Hummel v. Teijin Automotive Technologies, Inc.

Filing 33

FINAL APPROVAL ORDER. Signed by District Judge Matthew F. Leitman. (HRya)

UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF MICHIGAN
JENNIFER HUMMEL, on behalf of
herself and all others similarly
situated,
Plaintiff,

Case No.: 2:23-cv-10341
Hon. Matthew F. Leitman

v.
TEIJIN AUTOMOTIVE
TECHNOLOGIES, INC.,
Defendant.
FINAL APPROVAL ORDER
Before the Court are Plaintiff’s Motion for Final Approval of Class Action
Settlement and Certification of the Settlement Class (the “Final Approval Motion”) 1
(ECF No. 31), and Plaintiff’s Amended Motion for Service Award, Attorney’s Fees,
and Expenses (the “Fees, Costs, and Service Award Motion”) (ECF No. 28). Having
fully considered the issues, and for the reasons stated on the record at the final
approval hearing held September 23, 2024, the Court hereby GRANTS both the
Final Approval Motion and the Fees, Costs, and Service Award Motion, and orders
as follows:

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The terms of the settlement are set forth in a Settlement Agreement with accompanying exhibits
attached as Exhibit 1 to Plaintiff’s Unopposed Motion for Preliminary Approval of Class Action
Settlement and to Direct Notice of Proposed Settlement to the Class (ECF No. 25-1) (the
“Settlement”).

33314544.1

Pursuant to the notice requirements set forth in the Settlement Agreement and
in the Court’s April 2, 2024 Order Granting Plaintiff’s Unopposed Motion for
Preliminary Approval of Class Action Settlement and to Direct Notice of Proposed
Settlement to the Class (ECF No. 26) (“Preliminary Approval Order”), the
Settlement Class was notified of the terms of the proposed Settlement, of the right
of members of the Settlement Class to opt-out or object, and of the right of members
of the Settlement Class to be heard at a Final Approval Hearing to determine, inter
alia: (1) whether the terms and conditions of the Settlement Agreement are fair,
reasonable, and adequate for the release of the claims contemplated by the
Settlement Agreement; and (2) whether judgment should be entered dismissing this
Litigation with prejudice.
A Final Fairness Hearing was held on September 23, 2024. Prior to the Final
Fairness Hearing, on June 11, 2024, Plaintiff filed the Fees, Costs, and Service
Award Motion, and on September 2, 2024, Plaintiff filed the Final Approval Motion.
Counsel for the Parties appeared in person and presented arguments in support of
final approval of the Settlement.
Having heard the presentation of Class Counsel and Teijin’s counsel, having
reviewed all of the submissions presented with respect to the proposed Settlement,
having considered the Fees, Costs, and Service Award Motion, and having reviewed
the materials in support thereof, for the reasons stated on the record during the Final

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Fairness Hearing and for good cause appearing,
IT IS HEREBY ORDERED that:
1.

The Final Approval Motion and the Fees, Costs, and Service Award

Motion are GRANTED as stated herein.
2.

The Settlement, including the exhibits attached thereto, is approved as

fair, reasonable, and adequate, in accordance with Rule 23(e) of the Federal Rules
of Civil Procedure. This Final Approval Order incorporates by reference the
definitions in the Settlement Agreement, and all capitalized terms used herein shall
have the same meaning as set forth in the Settlement Agreement unless otherwise
set forth in this Order.
3.

Jurisdiction: The Court has jurisdiction over the subject matter of this

Litigation and over all claims raised therein and all parties thereto, including the
Settlement Class.
4.

The Settlement is Fair, Reasonable, and Adequate: The Court finds that

the Settlement was entered into by the Parties for the purpose of settling and
compromising disputed claims, and is fair, reasonable, and adequate, and in the best
interests of all those affected by it. The Settlement Agreement was entered in good
faith following informed, arm’s-length negotiations conducted by experienced
counsel with the assistance of a well-respected mediator, and is non-collusive.

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5.

