MILLER v. CAMPBELL SOUP COMPANY RETIREMENT & PENSION PLAN ADMINISTRATIVE COMMITTEE, 1:19-cv-11397

Pro se plaintiff Sherry Miller sued the Campbell Soup Company Retirement & Pension Plan Administrative Committee under ERISA, asserting fiduciary misrepresentation and equitable estoppel claims about how her pension benefits were calculated.
Miller served document requests; the Committee obtained Miller’s personnel file in response (including a signed October 23, 2015 Voluntary Separation Agreement with a General Release that waived ERISA claims except for vested benefits) and produced it in discovery on August 15, 2022.
The Scheduling Order set August 15, 2022 as the deadline to amend pleadings; the Committee did not plead the release defense in its initial Answer because it was unaware of the Agreement until discovery.
After reviewing the Agreement, the Committee sought Miller’s consent to amend on August 19, 2022; she refused, asserting the Committee should have known of the Agreement earlier (pointing to a 2018 appeal). The Committee filed a motion for leave to amend on August 22, 2022.
The Magistrate Judge applied Rule 16’s good-cause standard (for post-deadline amendments) and Rule 15’s liberal amendment standard (futility, delay, prejudice), found the Committee acted with sufficient diligence, concluded the release raised a plausible affirmative defense, and granted leave to amend.
The Court gave Miller one week to propound discovery on the release and ordered the Committee to file its amended answer within seven days of the Order.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether the Committee showed good cause under Rule 16 to amend its Answer after the Scheduling Order deadline	Miller: Committee should have known about the Agreement in 2015/2018 and so lacked diligence	Committee: It did not have the personnel file until Miller’s discovery request; once obtained it promptly produced the file, sought consent, and moved to amend	Court: Good cause satisfied — Committee acted diligently after discovering the Agreement during fact discovery
Whether adding the release as an affirmative defense is permissible under Rule 15 (futility/delay/prejudice)	Miller: The release’s language does not bar her ERISA claims; amendment would be futile and untimely	Committee: The release plausibly bars the claims; Third Circuit law permits enforcement of individual releases as to ERISA claims; amendment is timely and not prejudicial	Court: Amendment not clearly futile; leave granted. Merits of whether the release actually bars the claims can be litigated later; plaintiff given one week to seek discovery on the release

Premier Comp Sols., LLC v. UPMC, 970 F.3d 316 (3d Cir. 2020) (Rule 16 good-cause analysis when amending after scheduling deadline)
Forman v. Davis, 371 U.S. 178 (U.S. 1962) (Rule 15 leave-to-amend liberal standard)
Shane v. Fauver, 213 F.3d 113 (3d Cir. 2000) (definition of futility for proposed amendment)
In re Schering Plough Corp. ERISA Litig., 589 F.3d 585 (3d Cir. 2009) (individual releases do not necessarily violate ERISA § 410(a))
Calvitti v. Anthony & Sylvan Pools Corp., [citation="351 F. App'x 651"] (3d Cir. 2009) (applying federal contract principles to releases affecting ERISA benefits)
Cureton v. Nat'l Collegiate Athletic Ass'n, 252 F.3d 267 (3d Cir. 2001) (undue delay as a basis to deny leave to amend)
U.S. ex rel. Schumann v. AstraZeneca Pharms. L.P., 769 F.3d 837 (3d Cir. 2014) (factors that may justify denying leave to amend)
Spartan Concrete Prods., LLC v. Argos USVI, Corp., 929 F.3d 107 (3d Cir. 2019) (Third Circuit’s liberal approach to permitting amendments)