Michelle Mills v. Molina Healthcare, Inc.

Opinion

Case 2:22-cv-01813-SB-GJS Document 117 Filed 11/29/22 Page 1 of 17 Page ID #:1713

7 10 MICHELLE MILLS, et al., 11 Case No. 2:22-cv-01813-SB-GJS Plaintiffs, 12 [PROPOSED] STIPULATED v. PROTECTIVE ORDER1 13 MOLINA HEALTHCARE, INC., et al., Judge: Hon. Stanley Blumenfeld Jr. 14 Defendants. Magistrate: Hon. Gail J. Standish 15

16 17 1. A. PURPOSES AND LIMITATIONS 18 Discovery in this action is likely to involve production of confidential, 19 proprietary or private information for which special protection from public 20 disclosure and from use for any purpose other than prosecuting this litigation may 21 be warranted. Accordingly, the parties hereby stipulate to and petition the Court to 22 enter the following Stipulated Protective Order. The parties acknowledge that this 23 Order does not confer blanket protections on all disclosures or responses to 24 discovery and that the protection it affords from public disclosure and use extends 25 only to the limited information or items that are entitled to confidential treatment 26 under the applicable legal principles. 27 28 1 This Stipulated Protective Order is substantially based on the model protective order provided under Magistrate Judge Gail J. Standish’s Procedures. Case 2:22-cv-01813-SB-GJS Document 117 Filed 11/29/22 Page 2 of 17 Page ID #:1714

2 This action is likely to involve confidential and proprietary materials and 3 information for which special protection from public disclosure and from use for 4 any purpose other than prosecution of this action is warranted. Such confidential 5 and proprietary materials and information consist of, among other things, 6 confidential business or financial information, information regarding confidential 7 business practices, or other confidential research, development, or commercial 8 information (including information implicating privacy rights of third parties), 9 information otherwise generally unavailable to the public, or which may be 10 privileged or otherwise protected from disclosure under state or federal statutes, 11 court rules, case decisions, or common law. Accordingly, to expedite the flow of 12 information, to facilitate the prompt resolution of disputes over confidentiality of 13 discovery materials, to adequately protect information the parties are entitled to keep 14 confidential, to ensure that the parties are permitted reasonable necessary uses of 15 such material in preparation for and in the conduct of trial, to address their handling 16 at the end of the litigation, and serve the ends of justice, a protective order for such 17 information is justified in this matter. It is the intent of the parties that information 18 will not be designated as confidential for tactical reasons and that nothing be so 19 designated without a good faith belief that it has been maintained in a confidential, 20 non-public manner, and there is good cause why it should not be part of the public 21 record of this case. 22 C. ACKNOWLEDGMENT OF PROCEDURE FOR FILING UNDER SEAL 23 The parties further acknowledge, as set forth in Section 12.3, below, that this 24 Stipulated Protective Order does not entitle them to file confidential information 25 under seal; Local Civil Rule 79-5 sets forth the procedures that must be followed 26 27 28 Case 2:22-cv-01813-SB-GJS Document 117 Filed 11/29/22 Page 3 of 17 Page ID #:1715

