Two lawsuits were filed in the United States District Court for the Northern District of California. These lawsuits have been consolidated. Together, they allege that Salesforce violated ERISA with respect to the Plan. The individuals who are pursuing the lawsuit (“Plaintiffs”) claim that Salesforce should not have selected and maintained certain funds as investment options in the Plan. Plaintiffs also alleged that the Salesforce Board of Directors failed to monitor the Plan’s fiduciaries.

Salesforce denies the allegations in the lawsuit and contends that its conduct was entirely proper.  Salesforce has asserted, and would assert should the litigation continue, a number of defenses to Plaintiffs’ claims.

The Parties have agreed to the Settlement after extensive negotiations. By agreeing to the Settlement, the Parties avoid the costs and risks of further litigation, and Plaintiffs and the other members of the Settlement Class will receive compensation and other benefits. Class Counsel have conducted a review of the evidence in the case and the potential risks and benefits of continued litigation and believe that the Settlement is in the best interest of the class. The Court has not made any finding that Salesforce has done anything wrong or violated any law or regulation.

The Plan will retain an independent fiduciary to evaluate the fairness of the Settlement.

If you were a participant in the Salesforce 401(k) Plan from March 11, 2014 through October 11, 2024, you are a Class Member and may benefit from this class action settlement.

Plaintiffs and Salesforce have agreed to a settlement that involves monetary payments to participants. These and other terms of the Settlement are set forth in the Class Action Settlement Agreement dated August 23, 2024 (“Settlement Agreement”), and described briefly below.

As part of the Settlement, Salesforce has agreed to make a one-time payment of $1,350,000.00 (the “Gross Settlement Amount”). Class Counsel intends to ask the Court to approve up to one-third of that amount for attorneys’ fees, an amount no greater than $449,955.00. Class Counsel will also seek reimbursement for litigation expenses actually incurred and necessary for the prosecution of the litigation, including the pre-litigation investigation period, not to exceed $150,000.00, which also shall be recovered from the Gross Settlement Amount. In addition, Class Counsel will ask the Court to approve Class Representatives’ Case Contribution Awards not to exceed $10,000.00 each for Class Representatives Gregor Miguel and Amanda Bredlow, and $7,500.00 each for Class Representatives Chris Simonelli, David Villarreal, Joseph Douillard, Marc Runyard, Mark Tracey and Robert Ramirez, which shall be recovered from the Gross Settlement Amount. The expenses incurred by the Settlement Administrator in sending this notice and administering the Settlement will also be recovered from the Gross Settlement Amount.  This amount is likely to exceed $75,000.00.

Accordingly, the amount that will be available for distribution to Class Members (“Net Settlement Amount”) will be the Gross Settlement Amount minus the amounts used for other approved settlement purposes (Case Contribution Awards, Court-approved Attorneys’ Fees and Expenses to Class Counsel, Administration Expenses, and certain taxes and tax-related costs).

You may be entitled to receive a portion of the Net Settlement Amount. The amount paid to each eligible Class Member will be determined by a Plan of Allocation approved by the Court and posted to the Settlement Website.

Whether or not a person meets the definition of an eligible Class Member will be based on the Plan’s records. You have received this notice because, based on the Plan’s records, you are believed to be a member of the Settlement Class. If you are a Plan participant, or Beneficiary or Alternate Payee of a participant and you have an Active Account in the Plan, you do not need to take any action in order to receive payment under the Settlement.

Payments made to participants, or to beneficiaries or alternate payees of a participant who have Active Accounts in the Plan shall be made into these persons’ individual investment accounts in the Plan. If you are a Former Participant, or a Beneficiary or Alternate Payee of a Former Participant and you do not have an Active Account in the Plan, you will need to submit a Former Participant Claim Form by the submission deadline in order to receive payment under the Settlement.

