Kifafi v. Hilton Hotels Retirement

District Court, District of Columbia·Decided March 19, 2025·No. Civil Action No. 1998-1517·Published

Opinion

UNITED STATES DISTRICT COURT FOR THE DISTRICT OF COLUMBIA

JAMAL J. KIFAFI, individually, and on behalf of all others similarly situated,

Plaintiff,

v. Civil Action No. 98-1517 (CKK)

HILTON HOTELS RETIREMENT PLAN, et al.,

Defendants.

MEMORANDUM OPINION

(March 19, 2025)

Now pending before the Court are Plaintiff’s [463] Motion for Post-Judgment Discovery and Accounting and [467] Motion for Leave to Supplement the Record in Support of the Motion for Post-Judgment Discovery. Upon consideration of the parties’ submissions,1 the relevant legal authority, and the entire record, the Court shall GRANT Plaintiff’s [467] Motion for Leave to Supplement the Record and DENY WITHOUT PREJUDICE Plaintiff’s [463] Motion for Post- Judgment Discovery.

1 The Court’s consideration has focused on the following documents, including the attachments and exhibits thereto:

• Plaintiff’s Motion for Post-Judgment Discovery and Accounting (“Pl.’s Mot.”), ECF No. 463;

• Defendants’ Opposition to Plaintiff’s Motion for Post-Judgment Discovery and Accounting (“Defs.’

Opp’n”), ECF No. 464;

• The Declaration of Amy Dennard (“Dennard Decl.”), ECF No. 465;

• Plaintiff’s Reply in Support of the Motion for Post-Judgment Discovery and Accounting (“Pl.’s Reply”), ECF No. 466;

• Plaintiff’s Motion for Leave to Supplement the Record in Support of Motion for Post-Judgment Discovery and Accounting, ECF No. 467;

• Defendant’s Opposition to Plaintiff’s Motion for Leave to Supplement the Record in Support of Motion for Post-Judgment Discovery and Accounting, ECF No. 468; and • Plaintiff’s Reply in Support of the Motion for Leave to Supplement the Record in Support of Motion for Post-Judgment Discovery and Accounting, ECF No. 469.

In an exercise of its discretion, the Court concludes that oral argument is not necessary to the resolution of the issues pending before the Court. See LCvR 7(f).

I. BACKGROUND

Plaintiff Jamal J. Kifafi worked for Hilton Hotels Corporation in Washington, D.C., for a total of about ten years between 1975 and 1993. See Compl., ECF No. 1, ¶¶ 1, 19. In June 1998, he filed this action, alleging that Hilton set up its retirement plan in a way that violated a federal statute and was unfair to workers. See id. Specifically, he argued that the Hilton Hotels Retirement Plan had violated the Employee Retirement Security Act of 1974 (“ERISA”), 29 U.S.C. § 1001 et seq., by improperly “backloading” retirement benefits accruals toward the end of employees’ careers, failing to provide an early retirement benefit for some eligible employees, failing to maintain sufficient data to pay benefits to surviving spouses of former employees, failing to provide required benefit statements and Plan documents, and breaching fiduciary duties to Plan participants. Compl. ¶¶ 40–56; see also Am. Compl., ECF No. 36, ¶¶ 40–56.

The ensuing litigation has been the subject of seventeen prior opinions of this Court. See ECF Nos. 34, 102, 164, 169, 202, 233, 257, 277, 281, 293, 304, 313, 331, 376, 400, 414, 434. The parties have also taken four appeals from this Court’s decisions. See ECF Nos. 260, 298, 435, 459. The Court recites here only the history most relevant to the pending motions.

Early in the history of this case, the Court certified one “benefit-accrual class” and four “service-counting” classes in connection with Kifafi’s claims. See 189 F.R.D. 174, 180 (D.D.C. 1999) (certifying benefit-accrual class); 228 F.R.D. 382, 389 (D.D.C. 2005) (certifying service- counting classes). This Court later granted in part Kifafi’s motion for summary judgment, concluding that Hilton had violated ERISA’s anti-backloading provision, 29 U.S.C. § 1054(b)(1), and had violated some of the Plan’s vesting provisions. See 616 F. Supp. 2d 7, 24, 29–30 (D.D.C. 2009). The Court concluded that benefit-accrual class members were “entitled to receive the benefits they would have accrued had the Plan complied” with the relevant anti-backloading rule.

Id. at 24. But the Court reserved decision on the exact equitable remedies to be awarded pending further briefing. Id. at 39–40.

After further briefing, the Court entered a permanent injunction ordering Hilton to (1)

amend the Plan’s benefit accrual formula to remedy the backloading violation; (2) “send a notice and claim form” to members of one of the service-counting classes who may be entitled to additional service credit for vesting purposes; (3) “provide Plaintiff’s counsel with revised calculations of benefits and vesting service” for individual class members “whose status cannot be determined by the Court without individualized inquiry”; (4) “award back payments” for all class members for increased benefits that should have been paid in the past; and (5) “commence increased benefits for all class members” eligible to receive those benefits. Order (Aug. 31, 2011), ECF No. 258, at 7–9, 11; see also 736 F. Supp. 2d 64 (D.D.C. 2010) (opinion accompanying initial remedial order); 826 F. Supp. 2d 25 (D.D.C. 2011) (opinion accompanying final remedial order); 825 F. Supp. 2d 298 (D.D.C. 2011) (opinion accompanying order on amendments to remedial plan).

The Court set timelines for Hilton to come into compliance with each of these obligations.

First, the Court ordered Hilton to file proposed amendments to the Plan “by no later than October 24, 2011.” Order (Aug. 31, 2011), ECF No. 258, at 7. Second, the Court ordered Hilton to send the required notice and claim form to covered class members “by no later than November 15, 2011.” Id. at 7. Third, the Court ordered Hilton to give Plaintiff’s counsel “revised calculations of benefits and vesting service” for certain individual class members “[a]s soon as administratively feasible, and by no later than November 1, 2011.” Id. at 8. Finally, the Court ordered Hilton to “award back payments and commence increased benefits for all class members” “[a]s soon as administratively feasible, and by no later than January 1, 2012.” Id. at 9.

The parties appealed the Court’s rulings on liability and remedies to the U.S. Court of Appeals for the D.C. Circuit, which affirmed this Court’s rulings in full. See Kifafi v. Hilton Hotels Ret. Plan, 701 F.3d 718, 733 (D.C. Cir. 2012).

This Court initially stated that it would “retain continuing and exclusive jurisdiction over the parties and over the administration and enforcement of [its remedial order] for a period of two (2) years.” See Order (Aug. 31, 2011), ECF No. 258, at 10–11. However, on Hilton’s motion, the Court stayed the enforcement of the anti-backloading provisions of the Court’s remedial order “until thirty days after the exhaustion of Defendants’ appeal.” See Mem. Op. & Order (Jan. 19, 2012), ECF No. 313, at 11; see also Notice of Appeal, ECF No. 260. The two-year period envisioned in the Court’s remedial order therefore did not begin to run until February 23, 2013, which was thirty days after the Court received the mandate of the D.C. Circuit following Hilton’s appeal of the Court’s liability and remedies rulings. See Mandate, ECF No. 340. Accordingly, this Court determined that the two-year period of “exclusive and continuing jurisdiction” described in the remedial order would expire on February 23, 2015. See 79 F. Supp. 3d 93, 97 (D.D.C. 2015), on reconsideration in part, 107 F. Supp. 3d 154 (D.D.C. 2015), modified, 124 F. Supp. 3d 27 (D.D.C. 2015), aff’d, 752 F. App’x 8 (D.C. Cir. 2019).

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