1 and the standards that will be applied when a party seeks permission from the court 2 to file material under seal. 3 There is a strong presumption that the public has a right of access to judicial 4 proceedings and records in civil cases. In connection with non-dispositive motions, 5 good cause must be shown to support a filing under seal. See Kamakana v. City and 6 County of Honolulu, 447 F.3d 1172, 1176 (9th Cir. 2006), Phillips v. Gen. Motors 7 Corp., 307 F.3d 1206, 1210-11 (9th Cir. 2002), Makar-Welbon v. Sony Electrics, 8 Inc., 187 F.R.D. 576, 577 (E.D. Wis. 1999) (even stipulated protective orders 9 require good cause showing), and a specific showing of good cause or compelling 10 reasons with proper evidentiary support and legal justification, must be made with 11 respect to Protected Material that a party seeks to file under seal. The parties’ mere 12 designation of Disclosure or Discovery Material as CONFIDENTIAL does not— 13 without the submission of competent evidence by declaration, establishing that the 14 material sought to be filed under seal qualifies as confidential, privileged, or 15 otherwise protectable—constitute good cause. 16 Further, if a party requests sealing related to a dispositive motion or trial, then 17 compelling reasons, not only good cause, for the sealing must be shown, and the 18 relief sought shall be narrowly tailored to serve the specific interest to be protected. 19 See Pintos v. Pacific Creditors Ass’n, 605 F.3d 665, 677-79 (9th Cir. 2010). For 20 each item or type of information, document, or thing sought to be filed or introduced 21 under seal in connection with a dispositive motion or trial, the party seeking 22 protection must articulate compelling reasons, supported by specific facts and legal 23 justification, for the requested sealing order. Again, competent evidence supporting 24 the application to file documents under seal must be provided by declaration. 25 Any document that is not confidential, privileged, or otherwise protectable in 26 its entirety will not be filed under seal if the confidential portions can be redacted. 27 If documents can be redacted, then a redacted version for public viewing, omitting 28 only the confidential, privileged, or otherwise protectable portions of the document, Case 2:22-cv-01813-SB-GJS Document 117 Filed 11/29/22 Page 4 of 17 Page ID #:1716

1 shall be filed. Any application that seeks to file documents under seal in their 2 entirety should include an explanation of why redaction is not feasible. 3 2. DEFINITIONS 4 2.1 Action: Michelle Mills, et al., v. Molina Healthcare, Inc., et al., Case 5 No. 8:22-cv-01813-SB-GJS. 6 2.2 Challenging Party: a Party or Non-Party that challenges the 7 designation of information or items under this Order. 8 2.3 “CONFIDENTIAL” Information or Items: information (regardless of 9 how it is generated, stored or maintained) or tangible things that qualify for 10 protection under Federal Rule of Civil Procedure 26(c), and as specified above in 11 the Good Cause Statement. 12 2.4 Counsel: Outside Counsel of Record and House Counsel (as well as 13 their support staff). 14 2.5 Designating Party: a Party or Non-Party that designates information or 15 items that it produces in disclosures or in responses to discovery as 16 “CONFIDENTIAL.” 17 2.6 Disclosure or Discovery Material: all items or information, regardless 18 of the medium or manner in which it is generated, stored, or maintained (including, 19 among other things, testimony, transcripts, and tangible things), that are produced or 20 generated in disclosures or responses to discovery in this matter. 21 2.7 Expert: a person with specialized knowledge or experience in a matter 22 pertinent to the litigation who has been retained by a Party or its counsel to serve as 23 an expert witness or as a consultant in this Action. 24 2.8 House Counsel: attorneys who are employees of a party to this Action. 25 House Counsel does not include Outside Counsel of Record or any other outside 26 counsel. 27 2.9 Non-Party: any natural person, partnership, corporation, association or 28 other legal entity not named as a Party to this action. Case 2:22-cv-01813-SB-GJS Document 117 Filed 11/29/22 Page 5 of 17 Page ID #:1717

1 2.10 Outside Counsel of Record: attorneys who are not employees of a 2 party to this Action but are retained to represent or advise a party to this Action and 3 have appeared in this Action on behalf of that party or are affiliated with a law firm 4 that has appeared on behalf of that party, and includes support staff. 5 2.11 Party: any party to this Action, including all of its officers, directors, 6 employees, consultants, retained experts, and Outside Counsel of Record (and their 7 support staffs). 8 2.12 Producing Party: a Party or Non-Party that produces Disclosure or 9 Discovery Material in this Action. 10 2.13 Professional Vendors: persons or entities that provide litigation 11 support services (e.g., photocopying, videotaping, translating, preparing exhibits or 12 demonstrations, and organizing, storing, or retrieving data in any form or medium) 13 and their employees and subcontractors. 14 2.14 Protected Material: any Disclosure or Discovery Material that is 15 designated as “CONFIDENTIAL.” 16 2.15 Receiving Party: a Party that receives Disclosure or Discovery 17 Material from a Producing Party. 3. SCOPE 18 The protections conferred by this Stipulation and Order cover not only 19 Protected Material (as defined above), but also (1) any information copied or 20 extracted from Protected Material; (2) all copies, excerpts, summaries, or 21 compilations of Protected Material; and (3) any testimony, conversations, or 22 presentations by Parties or their Counsel that might reveal Protected Material. 23 Any use of Protected Material at trial shall be governed by the orders of the 24 trial judge. This Order does not govern the use of Protected Material at trial. 25 4. DURATION 26 FINAL DISPOSITION of the action is defined as the conclusion of any 27 appellate proceedings, or, if no appeal is taken, when the time for filing of an appeal 28 Case 2:22-cv-01813-SB-GJS Document 117 Filed 11/29/22 Page 6 of 17 Page ID #:1718

