HOLDEN et al v. GUARDIAN ANALYTICS, INC. et al

Filing 61

OPINION FOR FINAL APPROVAL OF SETTLEMENT AND CLASS CERTIFICATION. Signed by Judge William J. Martini on 6/5/2024. (wh)

UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF NEW JERSEY
MARK S. HOLDEN, RICHARD ANDISIO,
EDWARD MARSHALL, ANN MARIE
MARSHALL, ARTHUR CHRISTIANI,
JOHNIELLE DWYER, PAWEL
KRZYKOWSKI, MARIOLA KRZYNOWEK,
JAMES HOWE, CINDY A. PEREIRA,
individually, and on behalf of all others
similarly situated,
Plaintiffs,

DocketNo.:2:23-cv-2115

OPINION FOR FINAL

APPROVAL OF SETTLEMENT
AND CLASS CERTIFICATION

V.

GUARDIAN ANALYTICS, INC., ACTIMIZE
INC., and WEBSTER BANK, N.A.,
Defendants.

WILLIAM J. MARTINI, U.S.D.J.:
Presently before the Court in this class action against Defendants Guardian,
Actlmize Inc. ("Guardian"), Webster Bank, N.A. ("Webster Bank") (jointly "Defendants")
are motions by Plaintiffs Mark S. Holden, Richard Andisio, Edward Marshall, Ami Marie
Marshall, Arthur Christian!, Johnielle Dwyer, Pawel Krzykowski, Mariola Krzynowek,
James Howe, and Cindy A. Pereira (collectively "Plaintiffs") for: 1) final approval of a
class action settlement, ECF Nos. 50, 53, and 2) an award of attorneys' fees and expenses
and compensatory awards for the lead Plaintiffs, ECF Nos. 47, 54. For the reasons stated

below, the motions are GRANTED and the settlement is finally APPROVED.

I. BACKGROUND
A. Facts and Procedural History
Plaintiffs allege that between November 27, 2022, and January 22, 2023,
unauthorized individuals gained access to Guardian s network systems and acquired or had
access to the personally identifiable information ("PII"), including names. Social Security
numbers, and financial account numbers of Plaintiffs and other class members (the "Data
Incident").

On April 14,2023, Plaintiffs Mark Holden and Richard Andisio filed a Class Action
Complaint against Defendants for falling to secure and safeguard Plaintiffs' and class
members' PII. See CompL, ECF No. 1. Subsequently, five additional actions asserting

similar claims arising from the same Data Incident were filed: Marshall, v. Guardian
Analytics, No. 23-2156 (filed April 18, 2023), Christiam v. Guardian Amdytics, No. 23-

2158 (filed April 18, 2023), Dwyer v. Guardian Analytics, No. 23- 2320 (filed April 27,
2023), Krzykowskf v. Guardian Analytics, No. 23-2322 (filed April 27, 2023), and Pereira
v. GziarcHan Analytics, No. 23-2431 (filed May 3, 2023). Plaintiffs self-organized and, on
May 25, 2023, moved the Court pursuant to Fed. R. Civ. P. 42(a) and Local Rule 42.1 to
consolidate the six actions and to appoint Ben Bamow ofBarnow and Associates, P.C. and
Charles E. Schaffer of Levin Sedran & Berman LLP as Interim Co-Lead Counsel ("Class
Counsel"). ECF No. 16.
The Court granted the motion and further ordered Plaintiffs to file a consolidated
complaint. ECF No. 24. Plaintiffs timely filed the currently operative Consolidated

