Case 2:21-cv-03966 Document 1 Filed 09/03/21 Page 1 of 40
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`IN THE UNITED STATES DISTRICT COURT
`FOR THE EASTERN DISTRICT OF PENNSYLVANIA
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`Case No.:
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`Complaint – Class Action
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`CLASS ACTION COMPLAINT FOR
`VIOLATIONS OF ERISA AND STATE
`LAW
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`JURY TRIAL DEMANDED AS TO
`STATE LAW CLAIMS
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`
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`ROBERT F. COCKERILL and CHRISTOPHER
`WILLIAM NEWTON, individually and as
`representatives on behalf of a class of similarly
`situated persons,
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`
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`Plaintiffs,
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`
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`vs.
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`CORTEVA, INC.; DUPONT SPECIALTY
`PRODUCTS USA, LLC; DUPONT DE
`NEMOURS, INC.;
`E.I. DU PONT DE NEMOURS AND
`COMPANY; THE PENSION AND
`RETIREMENT PLAN1; THE
`ADMINISTRATIVE COMMITTEE
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`
`
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`Defendants.
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`
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`Plaintiffs, Robert F. Cockerill and Christopher Newton (“Plaintiffs”), individually and on
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`behalf of all others similarly situated, by and through their undersigned attorneys, allege the
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`following:
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`I.
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`PRELIMINARY STATEMENT
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`1.
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`Plaintiffs are participants in the Pension and Retirement Plan, formerly titled the
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`U.S. DuPont Pension and Retirement Plan (the “Plan”), a “defined benefit pension plan” within
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`the meaning of 29 U.S.C. § 1002(35). Plaintiffs bring this action on their own behalf and on
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`behalf of all similarly situated participants, their beneficiaries and estates, pursuant to the
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`Employee Retirement Income Security Act of 1974, as amended, 29 U.S.C. § 1001 et seq.
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`(“ERISA”) and seek, for themselves and on behalf of one or more classes of Plan participants
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`1 Previously named as “U.S. DUPONT PENSION AND RETIREMENT PLAN.”
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`Case 2:21-cv-03966 Document 1 Filed 09/03/21 Page 2 of 40
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`and their beneficiaries, declaratory, permanent injunctive and other appropriate equitable and
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`remedial plan-wide relief as follows.
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`II.
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`JURISDICTION AND VENUE
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`2.
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`This Court has subject matter jurisdiction over Plaintiffs’ federal claims under 28
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`U.S.C. § 1331 and under the specific jurisdictional statute for claims brought under ERISA, 29
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`U.S.C. § 1132(e), (f). The Court has supplemental jurisdiction over the state law claims pursuant
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`to 28 U.S.C. § 1367(a) because the state law claims form part of the same case or controversy.
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`Additionally, the Court has subject matter jurisdiction pursuant to 28 U.S.C. § 1332 because the
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`case involves citizens of different states and the amount in controversy exceeds the sum or value
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`of $75,000.
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`3.
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`Pursuant to 29 U.S.C. § 1132(e)(2), venue is proper in this District, in that the
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`Defendants may be found in this District and/or because one of the Plaintiffs and other
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`participants in the Plan earned and accrued pension benefits while residents within this district,
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`and pursuant to 28 U.S.C. § 1391(b).
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`III.
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`PARTIES
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`A.
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`Plaintiffs
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`4.
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`Plaintiff Robert F. Cockerill is a participant in the Plan, within the meaning of 29
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`U.S.C. § 1002(7). He resides in Landenberg, Pennsylvania.
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`5.
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`Plaintiff Christopher William Newton is a participant in the Plan, within the
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`meaning of 29 U.S.C. § 1002(7). He resides in Richmond, Virginia.
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`B.
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`Defendants
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`6.
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`Defendant Corteva, Inc., (“Corteva”) is a Delaware corporation with its corporate
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`headquarters located at 974 Centre Road, Building 735, Wilmington, DE 19805. As of June 1,
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`2019, Corteva is the parent company of the historical E.I. du Pont de Nemours and Company
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`(“historical DuPont”) and is the entity with responsibility for the administration of the Plan.