1 has run. Except as set forth below, the terms of this protective order apply through 2 FINAL DISPOSITION of the action. The parties may stipulate that they will be 3 contractually bound by the terms of this agreement beyond FINAL DISPOSITION, 4 but will have to file a separate action for enforcement of the agreement once all 5 proceedings in this case are complete. 6 Once a case proceeds to trial, information that was designated as 7 CONFIDENTIAL or maintained pursuant to this protective order used or introduced 8 as an exhibit at trial becomes public and will be presumptively available to all 9 members of the public, including the press, unless compelling reasons supported by 10 specific factual findings to proceed otherwise are made to the trial judge in advance 11 of the trial. See Kamakana, 447 F.3d at 1180-81 (distinguishing “good cause” 12 showing for sealing documents produced in discovery from “compelling reasons” 13 standard when merits-related documents are part of court record). Accordingly, for 14 such materials, the terms of this protective order do not extend beyond the 15 commencement of the trial. 16 5. DESIGNATING PROTECTED MATERIAL 17 5.1 Exercise of Restraint and Care in Designating Material for Protection. 18 Each Party or Non-Party that designates information or items for protection under 19 this Order must take care to limit any such designation to specific material that 20 qualifies under the appropriate standards. The Designating Party must designate for 21 protection only those parts of material, documents, items or oral or written 22 communications that qualify so that other portions of the material, documents, items 23 or communications for which protection is not warranted are not swept unjustifiably 24 within the ambit of this Order. 25 Mass, indiscriminate or routinized designations are prohibited. Designations 26 that are shown to be clearly unjustified or that have been made for an improper 27 purpose (e.g., to unnecessarily encumber the case development process or to impose 28 Case 2:22-cv-01813-SB-GJS Document 117 Filed 11/29/22 Page 7 of 17 Page ID #:1719

1 unnecessary expenses and burdens on other parties) may expose the Designating 2 Party to sanctions. 3 If it comes to a Designating Party’s attention that information or items that it 4 designated for protection do not qualify for protection, that Designating Party must 5 promptly notify all other Parties that it is withdrawing the inapplicable designation. 6 5.2 Manner and Timing of Designations. Except as otherwise provided in 7 this Order (see, e.g., second paragraph of Section 5.2(a) below), or as otherwise 8 stipulated or ordered, Disclosure or Discovery Material that qualifies for protection 9 under this Order must be clearly so designated before the material is disclosed or 10 produced. 11 Designation in conformity with this Order requires: 12 (a) for information in documentary form (e.g., paper or electronic 13 documents, but excluding transcripts of depositions or other pretrial or trial 14 proceedings), that the Producing Party affix at a minimum, the legend 15 “CONFIDENTIAL” (hereinafter “CONFIDENTIAL legend”), to each page that 16 contains protected material. If only a portion of the material on a page qualifies for 17 protection, the Producing Party also must clearly identify the protected portion(s) 18 (e.g., by making appropriate markings in the margins). 19 A Party or Non-Party that makes original documents available for inspection 20 need not designate them for protection until after the inspecting Party has indicated 21 which documents it would like copied and produced. During the inspection and 22 before the designation, all of the material made available for inspection shall be 23 deemed “CONFIDENTIAL.” After the inspecting Party has identified the 24 documents it wants copied and produced, the Producing Party must determine which 25 documents, or portions thereof, qualify for protection under this Order. Then, 26 before producing the specified documents, the Producing Party must affix the 27 “CONFIDENTIAL legend” to each page that contains Protected Material. If only a 28 portion of the material on a page qualifies for protection, the Producing Party also Case 2:22-cv-01813-SB-GJS Document 117 Filed 11/29/22 Page 8 of 17 Page ID #:1720