Amended Class Action Complaint ("CAC") on August 24, 2023. ECF No. 27. The CAC
asserts claims for negligence, negligence per se, breach of Implied contract, breach of
fiduciary duty, unjust enrichment, violation of the Connecticut Unfair Trade Practices Act,
Conn. Gen. Stat. §§ 42-1 lOa, et seq., and declaratory judgment. Class Counsel requested
and received informal discovery from Defendants, including information regarding how
the Data Incident occurred. Defendants' response to the Data Incident, and information
relating to the PII impacted in the Data Incident. Declaration of Ben Barnow ("Barnow
Decl.") in Support of Final Approval T[ 5, ECF No. 50-2; Declaration of Charles Schaffer
("Schaffer DecL") in Support of Final Approval ^ 5, ECF No. 50-3. After months of arms'

length negotiations, which included a full day of mediation on September 19, 2023, id at
Tf 6, the parties reached an agreement in principle on October 2, 2023. Id at ^ 7.
B. The Proposed Settlement
On November 3,2023, the parties sought preliminary approval of the proposed class
settlement. ECF No. 43. The Settlement Agreement1 would establish a Settlement Fund in
the amount of $1,430,207.50 to pay for 1) reasonable Notice and Claims Administration
Costs incurred pursuant to the Settlement Agreement as approved by the Court and the

Parties; 2) any taxes owed by the Settlement Fund; 3) any Service Awards approved by the
Court; 4) any Attorneys' Fees, Costs, and Expenses approved by the Court; and 5) any
benefits to Settlement Class Members. See Settlement Agreement ("Settlement
Agreement" or "Agreement") ^ 19, 22, ECF No. 43-2. The Settlement would also dismiss

with prejudice claims in this litigation by Plaintiffs and all Settlement Class Members who
have not opted out. Id. at T[ 93.

' Unless otherwise indicated, capitalized terms shall have the same meaning as defined in the
Settlement Agreement.

2

The Settlement Agreement defines2 the Class as:
[a]ll persons who were notified that their personally
identifiable information may have been impacted as a result of
the data incident that occurred on Guardian's systems between
November 27, 2022 and January 22, 2023. Guardian's,
Actimize's, and Webster Bank's officers and directors are
excluded from the Settlement Class, as well as (i) all
Settlement Class Members who timely and validly request

exclusion from the Settlement Class; (ii) the judges assigned to
the Litigation and to evaluate the fairness, reasonableness, and

adequacy of this settlement; and (iii) any other Person found
by a court of competent jurisdiction to be guilty under criminal
law of perpetrating, aiding or abetting the criminal activity
occurrence of the Data Incident or who pleads nolo contendere
to any such charge.

Settlement Agreement T[ 16kk. To receive benefits. Settlement Class Members must timely
submit a valid Claim Form and may elect to file a claim for either 1) reimbursement of
certain ordinary losses and credit monitoring services or 2) a cash payment. Id, at ^ 29.
Settlement Class Members who submit a claim for Reimbursement/Credit Monitoring can
seek reimbursement for each of 1) certain ordinary loss, 2) lost time, and 3) two years of 3
bureau credit monitoring. Id at ^ 30. Each Defendant agreed to implement certain data
security measures for a period of two years after final Settlement approval by the Court.
Id. at Tf 32. Any monies remaining in the Settlement Fund after initial distribution are
redistributed and does not revert to Guardian. Id at ^ 46-48.
On January 3, 2023, this Court granted preliminary approval of the Settlement
("Preliminary Approval Order") "as fair, reasonable, and adequate, satisfying the
requirements under Fed. R. Civ. P. 23 and due process." Preliminary Approval Order ^ 1,
ECF No. 44. The Court also preliminarily certified the Class for settlement purposes only
and approved the proposed Settlement notice documents and notice plan. Id. at fl 2, 7-18.
A hearing on the final approval of the Settlement (the "Fairness Hearing") was held on
June 4,2024.
C. Notice
On January 24, 2024, the Settlement Administrator, Epiq Class Action & Claims
Solutions, Inc., sent 165,657 Postcard Notices and 52,588 SSN3 Postcard. Notices to

All capitalized terms not otherwise defined herein are defined in the Settlement Agreement.
"SSN Postcard Notice" refers to written notice to be sent to Settlement Class Members whose Social Security
numbers were accessed in the Data Incident, See Settlement Agreement, Tf 16oo-pp,

identified Settlement Class Members. See Supplemental Declaration ofCameron R. Azari
C'Suppl. Azari Dec!."), Ex. 3 K 10, ECF No. 50-4. As of April 8,2024, the Postcard Notices
and SSN Postcard Notices reached approximately 99% of the Settlement Class. See id. ^
13.

