund method is the preferred method for determining the amount of attorneys fees to be awarded to Counsel. Courts in this circuit routinely award fees as a percentage of a common fund in class action cases to. See Barfield v. Sho-Me Power Electric Cooperative, No. 2:11-cv-4321, 2015 WL , at *4 (W.D. Mo. June 1, 2015 (citing cases from throughout the circuit awarding fees as a percentage of a common fund, including the Southern District of Iowa. It is the preferred analysis. Barfield, 2015 WL , at *3; Ramsey v. Sprint Communications Company, L.P., No. 4:11-CV-3211, 2012 WL , at *4 (D. Neb. Dec. 3, 2012; see also Johnston, 83 F.3d at 245 (citing the Report of the Third Circuit Task Force recommendation of the percentage of the benefit method; In re Thirteen Appeals Arising Out of San Juan Dupont Plaza Hotel Fire Litigation, 56 F.3d 295, 307 (1st Cir (identifying distinct advantages of the percentage of fund method. Several courts of appeal, recognizing these advantages, mandate the use of percentage of fund in common fund cases. See, e.g., Swedish Hospital Corp. v. Shalala, 1 F.3d 1261, (D.C. Cir. 1993; Camden I Condominium Association, Inc. v. Dunkle, 946 F.2d 768, (11th Cir

8 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 6 of 17 Pursuant to the above-discussed authorities, Plaintiff requests that the Court use the percentage of the fund approach to determine the reasonable compensation that should be paid to Class Counsel in this common fund case. There is no reason to deviate from this favored method for determining attorneys fees in common fund cases. C. The requested fee of $1 million, constituting one-third of the Settlement Fund and less than 10% of the total monetary settlement value, is reasonable compensation for the work performed and results obtained by Counsel in this case and should be approved. The Eighth Circuit has adopted the guidelines for determining attorneys fees set forth in Johnson v. Georgia Highway Express, Inc., 488 F.2d 714 (5th Cir Easley v. Anheuser-Busch, Inc., 758 F.2d 251, 266 n.25 (8th Cir The Eighth Circuit explains in Easley: The 12 factors are: (1 the time and labor required; (2 the novelty and difficulty of the questions; (3 the skill requisite to perform the legal service properly; (4 the preclusion of employment by the attorney due to acceptance of the case; (5 the customary fee; (6 whether the fee is fixed or contingent; (7 time limitations imposed by the client or the circumstances; (8 the amount involved and the results obtained; (9 the experience, reputation, and ability of the attorneys; (10 the undesirability of the case; (11 the nature and length of the professional relationship with the client; and (12 awards in similar cases. Easley, 758 F.2d at 266 n.25. Not all of the individual Johnson factors will apply in every case, so the court has wide discretion as to which factors to apply and the relative weight to assign to each. In re Xcel Energy, Inc. Securities, Derivative & ERISA Litigation, 364 F. Supp.2d 980, 993 (D. Minn Rarely are all of the Johnson factors applicable; this is particularly so in a common fund situation. Uselton v. Commercial Lovelace Motor Freight, Inc., 9 F.3d 849, 854 (10th Cir. 1993, cited in In re Xcel, 364 F. Supp.2d at 993. Courts in this circuit have looked to seven Johnson factors, in the following order of analysis, as applicable to a common fund case: (1 the benefit conferred on the class, (2 the risk to which plaintiffs counsel was exposed, (3 the difficulty and novelty of the legal and factual issues of the case, (4 the skill of the lawyers, both plaintiffs and defendants, (5 the time and labor 5