1 must clearly identify the protected portion(s) (e.g., by making appropriate markings 2 in the margins). 3 (b) for testimony given in depositions that the Designating Party identifies 4 the Disclosure or Discovery Material on the record, before the close of the 5 deposition all protected testimony. 6 (c) for information produced in some form other than documentary and 7 for any other tangible items, that the Producing Party affix in a prominent place on 8 the exterior of the container or containers in which the information is stored the 9 legend “CONFIDENTIAL.” If only a portion or portions of the information 10 warrants protection, the Producing Party, to the extent practicable, shall identify the 11 protected portion(s). 12 5.3 Inadvertent Failures to Designate. If timely corrected, an inadvertent 13 failure to designate qualified information or items does not, standing alone, waive 14 the Designating Party’s right to secure protection under this Order for such material. 15 Upon timely correction of a designation, the Receiving Party must make reasonable 16 efforts to assure that the material is treated in accordance with the provisions of this 17 Order. 18 6. CHALLENGING CONFIDENTIALITY DESIGNATIONS 19 6.1 Timing of Challenges. Any Party or Non-Party may challenge a 20 designation of confidentiality at any time that is consistent with the Court’s 21 Scheduling Order. 22 6.2 Meet and Confer. The Challenging Party shall initiate the dispute 23 resolution process under Local Rule 37-1 et seq. 24 6.3 The burden of persuasion in any such challenge proceeding shall be on 25 the Designating Party. Frivolous challenges, and those made for an improper 26 purpose (e.g., to harass or impose unnecessary expenses and burdens on other 27 parties) may expose the Challenging Party to sanctions. Unless the Designating 28 Party has waived or withdrawn the confidentiality designation, all parties shall Case 2:22-cv-01813-SB-GJS Document 117 Filed 11/29/22 Page 9 of 17 Page ID #:1721

1 continue to afford the material in question the level of protection to which it is 2 entitled under the Producing Party’s designation until the Court rules on the 3 challenge. 4 7. ACCESS TO AND USE OF PROTECTED MATERIAL 5 7.1 Basic Principles. A Receiving Party may use Protected Material that is 6 disclosed or produced by another Party or by a Non-Party in connection with this 7 Action only for prosecuting, defending or attempting to settle this Action. Such 8 Protected Material may be disclosed only to the categories of persons and under the 9 conditions described in this Order. When the Action has been terminated, a 10 Receiving Party must comply with the provisions of Section 13 below (FINAL 12 Protected Material must be stored and maintained by a Receiving Party at a 13 location and in a secure manner that ensures that access is limited to the persons 14 authorized under this Order. 15 7.2 Disclosure of “CONFIDENTIAL” Information or Items. Unless 16 otherwise ordered by the court or permitted in writing by the Designating Party, a 17 Receiving Party may disclose any information or item designated 18 “CONFIDENTIAL” only to: 19 (a) the Receiving Party’s Outside Counsel of Record in this Action, as 20 well as employees of said Outside Counsel of Record to whom it is reasonably 21 necessary to disclose the information for this Action; 22 (b) the officers, directors, and employees (including House Counsel) of 23 the Receiving Party to whom disclosure is reasonably necessary for this Action; 24 (c) Named parties, or legally authorized representatives of named parties 25 (excluding employees of a named plaintiff), but only to the extent Counsel 26 determines in good faith that the representative’s assistance is reasonably necessary 27 to the prosecution or defense of the litigation in which the information is disclosed. 28 Confidential Information may not be disclosed to any member of the putative class. Case 2:22-cv-01813-SB-GJS Document 117 Filed 11/29/22 Page 10 of 17 Page ID #:1722

