This Lawsuit was filed on behalf of participants in the Triad ESOP and their beneficiaries (the “Lawsuit”). The Lawsuit asserts claims against GreatBanc Trust Company, the Board of Directors of Triad Manufacturing, Inc., David Caito, Robert Hardie, Michael McCormick, Elizabeth J. McCormick, Elizabeth J. McCormick Second Amended and Restated Revocable Living Trust, Michael K. McCormick Second Amended and Restated Revocable Living Trust, David M. Caito Revocable Trust, and First Amended and Restated Robert Hardie Revocable Trust (collectively the “Defendants”) and has been litigated in the U.S. District Court for the Eastern Division of the Northern District of Illinois and the Court of Appeals for the Seventh Circuit since April of 2020.
The Lawsuit asserts that Defendants violated a federal statute, the Employee Retirement Income Security Act of 1974 (“ERISA”), in connection with the ESOP’s purchase of Triad stock in 2015 for approximately $106 million (the “ESOP Transaction”). Plaintiffs allege that the ESOP paid more than fair market value for Triad stock. Specifically, the Lawsuit alleges that some of the Defendants were ESOP fiduciaries who violated their duties under ERISA § 404, 29 U.S.C. § 1104, ERISA § 405, 29 U.S.C. § 1105 ERISA § 406, 29 U.S.C. § 1106, and ERISA § 410, 29 U.S.C.§ 1110 in connection with the ESOP purchase of Triad stock. The Lawsuit also asserts claims against various Selling Shareholders for participating in the ERISA violations when they sold their Triad stock to the ESOP.
The Defendants deny all the allegations in the Lawsuit, deny any wrongdoing regarding the ESOP Transaction, and have vigorously defended the Lawsuit.