9 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 7 of 17 involved, (6 the reaction of the class, and (7 the comparison between the requested attorney fee percentage and percentages awarded in similar cases. Yarrington v. Solvay Pharmaceuticals, Inc., 697 F. Supp.2d 1057, 1062 (D. Minn (citing In re Xcel. 1. The settlement confers substantial benefits on the Class. The settlement provides valuable monetary and structural relief. First, there is a $3 million Settlement Fund which will be divided, net of fees and costs, among all participants who had a balance in the Plans during the class period. Second, there are structural changes to the Plans which, conservatively, provide at least $8.1 million in reduced fees and costs to the Plans participants over the next six years. Every dollar saved on fees is a dollar saved for retirement that will enjoy investment returns for many years to come. Specifically, Principal Life agreed to reduce administrative fees charged to the Plans by 50%, from an asset weighted 14 bps to 7 bps, and has agreed to keep this change in place for six years or forfeit the Class covenant not to sue over the administrative fees. The most recent publicly available financial statements for the Plans (for the year ending December 31, 2013 show combined total assets of approximately $1.935 billion. Without any growth in assets and without any positive investment returns, the Plans and participants will save approximately $8.1 million over the next six years. But this estimate is conservative. For example, the larger plan, the Savings Plan, has seen its assets grow from approximately $1 billion at the end of 2009 to approximately $1.75 billion at the end of 2013, a growth of 75% over four years due to both investment returns and contributions. Currently, we estimate that the Savings Plan has about two billion dollars in assets. Assuming just a 50% growth in assets (new contributions and investment earnings over the next six years, the Savings Plan and its participants will save an additional $2.5 million in fee reductions over the next six years above the approximately $8.1 million if the Plans asset remain unchanged. In other words, the savings go up as the assets go up in lock step. 6

10 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 8 of 17 In addition to these substantial monetary benefits, Principal Life, as record keeper, has agreed to charge participants the actual cost, with no markup, of third-party investment advice from Morningstar. Although Plaintiff cannot estimate the value of this change, it will reduce costs for every plan participant that uses this investment advisory service and lead directly to immediate retirement savings that will earn investment returns for many years to come. Finally, Principal Life will open a brokerage window through which the Plans participants can invest in an array of non- Principal Life investment options. These options may offer lower costs or different investment strategies, saving money or potentially increasing returns. In sum, this settlement provides an estimated monetary benefit of $11.1 to $13.6 million to members Class Members, without taking into account the additional value from reduced investment advisor costs and the brokerage window. Although it is impossible to determine what would have been recovered had Plaintiff have prevailed through litigation and obtained a judgment, this settlement provides a substantial damages recovery relative to the maximum that could have been recovered. At the preliminary approval hearing, the parties appeared to agree that Plaintiff s best possible damages recovery was approximately $19 million (Defendants disputed that this was a likely recovery, but conceded it was close to Plaintiff s best case outcome. Here, Plaintiff and Class Counsel have obtained a $3 million Settlement Fund, approximately 16% of the Plaintiff s maximum claimed damages. The cash payment as a percentage of claimed damages exceeds percentages approved by many courts. See, e.g., Behrens v. Wometco Enters., Inc., 118 F.R.D. 534, 542 (S.D. Fla.1988 (approving a 3-5% recovery and citing cases in support of the principle that a settlement can be satisfying even if it amounts to a hundredth or even a thousandth of a single percent of the potential recovery ; Newbridge Networks Sec. Litig., No , 1998 WL , at *2 (D.D.C. Oct. 23, 1998 ( an agreement that secures roughly six to twelve percent of a potential recovery... seems to be within the targeted range of 7

11 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 9 of 17 reasonableness ; In re Rite Aid Corp. Sec. Litig., 146 F. Supp. 2d 706, 715 (E.D. Pa (noting that since 1995, class action settlements have typically recovered between 5.5% and 6.2% of the class members estimated losses ; In re Linerboard Antitrust Litig., 296 F. Supp. 2d 568, 581 (E.D. Pa (citing cases. 2. Counsel faced substantial risk with this contingent representation. Counsel undertook this case on a fully contingent basis. Counsel will earn no fees and recover no costs unless Plaintiff achieves a recovery from the Defendants. No labor expenses or costs have been reimbursed by the Plaintiff or anyone else. When Class Counsel filed the Action, there were no assurances that any fees would be received. No other court had decided, or has yet decided, that claims similar to those of the Plaintiff are entitled to judgment as a matter of law. In addition, the law on the issue of what facts must be shown to establish actual knowledge of a breach of fiduciary duty sufficient to trigger ERISA s shorter statute of limitations was, and remains, ambiguous. Further, although ERISA claims are often certified as class actions, the outcome of class certification was far from certain here as was the scope of the class. These unknowns and others created great uncertainty as to whether Counsel would be able to defeat Defendants challenges to the pleadings and dispositive motions, get a class certified and have any chance at prevailing on the merits. Counsel were aware that they would likely have to expend thousands of hours, and hundreds of thousands of dollars, in prosecuting this case over an extended period of time before even having a possibility of recovering a fee. Class Counsel alone bore the risk of the case being dismissed at the pretrial stage, of not obtaining an order certifying a class, of not prevailing at trial, or even losing on appeal. 8

