Int'l Brotherhood of Teamsters Local Union No. 413 v. The Kroger Co., 020921 OHSDC, 2:19-cv-3513

Docket Nº2:19-cv-3513
Judge PanelDeavers Chief Magistrate Judge.
Case DateFebruary 09, 2021
CourtUnited States District Courts, 6th Circuit, Southern District of Ohio




No. 2:19-cv-3513

United States District Court, S.D. Ohio, Eastern Division

February 9, 2021

Deavers Chief Magistrate Judge.



This matter is before the Court on Cross-Motions for Summary Judgment: Defendant's Motion for Summary Judgment (ECF No. 21) and Plaintiff's Motion for Summary Judgment (ECF No. 22). For the reasons set forth below, the Court DENIES Defendant's Motion and GRANTS IN PART AND DENIES IN PART Plaintiff's Motion.


A. Factual Background

This case concerns a dispute over retirement benefits between Plaintiff International Brotherhood of Teamsters Local Union No. 413 (“the Union”) and Defendant The Kroger Co. d/b/a Tamarack Farms Dairy. Kroger sponsors one defined benefit plan for its employees, the consolidated retirement benefit plan (CRBP) “spin-off plan, ” and also sponsors other defined benefit retirement plans through unions. (ECF No. 17, 11:9-11:25). Kroger also offers multiple other retirement plans. (Id., 11:9-11:11).

During the relevant time period, the Union and Tamarack were parties to a collective bargaining agreement (“CBA”), which covers the period of October 8, 2017 through October 10, 2020. (ECF No. 22-2, Ex. A). Article 5 of the CBA sets forth the grievance and arbitration procedure to be used in the case of a grievance, defined by the CBA as “a dispute between the Employer and employee as to the interpretation or application of any provisions of this Agreement and is limited to the express terms and provisions of this Agreement.” (Id. § 5.1). Union employees with grievances must pursue a multi-step process to settle disputes concerning the CBA. (Id.). Two conferences between the aggrieved Union employee and Tamarack must take place before a matter may be referred to the Board of Arbitration. (Id.). A decision by the arbitrator “shall be final and binding” and the arbitrator is not “empowered to alter the terms” of the CBA. (Id.).

The CBA also includes several provisions concerning benefits, such as vacation time, life insurance, and, most relevant to the matter here, retirement. Article 19, Section 19.1 instructs that “All employees of the Employer will be covered by and participate in the Kroger Employees Retirement Benefit Plan. Participation is governed by the terms of the Plan.” (Id. § 19.1). The language of Article 19, Section 19.1 has remained the same since as early as 2001. (ECF No. 19, 30:4-30:23). Kroger's Manager of Defined Benefit Plans testified that she had no knowledge of a plan currently offered under the name “Kroger Employees Retirement Benefit Plan, ” as referenced in Article 19, Section 19.1. (ECF No. 17, 13:4 -14:2). Beginning in 2001, Kroger provided benefits via the Kroger consolidated retirement benefit plan or “CRBP, ” a defined benefit plan with multiple pension plans within it. (Id., 15:8-16:5).

In August 2017, the CRBP was terminated and replaced by the “CRBP spin-off plan.” (ECF No. 17, 16:6-16:23). At this time, approximately 30, 000 nonunion associates were terminated from the plan and given the option to take a lumpsum payout of their benefit, roll the funds over to a 401(k) account, or have Kroger purchase an annuity with an insurance company for the associate's benefit. (Id., 17:14-17:24, 18:16-18:20). Approximately 5, 000 associates with grandfathered pensions (a mix of Union and non-Union employees), 3, 000 Union employees participating in a cash benefit plan that was frozen, and 1, 500 “term vest associates” remained in the CRBP spin-off plan. (Id., 18:1-19:14).[1] Those employees remaining in the CRBP spin-off plan, including Union employees in the cash benefit plan, did not receive any distribution options. (Id., 21:1-22:8, 38:22-39:17).

Prior to the adoption of the CBA, Tamarack and the Union engaged in contract negotiations. One item of discussion during the negotiations was the issue of the “cash balance plan.” (ECF No. 19, 15:3-15:17; ECF No. 18, 13:11-14:5). During the negotiations, Union representation sought for those in the cash benefit plan to have the same distribution options as management. (ECF No. 18, 14:2-14:8). The Union made a verbal proposal that participants in the cash balance plan should be able to do the same as management with their money. (Id., 17:18- 17:24). Union Steward Jay Laymon, who participated in the negotiations of the current CBA and past CBAs, indicated that he asks for updated copies of the retirement plan during each round of negotiations and that, historically, the plan the Union was being offered was the same plan as management. (Id., 24:23-25:8). Mr. Laymon also testifies that, in his experience negotiating CBAs, management informed the Union that the benefits would be the same whenever the Union raised the issue of retirement. (Id., 26:2-26:13). Tamarack informed the Union that there was no way to resolve this proposal prior to a vote on the current CBA. (Id., 17:25-18:8, 27:13-27:19, 30:6-30:17). Mr. Laymon recalls that Tamarack made representations during negotiations that it would be able to resolve the cash balance payment issue raised in negotiations within three to six months. (Id., 35:23-36:23).