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`Since that time, Corteva has been responsible to appoint the members of the Administrative
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`Committee that is the named Plan Administrator. In these roles, Corteva is a fiduciary under
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`ERISA with respect to the Plan.
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`7.
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`Defendant DuPont Specialty Products USA, LLC (“Specialty Products”), is a
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`Delaware corporation and now a subsidiary of DuPont de Nemours, Inc. Prior to June 1, 2019,
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`Specialty Products was a subsidiary of DowDuPont Inc. (“DowDuPont”). Prior to the merger of
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`Dow and DuPont on August 31, 2017, Specialty Products was a subsidiary of historical DuPont.
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`Specialty Products was, at all relevant times, the company for which Mr. Newton worked and for
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`which Mr. Cockerill worked and continues to work. In this capacity, Specialty Products made
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`numerous misrepresentations to both Mr. Newton, Mr. Cockerill and members of the Class over
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`many years leading up to the merger of Dow and DuPont and continuing after the merge of Dow
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`and DuPont, about their eligibility for early retirement benefits if they fulfilled certain
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`conditions.
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`8.
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`Defendant E.I. Du Pont de Nemours and Company is a Delaware company
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`founded more the 200 years ago and, as such, was one of the oldest companies in the United
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`States. For over 110 years, E.I. Du Pont de Nemours and Company sponsored the Plan, one of
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`the oldest pension plans in this country. Historical DuPont also acted as a fiduciary under ERISA
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`with respect to its appointment of the members of the Committee that is the named Plan
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`Administrator. Historical DuPont, through its former subsidiary Specialty Products, also
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`employed Mr. Cockerill, Mr. Newton and many other Class members and Plan participants and
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`communicated with these employees about the Plan. As of June 1, 2019, Historical DuPont has
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`ostensibly ceased to exist except as a paper subsidiary of Corteva, although most of its
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`businesses continue to operate under the similarly named DuPont de Nemours, Inc. (“new
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`DuPont”).
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`9.
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`Defendant DuPont de Nemours, Inc. is a Delaware corporation with its corporate
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`headquarters located at 974 Centre Road, Building 730, Wilmington, Delaware, 19805.
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`10.
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`The Pension and Retirement Plan, previously named the U.S. DuPont Pension and
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`Retirement Plan (“Plan”) is an “employee pension benefit plan” within the meaning of ERISA §
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`3(2)(A), 29 U.S.C. § 1002(2)(A). It is also a “defined benefit pension plan” within the meaning
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`of ERISA § 3(35), 29 U.S.C. § 1002(35).
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`11.
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`Defendant Administrative Committee is the “Plan Administrator” and “named
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`fiduciary” of the Plan, pursuant to Title I, Section II of the Plan documents. Under the Plan, the
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`Administrator has authority to adopt rules, regulations, and policies for the Plan’s administration,
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`to make eligibility and other benefits determinations under the Plan, and to interpret and/or
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`effectuate the Plan. Thus, the Administrative Committee is the “Administrator” of the Plan,
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`within the meaning of 29 U.S.C. § 1002(16)(A)(i); a plan fiduciary with discretionary authority
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`to manage and administer the plan within the meaning of 29 U.S.C. § 1002(21)(A); and a named
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`fiduciary of the Plan with the authority and control to manage the operation and administration
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`of the Plan within the meaning of 29 U.S.C. § 1102(a)
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`IV.
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`FACTS
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`History of the Plan
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`12.
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`The Plan was originally adopted effective September 1, 1904, making it one of
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`the oldest defined benefit pension plans in the United States.
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`13.
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`On December 11, 2015, the 217-year-old historical DuPont announced its intent
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`to merge with Dow Chemical Company.
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`14.
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`In November 2016, participants were notified of DuPont’s intent to freeze the
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`Plan so that no new benefits would accrue to participants in the Plan and no new employees
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`would become eligible to participate in the Plan. Frequently Asked Questions and Answers were
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`distributed to the participants explaining the “freeze.” Question 9 asked “What is changing with
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`the Pension Plan?” The answer stated:
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`The Pension Plan benefit is calculated using pay and years of
`service. The pay and service amounts used to calculate your
`pension benefit will stop growing on November 30, 2018. Your
`Pension Plan benefit formula will use your pay and years of
`service as of November 30, 2018 to calculate your benefit. Your
`Pension Plan will continue to recognize growth in age and
`service with the company after November 30, 2018 to
`determine any applicable early retirement reduction factors.