The Postcard Notice advises of the Settlement and includes a Settlement website
(www.WebsterClassActionSettlement.com) that provides detailed information concerning
the Settlement including access to downloadable copies of the Claim Form, Long Form
Notice, SSN Postcard Notice, Settlement Agreement, Preliminary Approval Order, and the
CAC in this Action. See id. at T[ 14. The website also includes a toll-free number, 1-888680-3314, which has recorded information, as well as contact email and P.O. Box
addresses.

The deadline for any objections to or exclusion from the Settlement was March 25,
2024. Supp. Second Supp'l Azari Decl. fl 6, ECF No. 56-1. Settlement Class Members

had until April 24,2024 to submit a claim. Id. at If 8. As of April 29,2024, Epiq has received
from Settlement Class Members no objections to the Settlement 30 requests for exclusion,
and 7^451 Claim Forms. Id, at ^ 6-9. Epiq Is in the process of reviewing and auditing all
Claim Forms received. Id. at Tf 9.

II. DISCUSSION
Plaintiffs' pending motions ask the Court to: (1) find that the notice of the Settlement
given to potential Class Members was adequate; (2) approve the Settlement Agreement as
fair, reasonable, and adequate; and (3) certify the Class under Rule 23 to effectuate the
class settlement; (4) award attorneys' fees, expenses, to Class Counsel; and 5) approve
Service Awards in the amount of $1,000 to each of the Class Representatives distributed
from the Settlement Fund. Each issue Is addressed in turn.

/!
A. Motion to Approve Settlement
1. Adequacy of Notice
Before approving the settlement of a class action, the Court must "direct notice in a
reasonable manner to all class members who would be bound by the proposal." Fed. R.

Civ. P. 23(e)(l). Rule 23(c)(2) requires notice of: "(i) the nature of the action; (11) the
definition of the class certified; (iii) the class claims. Issues, or defenses; (iv) that a class
member may enter an appearance through an attorney If the member so desires; (v) that the
court will exclude from the class any member who requests exclusion; (vi) the time and
manner for requesting exclusion; and (vli) the binding effect of a class judgment on
members under Rule 23(c)(3)." In addition, notice of the settlement must be the best that
is "practicable under the circumstances," and "clearly and concisely state In plain, easily
understood language." Fed. R. Civ. P. 23(c)(2). The form and manner of the notice must

satisfy the requirements of due process. Shapiro v. Allmnce MMA, /nc.,No. 17-2583, 2018

WL 3158812, at ^7 (D.NJ. June 28, 2018).
Here, the notice provided to Class Members satisfies the requirements of Fed. R.
Civ. P. 23 and due process. The notices were provided to Class Members by a third-party
claims administration and describe: (1) the nature of the action and the bases for the claims,

2) the definition of the certified class, (3) the key terms of the Settlement, including the
Settlement Amount, the process for each Class Member to receive a Settlement payment,
and the release of claims against Defendants, (4) the binding nature of the Settlement on
each Class Member, and (5) the rights of each Class Member to retain separate legal
counsel, object to the Settlement, opt-out of the Class, or appear at the Fairness Hearing,
as well as the deadlines by which to do so. See Settlement Agreement and attached
Exhibits, Settlement website. Such notice "contaln[ed] sufficient information to enable
class members to make informed decisions on whether they should take steps to protect

ihG'ir rights;'In re Baby Products Antitrust Litig.,7Q^F3d\63, 180 (3dCir. 2013) ("Baby
Prods. ").