1 (d) Experts (as defined in this Order) of the Receiving Party to whom 2 disclosure is reasonably necessary for this Action and who have signed the 3 “Acknowledgment and Agreement to Be Bound” (Exhibit A); 4 (e) the court and its personnel; 5 (f) court reporters and their staff; 6 (g) professional jury or trial consultants, mock jurors, and Professional 7 Vendors to whom disclosure is reasonably necessary for this Action and who have 8 signed the “Acknowledgment and Agreement to Be Bound” (Exhibit A); 9 (h) witnesses and deponents of whom deposition or trial testimony is 10 being taken or whose testimony is reasonably contemplated so long as (1) the 11 witness or deponent is any of the following: (a) the author or recipient of a 12 document containing the information, or a custodian or other person who otherwise 13 possessed or knew the information; (b) a present or former director, officer, 14 employee, or contractor of the Producing Party; (c) a Rule 30(b)(6) designee of the 15 Producing Party; or (d) someone to whom the information was previously directed 16 or who is referred to (directly or indirectly) in the information; (2) the witness signs 17 the form attached as Exhibit 1 hereto if requested by the Designating Party; and (3) 18 the witness does not retain a copy of any confidential information, unless otherwise 19 agreed by the Designating Party or ordered by the court. Pages of transcribed 20 deposition testimony or exhibits to depositions that reveal Protected Material may 21 be separately bound by the court reporter and may not be disclosed to anyone except 22 as permitted under this Stipulated Protective Order; and 23 (i) any mediator or settlement officer, and their supporting personnel, 24 mutually agreed upon by any of the parties engaged in settlement discussions. 25 26 27 28 Case 2:22-cv-01813-SB-GJS Document 117 Filed 11/29/22 Page 11 of 17 Page ID #:1723

1 8. PROTECTED MATERIAL SUBPOENAED OR ORDERED PRODUCED 3 If a Party is served with a subpoena or a court order issued in other litigation 4 that compels disclosure of any information or items designated in this Action as 5 “CONFIDENTIAL,” that Party must: 6 (a) promptly notify in writing the Designating Party. Such notification 7 shall include a copy of the subpoena or court order; 8 (b) promptly notify in writing the party who caused the subpoena or order 9 to issue in the other litigation that some or all of the material covered by the 10 subpoena or order is subject to this Protective Order. Such notification shall include 11 a copy of this Stipulated Protective Order; and 12 (c) cooperate with respect to all reasonable procedures sought to be 13 pursued by the Designating Party whose Protected Material may be affected. 14 If the Designating Party timely seeks a protective order, the Party served with 15 the subpoena or court order shall not produce any information designated in this 16 action as “CONFIDENTIAL” before a determination by the court from which the 17 subpoena or order issued, unless the Party has obtained the Designating Party’s 18 permission. The Designating Party shall bear the burden and expense of seeking 19 protection in that court of its confidential material and nothing in these provisions 20 should be construed as authorizing or encouraging a Receiving Party in this Action 21 to disobey a lawful directive from another court. 22 9. A NON-PARTY’S PROTECTED MATERIAL SOUGHT TO BE 24 (a) The terms of this Order are applicable to information produced by a 25 Non-Party in this Action and designated as “CONFIDENTIAL.” Such information 26 produced by Non-Parties in connection with this litigation is protected by the 27 remedies and relief provided by this Order. Nothing in these provisions should be 28 construed as prohibiting a Non-Party from seeking additional protections. Case 2:22-cv-01813-SB-GJS Document 117 Filed 11/29/22 Page 12 of 17 Page ID #:1724