Class Certification for Settlement Purposes Only: For purposes of the

Settlement only, the Court finds and determines that the Action may proceed as a
class action under Rule 23(b)(3) of the Federal Rules of Civil Procedure, and that:
(a) the Settlement Class certified herein is sufficiently numerous, as it includes
approximately 27,645 people, and joinder of all such persons would be
impracticable; (b) there are questions of law and fact that are common to the
Settlement Class, and those questions of law and fact common to the Settlement
Class predominate over any questions affecting any individual Settlement Class
Member; (c) the claims of the Plaintiff are typical of the claims of the Settlement
Class they seek to represent for purposes of settlement; (d) a class action on behalf
of the Settlement Class is superior to other available means of adjudicating this
dispute; and (e) as set forth below, Plaintiff and Class Counsel are adequate
representatives of the Settlement Class. The proposed Class satisfies all of Rule 23’s
requirements, so the Court will finally certify the Settlement Class. Teijin retains all
rights to assert that this Litigation may not be certified as a class action, other than
for settlement purposes.
6.

Class Definition: The Court hereby certifies, for settlement purposes

only, a Settlement Class consisting of individuals to whom Teijin sent notice of the
data-security incident that Teijin announced in December 2022, defined as follows:

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Settlement Class: All individual U.S. residents to whom Teijin sent
notice of the Ransomware Attack that Teijin announced on or around
December 13, 2022.
Excluded from the Settlement Class are: (1) the Judge and Magistrate Judge
presiding over the Litigation, any members of the Judges’ respective staffs, and
immediate members of the Judges’ respective families; (2) officers, directors,
members and shareholders of Teijin; (3) persons who timely and validly request
exclusion from and/or opt-out of the Settlement Class and the successors and assigns
of any such excluded persons; and (4) any person found by a court of competent
jurisdiction to be guilty under criminal law of initiating, causing, aiding or abetting
the criminal activity or occurrence of the Ransomware Attack or who pleads nolo
contendere to any such charge.
7.

Class Notice: The approved Notice Program provided for the Postcard

Notice to be mailed to all members of the Class who have been identified by Teijin
through its records with a mailing address, and the Class Notice to be posted on the
Settlement Website for those whose mailing addresses were not available within
Teijin’s records. For mailed notices returned with a forwarding address, the
Settlement Administrator mailed Postcard Notices to the forwarding addresses. The
Settlement Administrator maintained the Settlement Website, which provided
information about the Settlement, including copies of relevant Court documents, the
Settlement Agreement, the Class Notice, and the Claim Form. The Settlement

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Administrator also maintained a toll-free help line for Settlement Class Members to
call with settlement-related inquiries.
8.

Findings Concerning Notice: The Court finds and determines that the

Notice Program, preliminarily approved on April 2, 2024, and implemented on May
2, 2024, constituted the best notice practicable under the circumstances, constituted
due and sufficient notice of the matters set forth in the notices to all persons entitled
to receive such notices, and fully satisfies the requirements of due process, Rule 23
of the Federal Rules of Civil Procedure, 28 U.S.C. § 1715, and all other applicable
laws and rules. The Notice Program involved direct notice via mail and the
Settlement Website providing details of the Settlement, including the benefits
available, how to exclude or object to the Settlement, when the Final Fairness
Hearing would be held, and how to inquire further about details of the Settlement.
The Court further finds that all of the notices are written in plain language and are
readily understandable by Settlement Class Members. The Court further finds that
notice has been provided to the appropriate state and federal officials in accordance
with the requirements of the Class Action Fairness Act, 28 U.S.C. § 1715, drawing
no objections.
9.

Appointment of Class Representatives: The Court appoints Plaintiff

Jennifer Hummel as Class Representative of the Settlement Class pursuant to
Federal Rule of Civil Procedure 23(a).

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10.

Appointment of Class Counsel: The Court appoints Plaintiff’s attorneys

Patrick A. Barthle of Morgan & Morgan and Ryan D. Maxey of Maxey Law Firm,
P.A. as Settlement Class Counsel.
11.

Exclusion from Class: Any person falling within the definition of the

Settlement Class had the opportunity, upon request, to be excluded or “opt out” from
the Class. No one opted to be excluded from the Settlement.
12.

Objections and Appearances: Any Class Member had the opportunity

to enter an appearance in the Litigation, individually or through counsel of their own
choice. Any Class Member also had the opportunity to object to the Settlement and
the attorneys’ fees and expenses award and to appear at the Fairness Hearing and
show cause, if any, why the Settlement should not be approved as fair, reasonable,
and adequate to the Class, why a final judgment should not be entered thereon, why
the Settlement should not be approved, or why the attorneys’ fees and expenses
award should not be granted, as set forth in the Court’s Preliminary Approval Order.
There were no objections filed in this case to either the Settlement or the attorneys’
fees and expenses award. Any Settlement Class Member who did not make their
objections in the manner and by the date set forth in ¶ 12 of the Court’s Preliminary
Approval Order shall be deemed to have waived any objections and shall be forever
barred from raising such objections in this or any other action or proceeding, absent
further order of the Court.

