JERRY ALDRIDGE; DANIEL BETTIS; GEORGE BECKMANN; DAVID BIRON; ERNEST BISHOP, III; E. E. BISHOP; PATRICIA BOUTREIS; BRAXTON BROOKS; ROBERT BROWN; PERRY BROWNLEE; WILLIAM H. BRYANT; E. J. BUECHE; JAMES (JJ) BUETTGEN; JOE BYRUM; EDNA T. CALDWELL; BELINDA CLINE (KITTS); COLLIN COPE; PATRICK COWLEY; EDWARD F. CROFTON; TAMARA CUNNINGHAM; LARRY DAVIS; RICHARD DEARDEN; ANNE DILLARD-MCGEOCH; MARGUERITE DUFFY; RICK ELDRIDGE; GREGORY EQUIZI; BETTY FLANAGAN; PAUL FREEMAN; KIMBERLY GRANT; HENRY GRAU; GENE GRUVER; RONALD HARMAN; CECILIA HEATH; ANDREW HEPP; VERONICA HEPP; SANDRA HERRINGTON; PEG HEYMAN; ROBERT F. HIGHTOWER; JAMES HOLLAND; JAMES HOLMAN; PFILIP G. HUNT; KEN HUTSON; NICHOLAS IBRAHIM; ROSS JACKSON; PAUL S. JONES; ROY KEENE, deceased; LOUIS FRANK KNIGHT; ADAM (DANNY) KOONTZ; FRED KUHLEMANN; ROBERT LAFRENIERE; DOUGLAS LANTAU; MARCELINO R. LARGEL; ROBERT LEBOEUF; - Articles

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Posted by: Azya Thornton on Jul 17, 2025

Head Comment: Case title continued: JAMES LITCHFORD; GLEN T. LOWERY; RAY MANNING; MARVIN MARTIN; REBECCA MARTIN; SCARLETT MAY; ROBERT MCCLENAGAN; TERESA MCCONNELL; CHARLES L. MCGUFF; CLIFFORD MEADOWS; DONALD MEIER; EVERETT MILLS; J. RUSSELL MOTHERSHED; CRAIG NELSON; ERIC PAUL; MAXWELL PIET; SHERRY BIGBY PRIME; JOHN PRYOR; ED REHM; MIKE RODER; CHARLES ROSETE; LOLA RUBLE; DAVID SCHMIDT; ANDREW SCOGGINS; JOE R. SEAITZ; LOIS M. SKOKOS; ALAN P. SMITH; EUBIE STACEY; JOHN STEPHENS; RONNIE TATUM; LARRY THOMPSON; BARRY TIMMONS; SHERRY TURNER; JEFFREY VAN HORNE; JACK VAUGHN; RONALD VILORD; LEE WALLACE; CLARICE WETMORE; FRED WHITLOCK; MARK YOUNG v. REGIONS BANK

Court: 6th Circuit Court (Published Opinions)

Attorneys 1: ARGUED: James A. Holifield, Jr., HOLIFIELD & JANICH, PLLC, Knoxville, Tennessee, for Appellants.

Attorneys 2: ARGUED: John C. Neiman, Jr., MAYNARD NEXSEN PC, Birmingham, Alabama, for Appellee.

Attorneys 3: ON BRIEF: James A. Holifield, Jr., Christina J. Haley, Kelly P. Endelman, HOLIFIELD & JANICH, PLLC, Knoxville, Tennessee, for Appellants.

Attorneys 4: ON BRIEF: John C. Neiman, Jr., Braden T. Morell, William B. Wahlheim, Jr., Ashlee D. Riopka, MAYNARD NEXSEN PC, Birmingham, Alabama, for Appellee.

Judge(s): GIBBONS, LARSEN, and MURPHY, Circuit Judges

Court Appealed: United States District Court for the Eastern District of Tennessee at Knoxville

MURPHY, Circuit Judge. The Employee Retirement Income Security Act of 1974 (ERISA) imposes many fiduciary duties on those who manage the retirement plans that employers set up for their employees. ERISA generally allows employees who participate in these plans to pursue breach-of-fiduciary-duty claims against these plan administrators. But the law exempts retirement plans designed for high-level managers from its fiduciary-duty requirements. It also directs employers to keep these so-called “top hat” plans unfunded, so participating managers risk losing their benefits to an employer’s creditors if the employer becomes insolvent. This risk materialized for former managers of Ruby Tuesday, Inc., when the company filed for bankruptcy. After losing their benefits, these managers sued Regions Bank— the bank that had administered their top-hat plans. Unable to bring federal fiduciary-duty claims under ERISA, the managers instead turned to state law. They asserted that Regions had breached state-law fiduciary, trust, contract, and tort duties. Alternatively, the managers sought to obtain their lost benefits from Regions under an ERISA provision that allows them to recover only equitable (not legal) relief. These claims require us to ask both a preemption question and a remedies question under ERISA. The preemption question considers whether the Ruby Tuesday managers may pursue state-law causes of action against Regions even though ERISA preempts all state laws that “relate to” ERISA-covered plans. 29 U.S.C. § 1144(a). Our answer is no. Congress’s decision to exempt administrators of top-hat plans from ERISA’s fiduciary-duty requirements shows that participating managers must protect themselves through contract—not through 50 potentially conflicting state-law standards of conduct. And while the managers argue that they seek to enforce the contractual duties that Regions agreed to accept, they must pursue this type of contract claim through ERISA’s exclusive remedial scheme, not through a state-law contract action. The remedies question considers whether the Ruby Tuesday managers may pursue their lost monetary benefits under a provision of ERISA that allows them to seek only “equitable relief” from Regions. 29 U.S.C. § 1132(a)(3). Our answer is again no. The Supreme Court and this court have both made clear that money damages qualify as legal relief that plan participants cannot obtain under § 1132(a)(3). And although the managers argue that they seek an “equitable surcharge” from Regions, they merely request damages under another label. All told, then, our answers to these two questions lead us to affirm the district court’s judgment for Regions.

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