`Continuing service with the company, even after November 30,
`2018, may ensure you receive 100% of your benefit. (Emphasis
`Added).
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`15.
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`Question 10 asked “How do I find out if early retirement reduction factors will be
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`applied to my Pension Plan benefit?” The answer stated:
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`Depending on the age at which you retire and your years of
`service, you may receive less than 100% of the value of your
`benefit (reduced pension). The amount by which your Pension Plan
`benefit is reduced to reflect early commencement is known as an
`early retirement reduction factor. Continuing service with the
`company, even after November 30, 2018, may ensure you receive
`100% of your benefit.
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`Generally, as an employee who participates in the DuPont (parent
`company) section of the Pension Plan, you can receive a reduced
`pension at age 50 and 15 years of service and may be able to
`receive 100% of the value of your benefit as early as age 58
`depending on your service when you terminate employment and
`your age when you begin payments. The table below illustrates
`how the early retirement reduction factors are applied to your
`Pension Plan benefit.
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`16.
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`The merger of Dow and DuPont closed August 31, 2017, creating the combined
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`entity DowDuPont.
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`17.
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`The merger was designed to combine the two entities and then spin-off into three
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`separate entities: Corteva, Inc., focusing on agricultural chemicals, a new Dow, Inc., focusing on
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`materials science, and a new DuPont de Nemours, Inc., focusing on specialty product industries,
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`the industry in which the Plaintiffs worked.
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`18.
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`In a Question and Answer in 2018 about the effect of the spin-off on the Plan for
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`active employees, the question was asked: “I am currently a participant in DuPont’s U.S. Pension
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`Plan and will be an employee of Specialty Products in the US. How does this affect my
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`pension?” The answer:
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`The spin of DuPont and Corteva Agriscience will impact Specialty
`Products employees as follows:
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`Since Corteva Agriscience will be the ongoing sponsor of the Plan,
`Specialty Products employees who participate in the Plan will be
`eligible to commence their pension, at spin, if they meet the Plan
`commencement requirements in terms of age and service.
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`At spin, future service for Specialty Products employees who
`participate in the Plan will no longer be recognized in determining
`eligibility for pension benefits and any applicable early retirement
`reduction factors. For those employees who qualify for retirement
`by meeting the Plan’s age and service requirements, growth in age
`will continue to be recognized allowing those participants to
`age into an improved reduction factor prior to commencing
`their pension.
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`19.
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`In March 2019, a presentation was given to participants in the Plan who were
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`hired or rehired as Full-Service Employees prior to January 1, 2007, and who had, or would
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`have, obtained at least age 50 with 15 years of service as of May 31, 2019. On information and
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`belief, no similar presentation was given to similar participants who had not yet obtained age 50
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`as of May 31, 2019.
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`20.
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`The presentation notified the age 50 group that they would be considered a
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`“retiree” as of June 1, 2019. The presentation further notified employees who had the age and
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`service for an unreduced pension benefit as of June 1, 2019, that they could commence their
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`benefit immediately.
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`21.
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`The presentation also provided that participants who were age 50 but who would
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`receive a reduced pension benefit as of June 1, 2019, could wait until they reached an age where
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`the benefit was no longer reduced. Specifically, the presentation stated: “If you are entitled to an
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`immediate early reduced pension, your monthly benefit payments will be reduced due to
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`commencing benefits early. You may choose to defer the benefit to decrease or eliminate the
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`reduction. In that case, you will get a larger monthly benefit when you commence your payments
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`in the future.”
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`22.
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`As of June 1, 2019, the Plan (along with a company denominated “E.I. Du Pont
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`de Nemours and Company” or “historical DuPont”), including all pension liabilities was moved
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`to Corteva. Neither Specialty Products nor any of its business units were moved to Corteva. This
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`move was specifically designed for the new Dow and the new DuPont to divest themselves of
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`any future funding obligations and liabilities of the Plan.
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`23.