Likewise, the manner in which Members were notified was the best practicable
under the circumstances and also satisfies the requirements of Rule 23 and due process.
Potential Class Members were notified by mail in accordance with the Court's Preliminary
Approval Order. See Jan. 3, 2024 Preliminary Approval Order § IV.
2. Girsh and Prudential Considerations of Settlement
Fed. R. Civ. P. Rule 23(e) requires court approval of any proposed settlement of a
class action. A court may, in its discretion, approve a proposed class action settlement "only
on finding that it is fair, reasonable, and adequate." Fed. R. Civ. P. 23(e)(2); In re
Prudential Ins. Co. Am. Sales Practice Lftig. Agent Actions, ^PrudentiaF)^ 148 F.3d 283,
299, 316 (3d Cir.1998). The law encourages and favors the settlement of civil actions in
federal court, particularly in complex class actions where the settlement is the result of
arm's-length negotiations between experienced counsel after meaningful discovery. In re
Gen. Motors Corp. Pick—Up TruckFuel Tank Prods. Liab. Litig., (^General Motors")^ 55

F.3d 768,784 (3d Cir.1995); see also In re Warfarin Sodiwn Antitrust Litig., 391 F.3d 5 16,
535 (3d Cir. 2004) ^Warfarin^). However, notwithstanding the general presumption in
favor of a settlement in the class action context, the Court also "acts as a fiduciary who
must serve as a guardian of the rights of absent class members." General Motors, 55 F.3d
at 785 (citations and quotations omitted).
The Third Circuit has identified nine factors for evaluating a class action settlement:

(1) the complexity, expense and likely duration of the litigation; (2) the reaction of the class
to the settlement; (3) the stage of the proceedings and the amount of discovery completed;

(4) the risks of establishing liability; (5) the risks of establishing damages; (6) the risks of
maintaining the class action through the trial; (7) the ability of the defendants to withstand
a greater judgment; (8) the range of reasonableness of the settlement fund in light of the

best possible recovery; and (9) the range of reasonableness of the settlement fund to a
possible recovery in light of all the attendant risks of litigation. Girsh v. Jepson, 531 F.2d

153,157(3dCir.l975).
Beyond these nine Girsh factors, additional factors the Court may consider when
appropriate and relevant, include: the maturity of the underlying substantive issues; the
existence and probable outcome of claims by other classes and subclasses; the comparison
between the results achieved by the settlement for individual class or subclass members
and the results achieved-or likely to be achieved-for other claimants; whether class or
subclass members are accorded the right to opt out of the settlement; whether any
provisions for attorneys' fees are reasonable; and whether the procedure for processing
individual claims under the settlement is fair and reasonable. Prudential, 148 F.3d at 323.
An additional inquiry to test the reasonableness of a settlement Is whether the settlement
provides a "direct benefit" to members of the class. See Baby Prods^ 708 F.3d at 174.
"These factors are a guide and the absence of one or more does not automatically render
the settlement unfair." In re Am.. Family Enters., 256 B.R. 377, 418 (D.NJ. 2000)
(quotations omitted). Instead, the Court "must look at all the circumstances of the case and
determine whether the settlement is within the range of reasonableness under Girsh." In re
Valeant Pharms. Int'llnc. Sec. Litig., No. 15-07658,2020 WL 3166456, at ^7 (D.N.J. June
15, 2020) ^Vcdeanf), The Court addresses each Girsh factor, and, where appropriate,
Prudential factor, in turn.4

i. The complexity, expense and likely duration of the litigation
Analysis of the first Girsh factor "captures the probable costs, in both time and
money, of continued litigation." In re Nat'l Football League Players Concussion Injury