12 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 10 of The complaint alleged a new, and untested, theory of ERISA liability. This is the first case of which Counsel are aware to challenge, on ERISA conflict of interest grounds, the kinds of investment structures present in the Plans. Traditionally, ERISA challenges to plan expenses are based on a breach of the duty of prudence, or less commonly on a breach of the duty of loyalty in respect to the selection of investments. Here, Plaintiff alleged a novel theory regarding the way investments in the Plans were structured, and that this structure arose out of conflict of interest. Specifically, Plaintiff alleged that the Plans investments, all proprietary to Principal Life, were layered through pooled separate accounts and mutual funds, and that the mutual funds were themselves largely managed by persons other than Principal Life. Plaintiff alleged that at each layer, Principal added fees for a total markup of hundreds of percent which Principal itself retained. Principal, Plaintiff alleges, could have removed the mutual fund layer and contracted directly with the third party at a fraction of the Plans current fees. This theory was both legally and factually novel, without clear precedent on which Plaintiff or Defendants could rely, and Counsel should be appropriately compensated for accepting the challenge. Johnson, 488 F.2d at The skills of Counsel are demonstrated by a record of successful ERISA litigation and the results in this case. Counsel have successfully litigated ERISA class actions against numerous large financial companies, recovering tens of millions of dollars in monetary relief and securing changes in benefit plan conduct worth millions more. Plaintiff does not resubmit evidence of Class Counsel s qualifications here, but refers the Court to ECF Document No. 26-1, Declaration of Gregory Porter Exhibits A and B, which are Mr. Porter s resume and the Bailey & Glasser firm resume. Plaintiff also refers the Court to the record in this case, which demonstrates that Class Counsel have utilized an innovative litigation process which secured millions of dollars of relief for Class Members, rapidly, and with minimal consumption of judicial resources. 9

13 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 11 of Counsel invested significant time in this matter, through investigation, mediation, and ultimately this lawsuit and settlement. As of September 30, 2015, Counsel have spent almost 500 hours on the case. Although this case was filed after terms of settlement were reached, Class Counsel invested a year of work, approximately 167 hours (Porter Dec. 7, before Class Counsel s initial communication with Defendants about possible settlement. Counsel conducted extensive research and retained and consulted with a financial expert while preparing a draft complaint. Counsel then undertook the unusual, innovative step of contacting Principal Life pre-suit with the draft complaint and proposing mediation. The parties agreed to mediate and began a process of calls, s, mediation briefing, and exchange of data in conjunction with two all-day mediation sessions and numerous calls and s with the mediator, the Honorable Morton Denlow, a former magistrate judge with the Northern District of Illinois. This pre-suit process allowed the parties to test Plaintiff s claims in an accelerated and resource efficient manner in comparison with formal litigation, airing Principal s legal challenges and evaluating data in a manner similar to a motion to dismiss and early discovery, and all in a span of months rather than years. The benefits for judicial economy to the Court are manifest. Counsel note that the use of this non-traditional pre-suit mediation process with increased efficiencies necessarily reduced the number of hours invested by Counsel to achieve this valuable settlement, as well as the hours invested by defense counsel and the Court. This efficiency is a positive for all involved, from the Class Members to the Defendants, and it would create perverse incentive for counsel if a fee award was diminished because the case was more efficiently litigated. Although the percentage of the fund method is appropriate for this case, and a lodestar cross-check is not required in the 8th Circuit, Petrovic v. Amoco Oil Co., 200 F.3d 1140, 1157 (8th Cir. 1999, the requested fee is within the reasonable multiplier range for a contingent case, lodestar fee, 10

