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Kriley v. IBM Corp.

United States District Court, W.D. Pennsylvania

May 10, 2017




         Phillip Kriley (“Kriley”) brought this action under the Employee Retirement Income Security Act of 1974 (“ERISA”), as amended, 29 U.S.C. §§ 1001, et seq., challenging the denial of his claim for 26 weeks of severance benefits under the IBM Corporation Resource Action Severance Plan (the “Severance Plan”), administered by his former employer IBM Corporation (“IBM”). ECF No. 1-2. IBM and the Severance Plan (collectively, “Defendants”) have filed a Motion for Judgment on the Pleadings (“the Motion”). ECF No. 17. For the reasons that follow, Defendants' Motion will be granted.


         Between 1990 and 2009, Kriley worked for Allegheny Technologies, Inc. (“ATI”) as the manager of ATI's Tandem computer system. ECF No. 1-2 ¶ 7. In early 2009, ATI outsourced management of its computer resources to IBM. Id. ¶ 8. Kriley was deemed “critical to this transition, ” and agreed to join IBM “but only after IBM agreed to, ” among other things, “treat his service at ATI as IBM service to calculate his benefits. Id. ¶ 12. “IBM made these assurances repeatedly[, ]” id. ¶ 14, including at one of Kriley's first meetings with IBM's human resources transition manager, id., and during his “introduction to IBM, ” id. ¶ 16. “Based on IBM's repeated assurances . . ., Kriley accepted IBM's offer and began work in July 2009.” Id. ¶ 17.

         In March 2012, Kriley was permanently laid off, and IBM offered him five weeks' salary under the Severance Plan if he signed a release. Id. ¶¶ 19, 20. This offer was “based on Kriley's 2.5 years of IBM service and ignore[d] [IBM's] prior promise (and practice) of counting [his] 19 years of ATI service in calculating [his] IBM benefits.” Id. ¶ 26.

         Kriley claims that IBM never provided him with a copy of the Plan or Summary Plan Description (“SPD”) explaining the terms of the Plan and the claims and appeals procedures. Id. ¶ 25. Nevertheless, on June 3, 2016, over four years after the termination of his employment, Kriley, through counsel, sent a letter to the Severance Plan, making a claim for 26 weeks' severance based on his combined years of service with ATI and IBM. Id. ¶ 29. On July 21, 2016, the Severance Plan denied his claim, on the grounds that (1) the appeal was “time barred because it arose after the plan closed[, ]” and (2) “the Terms and Conditions of the contract which brought [him] from Allegheny to IBM did not allow for Allegheny service time to be used in calculating any separation payment.” Ex. C, ECF No. 1-2 at 26. Kriley appealed, and the Severance Plan denied his appeal on October 14, 2016. Id.

         On November 21, 2016, Kriley filed suit in the Court of Common Pleas of Allegheny County under 29 U.S.C. § 1132(a)(1)(B) seeking payment of the 26 weeks of pay he thought he was entitled to under his alleged agreement with IBM. Id. ¶ 1. Defendants removed the action to this Court based on federal question jurisdiction. ECF No. 1. On December 20, 2016, Defendants filed an Answer, ECF No. 6, which was followed two months later by their Motion for Judgment on the Pleadings, along with a brief in support, ECF Nos. 17, 18. Kriley filed a Response in Opposition. ECF No. 19. Defendants filed a Reply, and Kriley filed a Sur-reply. ECF Nos. 20, 25. Having been fully briefed, the Motion is ripe for disposition.


         A motion for judgment on the pleadings under Rule 12(c) may be granted when “the movant clearly establishes that no material issue of fact remains to be resolved” and that it is “entitled to judgment as a matter of law.” Rosenau v. Unifund Corp., 539 F.3d 218, 221 (3d Cir. 2008); see also Sheridan v. NGK Metals Corp., 609 F.3d 239, 259 n.25 (3d Cir. 2010). In ruling on the motion, the court must construe the facts in the pleadings and the inferences drawn therefrom in the light most favorable to the non-moving party. Id.; see also Sikirica v. Nationwide Ins. Co., 416 F.3d 214, 219 (3d Cir. 2005). Generally, the court may “not consider matters outside the pleadings, ” Mele v. Fed. Reserve Bank of N.Y., 359 F.3d 251, 257 (3d Cir. 2004), though it may consider “exhibits attached to the complaint, matters of public record, and undisputed[ly] authentic documents if the plaintiff's claims are based upon those documents[, ]” Perez v. Gamez, 2014 WL 670923, at *1 (M.D. Pa. Feb. 21, 2014) (citation omitted).


         A. Scope of Documents Considered

         As an initial matter, the Court must address the scope of the documents that it may consider in ruling on the instant Motion. When they filed their Reply, Defendants also filed a “statement” by Paul Horine, who was Kriley's supervisor at IBM. ECF No. 21. Attached to this statement are two e-mails between Horine and Kriley; the “Employee Package” (including a copy of the summary plan description (“SPD”)) that was allegedly attached to one of the e-mails; and a chain of instant messages between Horine and Kriley sent around the same time. ECF Nos. 21-1 to 21-4. The e-mails and text messages shed light on the circumstances surrounding Kriley's layoff and IBM's offer of five weeks' severance pay. Kriley argues in his Sur-reply that the Court must disregard Defendants' new evidence because the documents are outside of the scope of the pleadings. ECF No. 25 at 1-2. Kriley is correct.

         With the exception of the SPD, which is also attached to the Complaint, the Court cannot consider these documents in ruling on Defendants' Motion, insofar as they are not attached to the Complaint, are not matters of public record, and do not form the basis of Kriley's Complaint. See Mele, 359 F.3d at 257. Accordingly, this new evidence will be disregarded by the Court.

         B. Section ...

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