On February 20, 2018, Mr. Laymon submitted Grievance Form 52672. (ECF No. 22-2, Ex. B; ECF No. 18, 5:13-5:24, 21:14-22:17).2 On the Grievance Form, Mr. Laymon indicated that his grievance arises from Article 19, Section 19.1 (Id.). The grievance reads as follows: Based on (Article 19 Section 19.1) All Tamarack Bargaining Unit employees participating in the Kroger Consolidated Retirement Benefit Plan (aka Cash Balance Pension Plan) the Company will provide the same payment options as offered to management and non union hourly associates.

(Id.). Mr. Laymon testified that the plain language of the CBA does not support his grievance on its face, but that there could be different interpretations. (ECF No. 18, 32:20-33:21). Tamarack refused to hear the grievance. (ECF No. 19, 24:7-24:9). After proceeding through the required steps of the grievance procedure as required by the CBA, the Union notified Tamarack in September 2018 that the Union wished to arbitrate the grievance. (ECF No. 22-2 ¶ 8). The parties then engaged in a mediation process. (Id. ¶ 9). On or about January 3, 2019, the parties participated in a mediation session with a mediator from the Federal Mediation and Conciliation Service, which did not result in a resolution of the issue. (Id. ¶ 10). For several months, the parties exchanged information and proposals regarding the matter. (Id. ¶ 11).

In late June 2019, the Union indicated to Tamarack that it wished to proceed to arbitration of the grievance under Article 5 of the CBA. (Id.). On or about July 8, 2019, Defendant informed Plaintiff's counsel via e-mail that “the Company's position is that the dispute concerning the cash balance retirement plan is not arbitrable and the Company therefore does not agree to submit this matter to arbitration.” (ECF No. 22-2, Ex. C).

B. Procedural Background

In August 2019, the Union filed suit in federal court to compel arbitration of this dispute under the Labor Management Relations Act of 1947 (“LMRA”), codified at 29 U.S.C § 141 et seq. (ECF No. 1 ¶¶ 4, 20-22). The Union alleged that Tamarack breached the CBA by refusing to arbitrate the grievance and that the failure to arbitrate was willful and in bad faith. (Id. ¶¶ 21-22). As relief, the Union seeks an order that Tamarack must arbitrate the grievance under the CBA, as well as costs, expenses, and attorney's fees. (Id. at 5).

On October 25, 2019, Defendant filed its Answer. (ECF No. 8). The Defendant admitted that it is a party to the CBA and contends that Article 19, Section 19.1 and Article 5 of the CBA “speak for themselves.” (Id. ¶¶ 6-7, 11-12). Defendant also admitted that the parties attempted to mediate the dispute and that the parties discussed, but were unable to reach a resolution, as to the cash benefit plan. (Id. ¶¶ 16, 18). Kroger denied that the terms of the CBA provided for arbitration of the grievance. (Id. ¶ 19). Defendant then raised several defenses, including that Plaintiff's complaint fails to state a cause of action upon which relief may be granted. (Id. at 4).

The discovery period closed on August 17, 2020. (ECF No. 15). On September 11, 2020, the parties filed cross-motions for summary judgment. (ECF Nos. 21-22). The parties then filed responses and replies on the cross-motions for summary judgment. (ECF Nos. 26-29). The Motions for Summary Judgment are now ripe for decision.


Federal Rule of Civil Procedure 56(a) provides, in relevant part, that summary judgment is appropriate “if the movant shows that there is no genuine issue as to any material fact and the movant is entitled to judgment as a matter of law.” In evaluating such a motion, the evidence must be viewed in the light most favorable to the nonmoving party, and all reasonable inferences must be drawn in the non-moving party's favor. U.S. Sec. & Exch. Comm'n v. Sierra Brokerage Servs., Inc., 712 F.3d 321, 327 (6th Cir. 2013) (citing Tysinger v. Police Dep't of City of Zanesville, 463 F.3d 569, 572 (6th Cir. 2006)). This Court then asks “whether ‘the evidence presents a sufficient disagreement to require submission to a jury or whether it is so one-sided that one party must prevail as a matter of law.'” Patton v. Bearden, 8 F.3d 343, 346 (6th Cir. 1993) (quoting Anderson v. Liberty Lobby, 477 U.S. 242, 251-52 (1986)). “[S]ummary judgment will not lie if the dispute is about a material fact that is ‘genuine,' that is, if the evidence is such that a...

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