14 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 12 of 17 particularly given the unusually efficient and innovative litigation strategy which reduced the number of hours spent on the case and thus makes a lodestar measurement misleading. Counsel s lodestar is currently $240,150, Porter Dec. Ex. 1, and the requested fee results in a multiplier of just over four. Further, the lodestar calculation does not include: hours billed after September 30, 2015, including time spent on the motion for final approval and supporting papers; hours of persons who billed fewer than ten hours to the matter; hours spent by local counsel. Porter Dec In addition, Class Counsel will necessarily work substantial additional hours in preparing for and traveling to and from the Fairness Hearing and working with Defendants and the Settlement Administrator to implement the terms of the Settlement and the Plan of Allocation. Courts in this district award contingent fees with similar multipliers. See In re Charter Communications, Inc. Securities Litigation, 2005 WL , at *18 (E.D. Mo. June 30, 2005 (approving contingent fee with lodestar crosscheck multiplier of 5.61, and citing cases with multipliers above 5; In re Xcel, 364 F. Supp.2d, at 999 (awarding fees in a contingent case with a lodestar crosscheck multiplier of 4.7, and citing cases with similar multipliers. 6. The lack of objections indicate that the Class supports this settlement. The Settlement Administrator sent notices to almost 24,000 Settlement Class Members. Declaration of James Sean McGuire 4-6. As of October 13, 2015, no one has objected to the Settlement. Porter Dec. 8. As of October 13, 2015, only eleven class members, a tiny fraction, have opted-out. Porter Dec The requested fee as a percentage of total benefit to the Class is well below that awarded in other cases, and if measured in respect to only the Settlement Fund is the customary one-third. Plaintiff s requested fee is less than 10% of a conservatively estimated $11.1 million benefit of this settlement to the Class, a figure well below the usual range of attorney fee awards. Even as 1 Class Counsel did not include hours spent on the fee petition in its lodestar calculation. Id. 11

15 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 13 of 17 measured against only the Settlement Fund, ignoring the estimated value of $8.1 to $10.6 million in the form of structural relief, the fee is $33.3%. In ERISA class actions asserting breaches of fiduciary duties in the selection and retention of plan investment options and the reasonableness of defined contribution plan fees, the courts have consistently awarded one-third contingent fees. Krueger. v. Ameriprise Fin., Inc., No. 11-CV-02781, 2015 WL , at *2 (D. Minn. July 13, The requested fee is also well within the range of fees awarded in class actions generally. See, e.g., Barfield, 2015 WL , at *4 (awarding one-third fee, and citing cases awarding similar fees; Yarrington, 697 F. Supp.2d at (finding ample authority for a one-third fee award; Nelson v. Wal-Mart Stores, Inc., No. No. 2:04CV , 2009 WL , at *2 (E.D. Ark. Aug. 12, 2009 (approving one-third fee, and citing cases awarding fees of one-third or more; In re Xcel, 364 F. Supp.2d at (citing cases awarding fee percentages equal or similar to 33.3%. The moderate fee request, as compared with other cases and in comparison with total Class benefits weighs in favor of granting Counsel s fee request. D. The requested award of litigation costs is reasonable. It is well established that counsel who create a common fund like the one at issue are entitled to the reimbursement of litigation costs and expenses, which include such things as expert witness costs, mediation costs, computerized research, court reports, travel expenses, and copy, telephone, and facsimile expenses. Krueger, 2015 WL , at *3 (citing supporting authority. The Notice of Proposed Class Action Settlement advised the Class that Counsel would seek an Order permitting the payment of actual costs and expenses expended in prosecuting this action, to be paid from the Settlement Fund. Plaintiff seeks reimbursement from the Settlement Fund of the amount of $33,278.81, representing actual expenses and costs reasonably incurred in connection with this litigation. See Porter Dec. 5 and Ex 1. Counsel have submitted a list of these expenses by 12