Litig., 821 F.3d 410,437 (3d Cir. 2016) ("NFL Players LUig"). Here, the costs, complexity
and likely duration of this case strongly favor settlement. This action is complex as it
involves thorny issues regarding the emerging field of data breach liability. See FultonGreen v. Accolade, Inc., No. 18-274, 2019 WL 4677954, at ^8 (E.D. Pa. Sept. 24, 2019)
(recognizing data breach litigation as complex, risky, and uncertain). Since formal
discovery has not yet begun, significant expense and discovery remain. Defendants would
likely contest a class certification motion arguing that damages could not be calculated on
a class-wide basis, that differences in state law would preclude a multi-state class, and that
the question of whether individual injuries were fairly traceable to the Defendants would
predominate over ciass-wide issues. Class issues involving damages would likely generate
expert discovery and Dazibert motions as well. A positive ruling may also be challenged
by a decertlfication motion or appeal. Plaintiffs expect there would likely be a lengthy and
expensive battle of the experts about reasonable steps that a business must take to protect
Rule 23(e)(2) was amended in 2018 to include a list of factors for courts to consider in evaluating a proposed
settlement of a class action. The Third Circuit has, however, continued to apply the Girsh and Prudwiial factors, See
In re Google Inc. Cookie Placement Consumer Pnv. Liiig., 934 F.3d 316, 329 (3d Cir. 2019). Accordingly, this Court
likewise focuses its analysis on the appropriate Girsh and Prudential factors.

data, whether the steps taken before and after the Data Incident were reasonable, and the
reliability of competing damages models, as well as the cost attributable to a data breach
and the time spent rectifying any exposure of personal data. Each step towards trial would
be subject to Defendants' vigorous opposition and possible interlocutory appeal. Even if
the case were to proceed to judgment on the merits, any final judgment would likely be
appealed, which would take significant time and resources. Moreover, Defendants would
be expected to offer defenses at trial concerning the applicability of various statutory and
common law claims, including whether Settlement Class Members were injured and had
standing, whether Defendants had a duty to preserve the security of class members' data,
and whether any injury suffered by Settlement Class Members would be compensable

under Plaintiffs? legal theories. Although Plaintiffs believe they would ultimately prevail,
litigation of this matter through trial would be complex, costly, and time-consuming. The
Settlement eliminates the costs and risks associated with further litigation, The Settlement
Class would also receive prompt compensation. For all of these reasons, this factor weighs
strongly in favor of final approval.
ii. The reaction of the class to the settlement
"The second Girsh factor attempts to gauge whether members of the class support
the settlement."' Warfarin, 391 F.3d at 536 (quoting Prudential, 148 F.3d at 318). The
absence of any objections by Class Members and the small number ofopt-outs relative to
the apparent size of the Class strongly weigh in favor of approval of the Settlement. See
e.g.,NFL Players Litig.^2\ F.3d ai43^LUtle--Kmgv. Hayt Hayt & La^dau^o. 11-5621,

2013 WL 4874349, at m (D.NJ. Sept. 10, 2013) (collecting cases).
As of April 29, 2024, no Settlement Class members objected to the Settlement and
only 30 (0.015% of the Settlement Class) requested exclusion from the Settlement. See
Second Suppl. Azari Decl. ^ 7. This demonstrates that the Settlement Class has reacted
overwhelmingly positively to the Settlement. See e.g., Stoetzner v. United States Steel

Corp., 897 F.2d 115, 118-19 (3d Cir. 1990) (finding 29 objectors out of a class of 281
"strongly favors settlement"). Additionally, 7,451 persons have submitted claims under the
Settlement, which is a claim rate of 3.8%. See Second Suppl. Azari Deal. ^ 9; 5ee also
Sullivan v. DB Invs.^ Inc., 667 F.3d 273, 329 n.60 (3d Cir. 2011) (noting evidence that
claim rates in consumer class actions rarely exceed seven percent").

iii. The stage of the proceedings and the amount of discovery
completed
The third Girsh factor captures the degree of case development that class counsel
have accomplished prior to the settlement. Through this lens, courts can determine whether
class counsel had an adequate appreciation of the merits of this case before negotiating."

