SIEGEL v. LINCOLN FINANCIAL GROUP, 2:14-cv-00289

Background

Martin Siegel sought termination and distribution of his law firm's 401(k) plan in August 2010; the plan required the spouse to sign a waiver of the qualified joint and survivor annuity to permit distribution.
Plaintiff Jamie Siegel alleges Martin forged her signature on that spouse waiver; Lincoln Financial Group (plan administrator) processed the waiver and disbursed about $106,639.36 to Martin (net of withholdings).
Jamie sued Lincoln in New Jersey state court for negligence and breach of contract (as a third-party beneficiary), alleging Lincoln failed to require witness presence, representative verification, or other safeguards to prevent destruction of her rights.
Lincoln removed to federal court asserting ERISA federal-question jurisdiction (and diversity), and moved to dismiss under Rule 12(b)(6), arguing ERISA governs and preempts the state-law claims (and that the complaint fails to state an ERISA claim).
The court declined to decide on the Rule 12(b)(6) motion as to preemption because the record did not establish whether the 401(k) plan was an ERISA plan (i.e., whether employees other than the owner were participants). The court found the submitted Adoption Agreement and plan summary were insufficient to establish ERISA coverage at the pleading stage.
The court denied Lincoln’s motion to dismiss, gave plaintiff 21 days to elect: (1) stand on the complaint (with discovery to determine ERISA coverage), or (2) file an amended complaint pleading any ERISA claims in the alternative; permitted discovery to proceed and reserved preemption issues for summary judgment.

Issues

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether the firm’s 401(k) plan is governed by ERISA	The complaint does not establish ERISA coverage; the plan may cover only the owner and spouse (excluded from ERISA)	The plan is an ERISA plan and ERISA preempts Siegel’s state-law claims	Court: Not established on current record; ERISA coverage not resolved at dismissal stage
Whether ERISA preempts Siegel’s state-law negligence and breach claims	Siegel contends state remedies should remain if plan is non‑ERISA or claims fall outside preemption	Lincoln contends ERISA preempts those claims and plaintiff should have pleaded ERISA claims	Court: Preemption question deferred; dismissal denied because ERISA coverage not shown
Whether court may consider defendant’s extra-record plan documents on a Rule 12(b)(6) motion	Siegel argues such non-integral, non-public documents cannot be considered at pleading stage	Lincoln attached Adoption Agreement and plan summary and other documents to show coverage	Court: Some attached documents are not integral to the complaint and cannot be dispositively considered now; cannot resolve ERISA coverage based on them
Appropriate procedural remedy when ERISA coverage is uncertain at pleading stage	Siegel seeks to proceed in state-law form	Lincoln seeks dismissal or repleading under ERISA	Court: Denied dismissal; gave plaintiff option to stand or amend and allowed discovery; reserved preemption for summary judgment

Key Cases Cited

Shaw v. Delta Air Lines, 463 U.S. 85 (explains ERISA preemption standard and "relate to" test)
Metropolitan Life Ins. Co. v. Massachusetts, 471 U.S. 724 (discusses ERISA's expansive preemptive effect)
Blue Cross & Blue Shield Plans v. Travelers Ins. Co., 514 U.S. 645 (characterizes ERISA's governing text as expansive)
White Consol. Indus., Inc. v. Guar. Corp., 998 F.2d 1192 (3d Cir.) (documents attached to motion to dismiss may be considered if integral and authentic)
In re Rockefeller Ctr. Properties, Inc. Sec. Litig., 184 F.3d 280 (3d Cir.) (limit on considering extra-pleading documents: must be integral or relied upon)
Nat'l Sec. Sys., Inc. v. Iola, 700 F.3d 65 (3d Cir.) (state common law is within the scope of ERISA preemption analysis)
Menkes v. Prudential Ins. Co. of Am., 762 F.3d 285 (3d Cir.) (discusses ERISA's extraordinary preemptive power)