16 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 14 of 17 category. See Porter Decl. Ex. 1. Almost two-thirds of the expenses were for consulting and mediation services. Class Counsel will provide itemized expenses should the Court require them. E. The requested case contribution award to the Plaintiff is reasonable. The Notice of Class Action Settlement advised Class Members that Class Counsel will seek approval for a Case Contribution Award not to exceed $5,000 for the named Plaintiff and class representative. Counsel believe that an award of $5,000 for the named Plaintiff is reasonable and request approval for that amount to be paid from the Settlement Fund. Payment of such an amount from the Settlement Fund is warranted to compensate the Plaintiff for the services provided to the Class in the prosecution of this case on behalf of the Class. Courts routinely recognize and approve incentive awards for class representatives and deponents. Wineland v. Casey's Gen. Stores, Inc., 267 F.R.D. 669, 677 (S.D. Iowa 2009 (approving $10,000 incentive award and citing authority. It is, ultimately, in the settlement terms that the class representatives judgment and the adequacy of their representation is either vindicated or found wanting. Id. The substantial recovery in this matter speaks to the value the named Plaintiff added to this case by having the courage to place her name on the complaint, now a matter of public and more importantly, Google record, in addition to providing statements and documentation regarding her participation in the Savings Plan, participating in interviews with Counsel, reviewing the Complaint, and discussing and approving the settlement. Both the permanent, public record of this litigation and Plaintiffs substantial contributions warrant an award here. The Case Contribution Award requested is consistent with awards in other cases. See Krueger, 2015 WL , at *3 (awarding $25,000 where named plaintiff played a more active role; Lees v. Anthem Ins. Companies Inc., No. 4:13CV1411, 2015 WL , at *4 (E.D. Mo. June 10, 2015 (awarding $10,000 where named plaintiff played a similar role to Plaintiff here; Risch v. Natoli 13

17 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 15 of 17 Engineering Co., LLC, 2012 WL , at *3 (E.D. Mo. Sept. 24, 2012 (approving an incentive award of $5,000, and citing cases awarding between $4,000 and $30,000; In re Iowa Ready-Mix Concrete Antitrust Litigation, No. C , 2011 WL , at *5 (N.D. Iowa Nov. 9, 2011 (approving $10,000 inventive award; Wineland, 267 F.R.D. at 677. The Case Contribution Award requested here is considerably more modest than incentive payments that have been approved for class representatives in other cases in this circuit. See, e.g., In re Puerto Rican Cabotage, 815 F.Supp.2d at (approving payment of $8,000 for each of six plaintiffs, even though none had been deposed or subjected to discovery requests; In re Relafen, 231 F.R.D. at 82 (approving incentive awards in the range of $8,000 to $14,000 for three categories of named plaintiffs; In re Lupron, 228 F.R.D. 75, 98 (D. Mass 2005 (approving incentive awards in the range of $2,500 to $25,000, including $5,000 for consumer plaintiffs who were deposed and $25,000 for institutional plaintiffs, for a total of $100,000; Bussie v. Allamerica Fin. Corp., 1999 WL , *3 (approving incentive awards in the amount of $5,000 each for four named plaintiffs in In short, without Plaintiff s valuable contributions to this case, thousands of class members would not have received substantial retirement savings. Accordingly, Class Counsel respectfully request that the Court approve this payment, in addition to the attorneys fees and litigation costs discussed above. III. CONCLUSION The settlement now before the Court represents the culmination of an intense year of adversarial engagement, from investigation through an intensive mediation process conducted with the assistance of an experienced former federal judge, to this lawsuit and the approval of the settlement. The settlement s monetary and non-monetary relief represent an excellent recovery for the Class given the risks involved in continued litigation. The amounts requested above for 14

18 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 16 of 17 attorneys fees, litigation costs, and Case Contribution Award are demonstrably reasonable. Accordingly, Counsel respectfully request that the Court approve the amounts requested in their entirety. Dated: October 14, 2015 Respectfully submitted, _/S/ Gregory Y. Porter Gregory Y. Porter (admitted pro hac vice Bailey & Glasser LLP st Street, NW Suite 230 Washington, DC Tel: Kay M. Johansen Law Office of Kay M. Johansen 504 First Ave., N.E. Mt. Vernon, IA Tel: Attorneys for Plaintiff 15