In re Cendant Corp. Litig., 264 F.3d 201, 235 (3d Cir. 2001) (quotations omitted). "The
fact that a case has not proceeded through discovery does not necessarily weigh against
settlement approval." P. VanHoveBVBAv. Universal Travel Grp^Inc.^Q. 11-2164,2017

7

WL 2734714, at ^ (D.N.J. June 26,2017). "Even settlements reached at a veiy early stage
and prior to formal discovery are appropriate where there is no evidence of collusion and
the settlement represents substantial concessions by both parties." In re Johnson & Joknson

Derivative LUig., 900 F. Supp. 2d 467, 482 (DXJ. 2012).
In this case, while the parties reached the Settlement prior to engaging in formal
discovery. Plaintiffs engaged in a preliminary investigation of the case, conducted legal
research Into the merits of the case (and likelihood of protracted litigation), engaged in
informal settlement discovery, exchanged mediation briefs, and participated in mediation.
Thus, the parties had an adequate appreciation of the merits of the case even without formal
discovery. Accordingly, this factor weighs in favor of approval of the Settlement. Cf. Weiss
v. Mercedes-Bem of N. Am., 899 F. Supp. 1297, 1301 (D.N.J. 1995) (approving a
settlement even though case was still in the early stages of discovery).

iv. The risks of establishing liability and damages
Together, the fourth and fifth Girsh factors "survey the potential risks and rewards
of proceeding to litigation in order to weigh the likelihood of success against the benefit of
an immediate settlement." Warfarin, 391 F.3d at 537. In other words, the Court must
consider "what the potential rewards (or downside) of litigation might have been had class
counsel elected to litigate the claims rather than settle them." General Motors, 55 F.3d at
814. The Court weighs the value of an immediate guaranteed settlement against the
challenges that remain in proceeding with litigation. Even if the class is certified, which
Defendants would likely oppose, and Plaintiffs survive any dispositlve motions, there is no
guarantee that Plaintiffs would be successftil in proving liability and damages. In addition,
Plaintiffs anticipate a zealous "battle of the experts" regarding the calculations of damages,
which would be both time consuming and expensive. While Plaintiffs certainly may
ultimately succeed in establishing liability and damages at trial, there is no reasonable
certainty that such a result is likely. Even assuming a favorable trial outcome. Defendants
might appeal, further delaying any benefit to the Class. Accordingly, given the real and
extensive risks involved in Plaintiffs' case, these two factors weigh in favor of approving
the Settlement.
v. The risks of maintaining the class action through the trial
The sixth Girsh factor "measures the likelihood of obtaining and keeping a class
certification if the action were to proceed to trial." Warfarin^ 391 F.3d at 537 (citations
omitted). Plaintiffs anticipate that Defendants would vigorously oppose class certification
given the challenges inherent In certifying a potential class spanning multiple states.
Plaintiffs must also proffer a suitable mechanism for calculating class-wide damages.
Furthermore, even if the Court were to certify a litigation class, the certification would not
be set in stone. See Gen. Tei Co. of the Southwest v. Falcon, 457 U.S. 147, 160 (1982)
("Even after a certification order is entered, the judge remains free to modify it in the light
of subsequent developments In the litigation."); Prudential, 148 F.3d at 321 ("Under Rule

8

23, a district court may decertlfy or modify a class at any time during the litigation if it
proves to be unmanageable."). Hence, since the class has yet to be certified and given the
risks, this factor favors approving the Settlement.
vi. The ability of the defendants to withstand a greater judgment
Even if Defendants could withstand a much greater judgment, this fact has marginal
relevance unless the ability of a defendant to survive a judgment is central to the negotiation
process. See McLellan v. LG Electronics USA, Inc., No. 10-3604, 2012 WL 686020,at ^1

(D.NJ. March 2, 2012); Warfarin, 391 F.3d at 538 ("[The] fact that [Defendant] could
afford to pay more does not mean that it is obligated to pay any more than what the ... class
members are entitled to under the theories of liability that existed at the time the settlement
was reached"). Defendants' resources do not affect the Court's determination to approve
the Settlement. Thus, this factor is neutral.
vii. The range of reasonableness of the settlement fund m light of the
best possible recovery and all attendant risks of litigation
The eighth and ninth Girsh factors analyze "whether the settlement represents a
good value for a weak case or a poor value for a strong case." Warfarin, 391 F.3d at 538.
"The factors test two sides of the same coin: reasonableness in light of the best possible
recovery and reasonableness in light of the risks the parties would face if the case went to
trial." Id Here, the relief that the Settlement Agreement provides is within the range of
reasonableness, especially in light of the best possible recovery and all the attendant risks
of litigation. The Settlement Agreement amounts to approximately $7.25 per Settlement
Class Member. Additionally, the remediation measures agreed to be undertaken by
Defendants as part of the Settlement, which are not considered in the per capita recovery
amount discussed above, will minimize the risk of further harm in the future. Furthermore,