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`Corteva is now responsible for funding and administration of the pension benefits
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`for over 100,000 participants even though the majority of active participants have never worked
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`in the businesses now operating as Corteva. In comparison, Corteva has only about 21,000 total
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`employees.
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`24.
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`The spin-off created a new parent company that took on the historical DuPont
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`name and logo and most of the historical DuPont businesses, including Specialty Products. The
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`spin-off also created a nominal subsidiary of the newly formed Corteva that was dubbed the
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`continuation of the 217 year-old historical DuPont although it retained none of that venerable
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`DuPont’s business operations, but nevertheless was deemed the Plan’s sponsor with the
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`obligations and duties delegated to the Plan sponsor under ERISA and the Plan. The employees
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`of DuPont nearly all remained in the same location and engaged in the same activities.
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`Robert F. Cockerill
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`25. Mr. Cockerill, like many members of his family over three generations, spent
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`most of his working life in the employ of DuPont. Mr. Cockerill’s maternal grandfather worked
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`for DuPont as a Research Chemist for over 30 years from the 1940’s to the 1970’s in the areas of
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`agricultural and polymer product development and processing (and also worked on the
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`Manhattan Project as a DuPont Scientist on loan to the U.S. government during WWII).
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`26. Mr. Cockerill’s paternal grandmother worked for DuPont for several years in the
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`1940’s as an administrative assistant in Delaware prior to starting a family with his paternal
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`grandfather who also retired from DuPont after more than 30 years of service as a chemical
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`engineer and plant manager across multiple locations from the 1940’s to the 1970’s.
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`27. Mr. Cockerill’s father worked for DuPont from approximately 1966 until 2004 in
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`the Nylon and Polymers departments. He worked as a Chemical Engineer and Manufacturing
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`and Project Manager during his career, relocating twice during that time in 1978 and 1981. In
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`2001, at the age of 58, he retired and began receiving an early full pension benefit under the
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`Plan’s “rule of 85,” which has long been a feature of the Plan that allows an unreduced early
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`retirement if an employee’s age plus years of service equals 85.
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`28. Mr. Cockerill himself has worked for DuPont since June of 1992, starting as a
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`Chemical Engineer out of college and progressing through many roles in Process Engineering,
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`Product R&D, Operations Management, Product Management, Sales, Marketing, Strategic
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`Planning and Mergers/Acquisitions. During Mr. Cockerill’s 29 years, his family has been
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`relocated seven times to locations in Texas, North Carolina, Pennsylvania, Delaware and
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`California. Mr. Cockerill has traveled for work extensively during his career, in some years
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`spending as much as 35% of his time away from his family.
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`29.
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`In 1996, DuPont moved Mr. Cockerill and his family from Victoria, Texas (Plant
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`Process Engineer-DuPont Nylon) to Raleigh, North Carolina (Process/Product Development
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`Engineer – DuPont Electronics). Mr. Cockerill’s spouse had to resign from her teaching position
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`in Texas and spend an entire year unemployed while obtaining qualifications for a teaching
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`license in North Carolina. Resigning from her Texas teacher position meant abandoning the
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`years she had accumulated under the Texas teacher retirement system. But the family believed
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`that this sacrifice would help them achieve Mr. Cockerill’s goal of obtaining unreduced early
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`retirement benefits under the Plan.
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`30.
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`In 2000, DuPont again moved Mr. Cockerill’s family, from Raleigh, North
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`Carolina to Beaumont, Texas (Operations Manager – DuPont Nylon). This time Mr. Cockerill’s
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`spouse had to resign from her teaching position in North Carolina and abandon her years toward
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`the North Carolina State Employees Retirement System.
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`31.
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`In 2002, Mr. Cockerill’s family was forced to pull up roots once again and move
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`from Beaumont, Texas to Towanda, Pennsylvania (Operations Manager – DuPont Electronics).
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`At that time, their daughter had just entered kindergarten and Mr. Cockerill’s spouse was
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`planning to return to teaching but was forced to abandon these plans when they learned they
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`would soon be moving again.
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`32.