19 Case 4:15-cv JAJ-HCA Document 34-1 Filed 10/14/15 Page 17 of 17 CERTIFICATE OF SERVICE of record. I hereby certify that on October 14, 2015, I served the foregoing via CM/ECF on all counsel /s/ Gregory Y. Porter Gregory Y. Porter

20 Case 4:15-cv JAJ-HCA Document 34-2 Filed 10/14/15 Page 1 of 3 IN THE UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF IOWA KRYSTAL M. ANDERSON, And all others similarly situated, Plaintiff, vs. PRINCIPAL LIFE INSURANCE COMPANY; BENEFIT PLANS ADMINISTRATIVE COMMITTEE; and BENEFIT PLANS INVESTMENT COMMITTEE, Defendants. Civil Action No. 4:15-cv JAJ-HCA ORDER AWARDING REASONABLE ATTORNEY S FEES AND COSTS AND CASE CONTRIBUTION FEE WHEREAS, Plaintiff in the above-captioned lawsuit (the Action on behalf of herself and the Settlement Class, and Defendants Principal Life Insurance Company; Benefit Plans Administrative Committee; and Benefit Plans Investment Committee ( Defendants, have entered into a Class Action Settlement Agreement dated June 29, 2015, (the Settlement Agreement, that provides for a complete dismissal with prejudice of all claims asserted in the Action against Defendants by Settlement Class Members on the terms and conditions set forth in the Settlement Agreement, subject to the approval of this Court (the Settlement ; WHEREAS, unless otherwise defined in this Order, the capitalized terms herein shall have the same meaning as they have in the Agreement; WHEREAS, by Order dated July 30, 2015 (the Preliminary Approval Order, this Court (1 conditionally certified the Settlement Classes and appointed Class Counsel, (2 preliminarily approved the Settlement; (3 directed notice to Monetary Relief Class Members and approved the plan and form of Notice; (4 appointed a settlement administrator; (5 scheduled a fairness hearing;

21 Case 4:15-cv JAJ-HCA Document 34-2 Filed 10/14/15 Page 2 of 3 and (6 scheduled a hearing on Plaintiff s counsel s motion for fees and costs and the payment of Case Contribution Fee; WHEREAS, due and adequate notice has been given to the Class; WHEREAS, the Court conducted a hearing on November 13, 2015 (the Fairness Hearing to consider, among other things, (a whether the proposed Settlement on the terms and conditions provided for in the Agreement is fair, reasonable, adequate and in the best interests of the Settlement Classes and should be approved by the Court; (b whether a Judgment substantially in the form attached as Exhibit B to the Agreement should be entered dismissing with prejudice all claims asserted in the Action against Defendants with respect to Settlement Class Members; (c whether the proposed Plan of Allocation for the proceeds of the Settlement is fair and reasonable and should be approved; (d whether the motion by Plaintiff s Counsel for an award of attorneys fees and reimbursement of litigation expenses and for a Case Contribution Fee should be approved; and WHEREAS, the Court having reviewed and considered the Agreement, all papers filed and proceedings held herein in connection with the Settlement, all oral and written comments received regarding the proposed Settlement and Plaintiff s Motion for Motion For An Order Awarding Reasonable Attorney s Fees And Costs, and the record in the Action, and good cause appearing therefor as set forth in the Court s Judgment; NOW, THEREFORE, IT IS HEREBY ORDERED, ADJUDGED AND DECREED: 1. The Court awards Class Counsel attorney s fees in the amount of. 2. The Court awards Class Counsel costs and expenses incurred in connection with this Action in the amount of. 3. The Court awards Plaintiff Krystal M. Anderson a case contribution fee in the amount of. 2

22 Case 4:15-cv JAJ-HCA Document 34-2 Filed 10/14/15 Page 3 of 3 SO ORDERED this day of, The Honorable John A. Jarvey United States District Judge 3