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13.

Release: Upon the entry of this Order, the Class Representatives and all

Class Members, whether or not they have filed a Claim Form within the time
provided, shall be permanently enjoined and barred from asserting any claims or
causes of action against Teijin and the Released Persons based on, relating to,
concerning, or arising from the Ransomware Attack and alleged theft or misuse of
PII, and the Class Representatives and all Class Members conclusively shall be
deemed to have fully, finally, and forever released any and all such Released Claims
as set forth in the Settlement Agreement.
14.

Attorneys’ Fees and Costs: Class Counsel moved for an award of

attorneys’ fees and litigation expenses on June 11, 2024, which Teijin did not
oppose. Class Counsel requested $397,386.92 in attorneys’ fees and $3,541.83 in
litigation costs. The Court finds that Class Counsel’s request for attorneys’ fees and
costs is fair and reasonable, particularly in light of the results achieved through the
Litigation as well as the contingent nature of the fee award. Accordingly, Class
Counsel are awarded attorneys’ fees in the amount of $397,386.92 and litigation
costs in the amount of $3,541.83. These amounts shall be paid from the Settlement
Fund in accordance with the terms of the Settlement Agreement.
15.

Service Award: Plaintiff moved for a Service Award on June 11, 2024,

which Teijin did not oppose. Plaintiff requested a service award of $5,000.00. The
Court finds that Plaintiff’s request for a Service Award is fair and reasonable,

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particularly in light of the results obtained for the Settlement Class as a direct result
of Plaintiff’s willingness to act as a class representative and assist Class Counsel in
this litigation. Accordingly, Plaintiff is awarded a Service Award in the amount of
$5,000.00. This amount shall be paid from the Settlement Fund in accordance with
the terms of the Settlement Agreement.
16.

Payment to Settlement Class Members: The Claims Administrator shall

make all required payments from the Settlement Fund in accordance with the
amounts and the times set forth in the Settlement Agreement, including all payments
to Settlement Class Members who submitted an approved claim, for the credit
monitoring services, for the attorneys’ fees and costs, for the service award, and for
all settlement administration costs.
17.

Funds Held by Settlement Administrator: All funds held by the

Settlement Administrator shall be deemed and considered to be in custodia legis of
the Court and shall remain subject to the jurisdiction of the Court until such time as
the funds are distributed pursuant to the Settlement or further order of the Court. If
any funds remain in the Settlement Fund after payment of Claims for Ordinary Outof-Pocket Losses, Claims for Extraordinary Losses and Attested Time, costs of
Credit Monitoring Services, notice and administration costs, service award payments
approved by the Court, attorneys’ fees and expenses awarded by the Court, and
payment of Claims for Residual Cash Payments, such funds will be disbursed to a

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cy pres recipient to be agreed upon by the Parties and approved by the Court or, if
they cannot agree, selected by the Court.
18.

Dismissal with Prejudice: The above-captioned Litigation is hereby

DISMISSED WITH PREJUDICE. Except as otherwise provided in this Final
Approval Order, the Parties shall bear their own costs and attorneys’ fees. Without
affecting the finality of the Final Judgment separately entered, the Court reserves
jurisdiction over the implementation of the Settlement, including enforcement and
administration of the Settlement Agreement.
19.

Plaintiff’s Motion for Final Approval of Class Action Settlement and

Certification of the Settlement Class (ECF NO.31) and Amended Motion for Service
Award, Attorney’s Fees, and Expenses (ECF NO. 28) are GRANTED.
20.

The Clerk is directed to CLOSE THIS CASE and TERMINATE any

pending motions as MOOT.
IT IS SO ORDERED.
s/Matthew F. Leitman
MATTHEW F. LEITMAN
UNITED STATES DISTRICT JUDGE
Dated: September 24, 2024

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I hereby certify that a copy of the foregoing document was served upon the parties
and/or counsel of record on September 24, 2024, by electronic means and/or ordinary
mail.
s/Holly A. Ryan
Case Manager
[phone]

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