1 (b) In the event that a Party is required, by a valid discovery request, to 2 produce a Non-Party’s confidential information in its possession, and the Party is 3 subject to an agreement with the Non-Party not to produce the Non-Party’s 4 confidential information, then the Party shall: 5 (1) promptly notify in writing the Requesting Party and the Non-Party 6 that some or all of the information requested is subject to a confidentiality 7 agreement with a Non-Party; 8 (2) promptly provide the Non-Party with a copy of the Stipulated 9 Protective Order in this Action, the relevant discovery request(s), and a reasonably 10 specific description of the information requested; and 11 (3) make the information requested available for inspection by the 12 Non-Party, if requested. 13 (c) If the Non-Party fails to seek a protective order from this court within 14 14 days of receiving the notice and accompanying information, the Receiving Party 15 may produce the Non-Party’s confidential information responsive to the discovery 16 request. If the Non-Party timely seeks a protective order, the Receiving Party shall 17 not produce any information in its possession or control that is subject to the 18 confidentiality agreement with the Non-Party before a determination by the court. 19 Absent a court order to the contrary, the Non-Party shall bear the burden and 20 expense of seeking protection in this court of its Protected Material. 21 10. UNAUTHORIZED DISCLOSURE OF PROTECTED MATERIAL 22 If a Receiving Party learns that, by inadvertence or otherwise, it has disclosed 23 Protected Material to any person or in any circumstance not authorized under this 24 Stipulated Protective Order, the Receiving Party must immediately (a) notify in 25 writing the Designating Party of the unauthorized disclosures, (b) use its best efforts 26 to retrieve all unauthorized copies of the Protected Material, (c) inform the person or 27 persons to whom unauthorized disclosures were made of all the terms of this Order, 28 and (d) request such person or persons to execute the “Acknowledgment and Case 2:22-cv-01813-SB-GJS Document 117 Filed 11/29/22 Page 13 of 17 Page ID #:1725

1 Agreement to Be Bound” that is attached hereto as Exhibit A. 2 11. INADVERTENT PRODUCTION OF PRIVILEGED OR OTHERWISE 4 When a Producing Party gives notice to Receiving Parties that certain 5 inadvertently produced material is subject to a claim of privilege or other protection, 6 the obligations of the Receiving Parties are those set forth in Federal Rule of Civil 7 Procedure 26(b)(5)(B). This provision is not intended to modify whatever 8 procedure may be established in an e-discovery order that provides for production 9 without prior privilege review. 10 This Order incorporates the following stipulation of the Parties pursuant to 11 Federal Rule of Evidence 502(d). Subject to the provisions of this Order, if a Party 12 or subpoenaed nonparty (the “Disclosing Party”) discloses information in 13 connection with the pending litigation that the Disclosing Party thereafter claims to 14 be privileged or protected by the attorney-client privilege or work product protection 15 (“Privileged Information”), the disclosure of that Privileged Information will not 16 constitute or be deemed a waiver or forfeiture—in this or any other federal or state 17 action—of any claim of privilege or work product protection that the Disclosing 18 Party would otherwise be entitled to assert with respect to the Privileged 19 Information and its subject matter. 20 12. MISCELLANEOUS 21 12.1 Right to Further Relief. Nothing in this Order abridges the right of any 22 person to seek its modification by the Court in the future. 23 12.2 Right to Assert Other Objections. By stipulating to the entry of this 24 Protective Order, no Party waives any right it otherwise would have to object to 25 disclosing or producing any information or item on any ground not addressed in this 26 Stipulated Protective Order. Similarly, no Party waives any right to object on any 27 ground to use in evidence of any of the material covered by this Protective Order. 28 12.3 Filing Protected Material. A Party that seeks to file under seal any Case 2:22-cv-01813-SB-GJS Document 117 Filed 11/29/22 Page 14 of 17 Page ID #:1726

1 Protected Material must comply with Local Civil Rule 79-5. Protected Material 2 may only be filed under seal pursuant to a court order authorizing the sealing of the 3 specific Protected Material at issue. If a Party’s request to file Protected Material 4 under seal is denied by the court, then the Receiving Party may file the information 5 in the public record unless otherwise instructed by the court. 6 13. FINAL DISPOSITION 7 After the final disposition of this Action, as defined in paragraph 4, within 60 8 days of a written request by the Designating Party, each Receiving Party must return 9 all Protected Material to the Producing Party or destroy such material. As used in 10 this subdivision, “all Protected Material” includes all copies, abstracts, compilations, 11 summaries, and any other format reproducing or capturing any of the Protected 12 Material. Whether the Protected Material is returned or destroyed, the Receiving 13 Party must submit a written certification to the Producing Party (and, if not the same 14 person or entity, to the Designating Party) by the 60 day deadline that (1) identifies 15 (by category, where appropriate) all the Protected Material that was returned or 16 destroyed and (2) affirms that the Receiving Party has not retained any copies, 17 abstracts, compilations, summaries or any other format reproducing or capturing any 18 of the Protected Material. Notwithstanding this provision, Counsel are entitled to 19 retain an archival copy of all pleadings, motion papers, trial, deposition, and hearing 20 transcripts, legal memoranda, correspondence, deposition and trial exhibits, expert 21 reports, attorney work product, and consultant and expert work product, even if such 22 materials contain Protected Material. Any such archival copies that contain or 23 constitute Protected Material remain subject to this Protective Order as set forth in 24 Section 4 (DURATION). 25 14. VIOLATION 26 Any violation of this Order may be punished by appropriate measures 27 including, without limitation, contempt proceedings and/or monetary sanctions.