To avoid disproportionate expenses in particular cases, no distribution will be made to any Settlement Class Member who (1) is no longer a participant in the Plan and (2) would otherwise be entitled to an amount of $9.99 or less from the Net Settlement Amount. Settlement Class Members who are Current Participants in the Plan are not subject to this restriction. Payments made to Former Participants, or to Beneficiaries or Alternate Payees of Former Participants who do not have Active Accounts in the Plan may be made either by check or tax-qualified rollover to an individual retirement account or other eligible employer plan.

If you are a Participant, or a Beneficiary or Alternate Payee of a Participant and you have an Active Account in the Salesforce 401(k) Plan, you do not need to submit a claim to be eligible for a payment under the Settlement. You will receive any payment for which you are eligible automatically in your account in the Plan. If you are a Former Participant, or a Beneficiary or an Alternate Payee of a Former Participant and you do not have an Active Account in the Plan, you must submit a Former Participant Claim Form by the submission deadline in order to be eligible for a payment under the Settlement. “Former Participant” means a member of the Settlement Class who does not have an Active Account as of the time of calculation of the Final Entitlement Amount defined in the Plan of Allocation. If you are a Former Participant, or a Beneficiary or Alternate Payee of a Former Participant and you do not have an Active Account in the Plan, and want to receive any monetary benefits from the Settlement, you must submit the Former Participant Claim Form by no later than February 11, 2025. You must mail the Former Participant Claim Form to the address shown on the Form. A Former Participant Claim Form will be deemed submitted when it is actually received by the Settlement Administrator at the address listed in the Form.

No. The Settlement does not allow any Settlement Class Members to exclude themselves from the settlement or decide not to be a part of the Settlement. While some class-action settlements allow class members to “opt out” of the settlement, because of the nature of the claims Plaintiffs have asserted in this lawsuit, Settlement Class Members do not have any right to opt out.  Therefore, as a Class Member, you are bound by any judgments or orders that are entered in the lawsuit for all claims that were asserted in the Action or are otherwise included as Released Claims as defined in the Settlement Agreement.

If you dislike some portion of the Settlement, your only recourse is to object to the settlement. If you wish to object to any part of the Settlement, you may (as discussed below) write to the Court and counsel about why you object to the Settlement.

Prior to the Fairness Hearing, Settlement Class Members will have the opportunity to object to approval of the Settlement, including Plaintiffs’ request for attorneys’ fees, expenses, and case contribution awards. Settlement Class Members can object to the Settlement and give reasons why they believe that the Court should not approve it. To object, you must send your objection to the Court, at Clerk of Court, U.S. District Court for the Northern District of California, 450 Golden Gate Avenue, San Francisco, CA 94102-3489.

Objections must be post-marked or hand delivered to the Court Clerk on or before February 11, 2025. Objections filed after that date will not be considered. Any Settlement Class Member who fails to submit a timely objection will be deemed to have waived any objection they might have, and any untimely objection will be barred absent an order from the Court. Objections must include: (1) the case name and number; (2) your full name, current address, telephone number, and signature; (3) a statement that you are a Settlement Class Member and an explanation of the basis upon which you claim to be a Settlement Class Member; (4) all grounds for the objection, accompanied by any legal support known to you or your counsel; (5) a statement as to whether you or your counsel intends to personally appear and/or testify at the Final Approval Hearing; and (6) a list of any persons you or your counsel may call to testify at the Final Approval Hearing in support of your objection.

The Court has granted preliminary approval of the proposed Settlement, finding that it is sufficiently reasonable to warrant such preliminary approval, and has approved delivery of this notice to Settlement Class Members. The Settlement will not take effect, however, until it receives final approval from the Court following an opportunity for Settlement Class Members to object to the Settlement. Following the deadline for objecting to the Settlement, the Court will hold a Fairness Hearing on April 4, 2025 to consider any objections. The Final Fairness Hearing will take place at 9:00 am at the United States District Court for the Northern District of California, located at 450 Golden Gate Avenue, San Francisco, CA 94102-3489. The date and location of the Fairness Hearing is subject to change by Order of the Court, which will appear on the Court’s docket for this case.  Please continue to check the Settlement Website for updated information.