the cash compensation to which eligible Settlement Class Members will be entitled is
significant relative to economic damages incurred. In light of the risks of proceeding with
litigation discussed above, and the certainty of the benefits provided by the Settlement,
these factors weigh in favor of approving the Settlement.
viii. The Prudential Factors
In addition to the Girsh factors, the relevant Prudential factors favor approving the
Settlement. As to the Prudential factor that relates to the maturity of the underlying issues,

although the Parties did not conduct formal discovery, Defendants provided Plaintiffs with
informal discovery to allow for Plaintiffs and Class Counsel to determine the circumstances
surrounding this litigation. See, e.g., Weiss, 899 F. Supp. at 1301 (approving settlement of
case still in early stages of discovery). The Prudential factors that relate to the existence of
other classes and subclasses are irrelevant here as the Settlement Class encompasses all
persons whose PII were affected in the Data Incident. Class Members have had ample
opportunity to object or opt-out of the Settlement and were provided clear instructions on

how to do so. See szipra, LC.; Settlement Agmt. § VIII. The procedure for processing
individual claims under the Settlement is fair and reasonable, providing for Settlement
Class Members to be able to submit claims online or via a paper claim form. See Suppl.
Azari DecL ^ 18. As explained in more detail below, the attorneys' fees requested are also
fair and reasonable. Finally, the Settlement also offers "direct benefits" to the settlement
class given that all Settlement Class Members can receive either credit monitoring and
reimbursement under the Settlement or an Alternative Cash Payment. See Baby Prods.,
708 F.3d at 174. The Court approves the Settlement finding it to be fair, reasonable, and
adequate.

B. Class Certification
In order to approve a class settlement agreement as fair under Fed. R. Civ. P. 23(c),
the Court must additionally determine that the requirements for class certification under
Rules 23(a) and (b) are also met. In re Ins. Brokerage Antitrust Litig., 579 P.3d 241, 257
(3d Cir. 2009). Each Rule 23 requirement must be established by a preponderance of the
evidence. In re Blood Reagents Antitrust. Litig., 783 F.3d 183, 187 (3d Cir. 2015). While
the class certification analysis may "entail some overlap with the merits of the plaintiffs
underlying claim," the court considers merits questions only to the extent they are relevant
to performing the "rigorous analysis" required to determine whether the Rule 23
prerequisites are met. Wal-Mart Stores, Inc. v. Dukes, 564 U.S. 338, 351 (2011).

1. Rule 23(a) Factors
Rule 23 (a) provides that the class may be certiHed if; (1) the class is so numerous
thatjoinder is impracticable ("numerosity"), (2) there are questions of law or fact common
to the class ("commonality"); (3) the claims or defenses of the representative parties are

typical of the claims or defenses of the class ("typicality"); and (4) the representative parties
will fairly and adequately protect the interests of the class ("adequacy"). In re Constar Int. 7
Inc. Sec. Litig., 585 F.3d 774, 780 (3d Cir. 2009) (quoting Fed. R. Civ. P. 23(a)). As
discussed below, the Rule 23 (a) requirements for class certification are satisfied.
L Numerosity
Numerosity is satisfied whenjoinder of all putative class members is Impracticable.
Fed. R. Civ. P. 23(a)(l). Where the number of potential plaintiffs exceed forty, the
numerosity requirement is generally fulfilled. Stewart v. Abraham, 275 P.3d 220, 227 (3d
Cir. 2001). Here, there are approximately 197,270 Settlement Class Members and 7,451
Claim Forms received as of April 29, 2024. Numerosity is therefore satisfied.
ii. Commonality
Commonality requires that the members of the class must assert a common
contention that is capable of classwide resolution such that the "determination of its truth
or falsify will resolve an issue that is central to the validity of each one of the claims in one

