Dahlin v. Wells Fargo Bank, N.A.

          ORDER

          PHILIP A. BRIMMER CHIEF UNITED STATES DISTRICT JUDGE.

         This matter comes before the Court on Defendants' Motion to Dismiss [Docket No. 40]. The Court has jurisdiction pursuant to 28 U.S.C. § 1331.

         I. BACKGROUND^[1]

         This is an action for benefits under the Employee Retirement Income Security Act of 1974 (“ERISA”), 29 U.S.C. § 1001 et seq. Plaintiff was hired by Wells Fargo Bank, N.A. (“Wells Fargo”) in 1986 to work as a bank teller in Wells Fargo's branch office in Rifle, Colorado. Docket No. 31 at 3, ¶ 13. Beginning in 2008, oil and gas activity in the Rifle region declined and, combined with the recession, adversely affected market conditions. Id., ¶¶ 17-18. As businesses in Rifle were failing, Wells Fargo transferred two of plaintiff's biggest accounts to a younger banker in Avon, Colorado. Id., ¶ 18. Despite the declining market conditions around Rifle, plaintiff was expected to meet the same sales goals as bankers in larger Colorado cities such as Boulder, Denver, and Grand Junction. Id. at 3, ¶ 19. On April 29, 2016, Wells Fargo terminated plaintiff's employment citing “poor performance.” Id., ¶ 20. Following plaintiff's termination, Wells Fargo conceded that its sales goals were unrealistic, eliminated those sales goals, and did not hire anyone new to fill plaintiff's position. Id. at 3-4, ¶¶ 21, 23.

         At the time of plaintiff's termination, Wells Fargo had a welfare benefit plan, the Wells Fargo & Company Salary Continuation Pay Plan (the “Plan”) under which an employee could receive salary continuation pay if her position was eliminated. Id. at 4, ¶¶ 24-25. A full-time employee with over twenty-five years of service, such as plaintiff, was eligible for sixteen months of salary continuation pay. Id., ¶ 26. Under the terms of the Plan, however, a Plan participant becomes “immediately ineligible for salary continuation pay” if she is “discharged for a reason other than a qualifying event (including but not limited to poor performance, violation of Wells Fargo's Code of Ethics and Business Conduct, or Wells Fargo's employment policies).” Docket No. 27-1 at 4.^[2]

         Following her termination, plaintiff submitted a claim for benefits to Wells Fargo & Company (the “Plan Administrator”). Id. at 2, 5, ¶¶ 9, 29. On July 18, 2016, the Plan Administrator denied plaintiff's claim on the ground that plaintiff was ineligible for salary continuation pay under the Plan. Id. at 5, ¶ 30. Plaintiff's appeal, filed on September 15, 2016, was rejected by the Salary Continuation Pay Plan Appeals Committee on October 28, 2016. Id., ¶ 32. Neither the Plan Administrator nor the Appeals Committee investigated plaintiff's allegations that “(i) the depressed market conditions in the Rifle area made it impossible for any business manager to meet Wells Fargo's unreasonable sales performance production standards; and (ii) the market conditions clearly warranted the elimination of [plaintiff's] position.” Id., ¶¶ 31, 33. In addition, the Plan Administrator “failed to give a full and fair investigation of [plaintiff's] claims that she was effectively terminated for ‘position elimination' rather than ‘poor performance' and therefore interfered with [plaintiff's] rights under the Plan.” Id. at 6, ¶ 36.

         Plaintiff filed this lawsuit in the District Court for Garfield County, Colorado on February 12, 2018. Docket No. 1-1 at 1. On March 8, 2018, W ells Fargo removed the case to this Court on the basis of diversity and federal question jurisdiction. Docket No. 1. In the operative complaint, filed on May 2, 2018, plaintiff asserts two causes of action: (1) interference with protected rights under ERISA § 510, 29 U.S.C. § 1140, against Wells Fargo; and (2) denial of benefits under ERISA § 502(a), 29 U.S.C. § 1132(a), against the Plan and the Plan Administrator. Docket No. 31 at 6-8.^[3] On June 5, 2018, defendants moved to dismiss the complaint under Fed.R.Civ.P. 12(b)(6) and 12(c). Docket No. 40. Plaintiff filed a response on June 26, 2018, Docket No. 45, to which defendants replied on July 10, 2018. Docket No. 49.

         II. LEGAL STANDARD

         To survive a motion to dismiss under Rule 12(b)(6) of the Federal Rules of Civil Procedure, a complaint must allege enough factual matter that, taken as true, makes the plaintiff's “claim to relief . . . plausible on its face.” Khalik v. United Air Lines, 671 F.3d 1188, 1190 (10th Cir. 2012) (citing Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570 (2007)). “[W]here the well-pleaded facts do not permit the court to infer more than the mere possibility of misconduct, the complaint has alleged - but it has not shown - that the pleader is entitled to relief.” Ashcroft v. Iqbal, 556 U.S. 662, 679 (2009) (internal quotation marks and alteration marks omitted); see also Khalik, 671 F.3d at 1190 (“A plaintiff must nudge [his] claims across the line from conceivable to plausible in order to survive a motion to dismiss.” (quoting Twombly, 550 U.S. at 570)). If a complaint's allegations are “so general that they encompass a wide swath of conduct, much of it innocent, ” then plaintiff has not stated a plausible claim. Khalik, 671 F.3d at 1191 (quotations omitted). Thus, even though modern rules of pleading are somewhat forgiving, “a complaint still must contain either direct or inferential allegations respecting all the material elements necessary to sustain a recovery under some viable legal theory.” Bryson v. Gonzales, 534 F.3d 1282, 1286 (10th Cir. 2008) (alteration marks omitted).

         The Court reviews a motion for judgment on the pleadings pursuant to Fed.R.Civ.P. 12(c) using the same standard that applies to a motion brought under Rule 12(b)(6). See Adams v. Jones, 577 Fed.Appx. 778, 781-82 (10th Cir. 2014) (unpublished) (“We review a district court's grant of a motion for judgment on the pleadings de novo, using the same standard that applies to a Rule 12(b)(6) motion.” (internal quotation marks omitted)). Thus, the Court “accept[s] all facts pleaded by the non-moving party as true and grant[s] all reasonable inferences from the pleadings in favor of the same.” Id. at 782 (internal quotation marks omitted). Judgment on the pleadings is appropriate if “the moving party has clearly established that no material issue of fact remains to be resolved and the party is entitled to judgment as a matter of law.” Id. (internal quotation marks omitted).

         III. ANALYSIS

         A. Interference with Benefits Under ERISA § 510

         Defendants argue that plaintiff's first claim for relief should be dismissed because plaintiff makes “only conclusory allegations” that are insufficient to show that Wells Fargo acted with the specific intent to interfere with plaintiff's rights under ERISA. Docket No. 40 at 9-10.

         Section 510 of ERISA makes it “unlawful for any person to discharge, fine, suspend, expel, discipline, or discriminate against a participant or beneficiary . . . for the purpose of interfering with the attainment of any right to which such participant may become entitled under the plan.” 29 U.S.C. § 1140. “This prohibition includes characterizing an employee's termination as one ‘for cause' for the purpose of unlawfully denying that employee severance benefits.” Madera v. Marsh USA, Inc., 426 F.3d 56, 61 (1st Cir. 2005); see also Furcini v. Equibank, NA, 660 F.Supp. 1436, 1439 (W.D. Pa. 1987) (recognizing a ...