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`In 2004, only two years after they arrived in Towanda, Pennsylvania, DuPont
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`moved the family again to Raleigh, North Carolina (Product/Marketing Manager DuPont
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`Electronics). Because they were only in Pennsylvania a short time, Mr. Cockerill’s spouse was
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`not able to complete requirements to obtain a Pennsylvania Teachers License and secure a
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`teaching position during this stop. Instead, she was limited to tutoring and part time work while
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`in Pennsylvania.
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`33.
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`In 2011, Mr. Cockerill’s family was moved from Raleigh, North Carolina to
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`Sunnyvale, California (Business/Integration Leader for acquired company Innovalight, Inc.). Mr.
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`Cockerill’s spouse had resumed teaching in North Carolina, where she had been previously
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`licensed and had to resign her position again and abandon the North Carolina Teacher
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`Retirement System. The Cockerill’s daughter had to change high schools after completion of her
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`freshmen year and their son during middle school after completing seventh grade in North
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`Carolina. This was an especially difficult move for their daughter during high school.
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`34.
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`In 2015, Mr. Cockerill’s family was moved from Sunnyvale, California to
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`Raleigh, North Carolina (Marketing Manager – DuPont Electronics). Mr. Cockerill’s spouse was
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`able to get licensed to teach in California but was never able to secure a teaching position due to
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`the fiscal shortages in California schools and lack of position availability. She was able to work
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`as a part time teacher’s assistant while in California and was eligible for a retirement benefit but
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`once again had to abandon any significant accumulation of a pension upon leaving the state.
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`Their daughter was in college at the time of this move and unaffected, but their son had to
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`change high schools between Junior and Senior year which was difficult for him.
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`35.
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`In 2016, the Cockerills were moved from Raleigh, North Carolina to Corporate
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`Headquarters in Wilmington, Delaware (Product and Sales Manager -DuPont Tedlar Fluorinated
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`Film). Though employed in Delaware, the family resides in Landenberg, Pennsylvania. Mr.
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`Cockerill’s spouse was not able to secure a teaching position during their short time in North
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`Carolina of less than one year.
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`36.
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`The Cockerills currently reside in Landenberg, Pennsylvania where Mr.
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`Cockerill’s spouse has been unable to obtain a full-time teaching position with benefits/pension
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`opportunity in Landenberg. Indeed, because she is over 50 years of age and has had a very
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`inconsistent employment history due to their frequent relocations, she has had difficulty getting
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`strong consideration in competition with younger candidates who would receive lower salary due
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`to their age and experience. West Chester University is a local University with a recognized
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`education program graduating 250-300 new teachers each year making this an especially difficult
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`area to find employment for experienced and higher salaried teachers. Mr. Cockerill’s spouse is
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`currently employed by a private company that provides contracted paraprofessionals working
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`with special needs children in a local high school. This position offers no retirement benefits.
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`37.
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`Because of the family’s repeated moves, Mr. Cockerill’s spouse’s longest
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`employment was over two periods in North Carolina, for a total of 5 years. Had the family stayed
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`in North Carolina from 1996 to the present, her salary would be over $50,000 per year and she
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`would have accrued 25 years participation in the North Carolina Teacher Retirement System,
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`which continues to provide medical benefits to participants and families in retirement. At age 58,
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`she would have qualified for approximately $23,000 per year in pension benefits, plus medical
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`benefits for herself and her spouse in retirement. Due to the constant relocations, she has not
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`qualified for any pension benefits, including medical benefits, with any of the school systems for
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`which she worked. This has affected the whole family because DuPont eliminated health and
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`dental benefits for retirees who did not meet a certain cutoff date which includes Mr. Cockerill.
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`38. Mr. Cockerill was always aware of and intended to take early retirement at the
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`age of 58 once his years of service as his father had done under the rule of 85 feature of the Plan
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`that has been available to all DuPont employees for more than 30 years. The relocations and
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`sacrifices his family made were all toward the goal of achieving early retirement at age 58.
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`39.
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`At the time the spin-off was finalized on June 1, 2019, Mr. Cockerill had over 26
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`years of qualified service with historical DuPont and then DowDuPont within the meaning of the
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`Plan and he had attained the age of 49.85278.
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`40.