28 Case 2:22-cv-01813-SB-GJS Document 117 Filed 11/29/22 Page 15 of 17 Page ID #:1727

2 Dated: November 16, 2022 By: /s/ Nathan D. Stump Nathan D. Stump (pro hac vice) Jerome J. Schlichter (SBN 054513) 4 Kurt C. Struckhoff (pro hac vice) 100 South Fourth Street, Suite 1200 5 St. Louis, Missouri 63102 Telephone: (314) 621-6115 6 Facsimile: (314) 621-5934 jschlichter@uselaws.com 7 kstruckhoff@uselaws.com nstump@uselaws.com 8 Lead Counsel for Plaintiffs 9 William H. Edmonson (SBN 243445) 10 will@whelawfirm.com LAW OFFICE OF WILL EDMONSON 11 9157 Sunset Boulevard, Suite 213 West Hollywood, CA 90069 12 Telephone: (424) 248-9581

13 Local Counsel for Plaintiffs

14 Dated: November 16, 2022 By: /s/ Catalina Vergara (with consent) 15 Catalina Vergara O’MELVENY & MYERS LLP 16 Catalina Vergara (S.B. #223775) cvergara@omm.com 17 400 South Hope Street, 18th Floor Los Angeles, California 90071-2899 18 Telephone: +1 213 430 6000 Facsimile: +1 213 430 6407 19 Attorneys for Defendant 20 NFP Retirement, Inc.

21 Dated: November 16, 2022 By: /s/ Jeanne A. Fugate (with consent) 22 Jeanne A. Fugate KING & SPALDING LLP 23 Jeanne A. Fugate (SBN 236341) jfugate@kslaw.com 24 633 West Fifth Street Suite 1600 Los Angeles, CA 90071 25 Telephone: +1 213 443-4355

26 Attorneys for Molina Healthcare, Inc., The Board of Directors of Molina Healthcare, Inc., 27 and The Molina Salary Savings Plan Investment Committee 28 Case 4]22-cv-01813-SB-GJS Document Filed 11/29/22 Page 16o0f17 Page ID #:1728

2 I hereby attest that pursuant to Local Rule 5-4.3.4 I have received concurrence in 3 the filing of this document from each of the other Signatories. 5 Dated: November 16, 2022 By: /s/ Nathan D. Stump 8 FOR GOOD CAUSE SHOWN, IT IS SO ORDERED. 10 DATED: November 29, 2022 11 S| AT 13 United States Magistrate Judge 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28

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3 4 I, _____________________________ [print or type full name], of 5 _________________ [print or type full address], declare under penalty of perjury 6 that I have read in its entirety and understand the Stipulated Protective Order that 7 was issued by the United States District Court for the Central District of California 8 on [date] in the case of Michelle Mills, et al., v. Molina Healthcare, Inc., et al., Case 9 No. 8:22-cv-01813-SB-GJS. I agree to comply with and to be bound by all the 10 terms of this Stipulated Protective Order and I understand and acknowledge that 11 failure to so comply could expose me to sanctions and punishment in the nature of 12 contempt. I solemnly promise that I will not disclose in any manner any 13 information or item that is subject to this Stipulated Protective Order to any person 14 or entity except in strict compliance with the provisions of this Order. 15 I further agree to submit to the jurisdiction of the United States District Court for the 16 Central District of California for enforcing the terms of this Stipulated Protective 17 Order, even if such enforcement proceedings occur after termination of this action. 18 Date: ______________________________________ 19 City and State where sworn and signed: _________________________________ 20 21 Printed name: _______________________________ 22 23 Signature: __________________________________ 24 25 26 27 28