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`Unbeknownst to Mr. Cockerill the spin-off was intended to divest him of his early
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`retirement benefits because, according to Corteva’s interpretation of the spin-off as it relates to
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`the Plan, the spin-off terminated Mr. Cockerill’s employment from the Plan Sponsor (historical
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`DuPont/Corteva) even though he continued in the same job at the same location with DuPont
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`Specialties Products under the former DowDuPont and was certainly not “terminated” in the
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`typical way that termination is understood by an employee. In fact, Mr. Cockerill continues his
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`work for DuPont Specialty Products to this day. The only difference being that the early
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`retirement benefit Mr. Cockerill and his family had carefully planned for and made personal and
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`financial sacrifices towards the goal of achieving, has been taken away from him and his family
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`due to an incomprehensible and illogical interpretation of what “termination of employment”
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`means in the context of a series of corporate spin-offs that split off the Plan sponsor of his Plan
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`from his actual employer.
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`41. Mr. Cockerill has never worked in any of the Agricultural Products businesses
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`which were spun off to create Corteva. Nor has he ever been employed by Corteva, which has
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`now somehow become the Plan sponsor of the DuPont Pension Plan. Over his dedicated career,
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`Mr. Cockerill has directly created value of over $1 billion in new product developments and over
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`$1 billion in sales and business success for business lines that no longer support the Plan but that
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`continue to benefit Specialty Products. The business lines for which he worked and continues to
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`work have nothing to do with Corteva or its agricultural businesses.
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`42. Mr. Cockerill’s entire career was designed around an early retirement. When the
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`Plan was frozen in 2018, cutting out accruals for additional years of service, Mr. Cockerill’s
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`earliest opportunity to apply for unreduced early retirement under the Rule of 85 was age 58.5
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`(i.e. since years of service would no longer count toward the benefit he needed to be a half year
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`older to meet the age plus years of service equal to 85). So long as he was not fired and did not
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`leave his employment before he reached the age of 58.5, Mr. Cockerill had been promised and
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`therefore believed that he would be eligible for an unreduced Early Retirement Benefit, and he
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`and his family built their retirement plans around this promised benefit.
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`43. Mr. Cockerill had been advised by many colleagues early in his career that
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`working in the environment of a chemical plant does not lead to long life in retirement and that
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`he should work hard to get away from such an environment and plan to retire early since there
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`are no guarantees in life and often DuPont retirees do not live long after they retire.
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`44.
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`Over the more than 20 years that he worked for DuPont, Mr. Cockerill and his
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`spouse continuously discussed his plan to retire at age 58. Mr. Cockerill’s pension benefit was to
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`be the primary component to their retirement income and was a key factor in his accepting the
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`numerous relocations, even at the expense of his spouse’s opportunity to grow her own income
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`and retirement benefits (both medical and financial).
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`45. When the company began to curtail retirement benefits in 2006, Mr. Cockerill
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`began to model his retirement pension value to understand what the pension he would receive if
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`he retired immediately upon reaching 58 years of age, and also to understand what impact an
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`even earlier retirement might have. The modeling was performed using his age, salary and
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`service information and following the pension calculation formulas that had been provided by
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`DuPont human resources. The results of the models estimated the benefits he would receive
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`based on an early retirement at the age of 58 as well as estimates of retiring between the ages of
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`50 and 58.
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`46.
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`During Mr. Cockerill’s employment there were some notable changes to the
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`pension benefits, which he reviewed with a keen eye and continued to monitor as he navigated
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`toward retirement. First, in 2006, the company significantly reduced the calculation methodology
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`for pension benefits and closed the program to any unvested employees. At the time of the
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`announcement, Mr. Cockerill had just past the threshold to be included in the group of
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`employees who would continue to accrue benefits under the Plan. He was relieved to hear this
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`news while at the same time very disappointed and sympathetic to other hard-working
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`employees who would not qualify for a pension.
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`47.
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`Ten years later, in 2016 the company announced that all pension formulas would
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`be frozen with no further growth of benefits for vested employees. While again disappointed in
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`this significant change in the pension plan which Mr. Cockerill worked so hard to obtain,
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`including by relocating his family numerous times, and accepting reduced salary knowing he
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`would be entitled to a pension, he marched on with his mission to retire at age 58. He did so
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`Case 2:21-cv-03966 Document 1 Filed 09/03/21 Page 16 of 40
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`despite being approached numerous times during his career with other employment opportunities
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`which he declined to pursue due to the long family history and loyalty to DuPont and the time
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`already invested towards his early retirement at age 58.
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`48.
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`After so many years of hard work and sacrifice for DuPont and careful planning
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`for retirement, Mr. Cockerill was crestfallen when he learned in early 2020 that the spin-off had
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`significantly reduced his pension benefit. DuPont has maintained an employee information/data
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`portal called “DuPont Connection” for many years where employees can review their benefits
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`information. However, in early 2020, he received a notification that employees were now
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`directed to the “Corteva Connection” portal as the pension information would no longer be
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`visible in DuPont Connection. Mr. Cockerill located the web portal and established his account.
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`Navigating through the information he landed on the page for his pension benefit and was
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`shocked to see that his earliest unreduced retirement date was changed to 2034 versus his
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`planned date in 2027. Any retirement prior to the 2034 date per the current company position
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`would result in a 5% reduction for each year so retiring as planned would result in a 35% lifetime
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`reduction. He was never told that this would be the case before or after the spin-off and never
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`suspected that this was possible.
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`49. Mr. Cockerill contacted the Corteva Connection Customer service line to question
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`what he assumed was an error with regard to when he could qualify for full retirement benefits
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`but was informed it was not an error and that he should discuss the matter with DuPont human
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`resources.
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`Case 2:21-cv-03966 Document 1 Filed 09/03/21 Page 17 of 40
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`50. Mr. Cockerill immediately scheduled a meeting with Lisa White (DuPont
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`Corporate Human Resources for Pension Affairs), who confirmed that the date was correct based
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`on the design and terms of the separation of Corteva, Dow and DuPont and due to the fact that
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`the Plan was transferred to Corteva.
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`51.
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`Around November of 2018, when the announcement was made that Corteva
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`would be taking over the Plan, Mr. Cockerill reviewed the 2018 Q&A document that was shared
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`with all DowDuPont employees. As a manager of other employees, it was Mr. Cockerill’s
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`responsibility to understand the changes that would impact employees and be able to answer any
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`questions and support any concerns employees might have. As described in Mr. Cockerill’s
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`appeal, the language in this Q&A did not make clear the underlying impact of the changes
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`intended by DowDuPont management.
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`52. Moreover, as a manager Mr. Cockerill was aware that employees were continuing
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`to age into early retirement. He had no reason to believe that the spin-off would eliminate
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`participants’ ability to retire once they reached their desired retirement age so long as they had
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`the requisite number of years of service.
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`53. Mr. Cockerill has been in a leadership role for more than 20 years and is very
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`experienced at both writing and interpreting such Q&A’s, but DuPont and Corteva’s plan to cut
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`off early retirement benefits for worker such as himself was not in any way apparent from the
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`Q&A document, which instead obscured this critical fact. Nor was the distribution of the Q&A
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`document about the effect of the spin-off on the Plan consistent with prior communications about
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`changes to the Plan. For example, historically when there were changes to the Plan, human
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`resources would hold meetings with participants and discuss the effects of the changes on the
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`employees. There would be specific site meetings with human resources consultants who would
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`Case 2:21-cv-03966 Document 1 Filed 09/03/21 Page 18 of 40
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`provide PowerPoint presentation. They would take roll and document attendance to ensure that
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`all participants were properly informed of Plan changes. None of this happened in November
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`2018. Instead, Mr. Cockerill and other affected employees were left to try to understand an
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`unclear and misleading document on their own.
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`54.
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`Consequently, Mr. Cockerill believes that the majority of employees would not
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`and still do not understand the intent of the companies to take away promised early retirement
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`benefits through a corporate sleight of hand that ostensibly transformed current employees into
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`terminated employees. An employee in the human resources department of Corteva disclosed to
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`Mr. Cockerill that 7,000 of the 23,000 employees of DuPont Specialty Products would be
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`negatively affected by this change, most of whom are likely still in the dark and do not
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`understand what has been taken away from them. Despite this large number of affected
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`employees, there was no presentation given to these employees, no communication provided
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`other than the Q&A, which did not even