10

stroke." Mielo v. Steak (n Shake Operations, Inc., 897 F.3d 467, 489-90 (3d Cir. 2018)
(quoting Dukes, 564 U.S. at 350); see also Marcus v. BMW of K Am., LLC, 687 F.3d 583,
597 (3d Cir. 2012) (noting that the "commonality requirement 'does not require identical
claims or facts among class member[s]" (citations omitted)).
In this case, the dispute involves common Issues relating to the alleged failure to
adequately protect PII violations of federal securities laws leading to the Data Incident, the
resulting harm to the Class, and the appropriate measure of Class damages. The proposed
class is sufficiently cohesive that the Class may use the same evidence to make a prima
facie showing of their claims and those claims are subject to class-wide proof,

Commonaiity and predomlnance requirements in Rules 23(a)(2) and 23(b)(3), respectively,
are thus satisfied.

iii. Typicality
"The concepts of commonality and typicality are broadly defined and tend to
merge." Baby Need ex reL Kanterv. Casey,43 F.3d48,56(3dCir. 1994) (citation omitted).

"The typicality Inquiry centers on whether the interest of the named plaintiffs align with
the interests of the absent members." Sfewart, 275 F.3d at 227 (citation omitted). Thus, the
typicality requirement ensures "that the class representatives are sufficiently similar to the
rest of the class—in terms of their legal claims, factual circumstances, and stake in the

litigation—so that certifying those individuals to represent the class will be fair to the rest
of the proposed class." In re Schering Plough Corp. ERISA Litig., 589 F.3d 585, 597 (3d
Cir. 2009). "Factual differences will not render a claim atypical if the claim arises from the
same event or practice or course of conduct that gives rise to the claims of the [absent]
class members, and if it is based on the same legal theory." Stewart, 275 F.3d at 227-28

(quoting Hoxworth v. Blinder, Robinson & Co., 980 F.2d 912, 923 (3d Cir, 1992)). For the
typicality inquiry, a court thus compares "the attributes of the plaintiff, the class as a whole,
and the similarity between the plaintiff and the class." Marcus, 687 F.3d at 598.
Plaintiffs claims here are typical because both Plaintiffs and Class Members were
injured by the same common course of conduct by Defendants— the alleged failure to
protect PII resulting in the Data Incident—and plead causes of action common to all
Settlement Class Members. Furthermore^ Plaintiffs are not "subject to a defense that is both
inapplicable to many members of the class and likely to become a major focus of the
litigation."/?-? re Scher ing Plough Corp., 589 F.3d at 599. Thus, Plaintiffs stand in precisely
the same position as the putative Class Members. Plaintiffs meet the requirements of

typicality.
iv. Adequacy
Adequacy encompasses two distinct inquiries designed to protect the interests of
absentee class members." Prudential, 148 F.3d at 312. "First, [it] tests the qualifications
of the counsel to represent the class. Id. "Second, it "serves to uncover the conflicts of

interest between named parties and the class they seek to represent.'" M (quoting Amchem
Prod., Inc. v. Windsor, 521 U.S,591, 625 (1997).

11

As this Court has previously noted, both Class Counsel have extensive experience
in complex litigation and class action proceedings. See ECF No. 24. Moreover, the
Settlement was reached after arm's length negotiations and mediation. Class Counsel are
veiy familiar with the applicable legal issues and are qualified to represent the Class.
Regarding the second prong, there is no conflict of interest between the named parties and
the Class. Amchem, 521 U.S. 591, 625-26. Plaintiffs, having suffered the same injury as
the Class Members, possess the same interest and will adequately represent the interests of
the Class. Accordingly, the adequacy requirement is met.

2. Rule 23(b)(3) Factors
Next, in addition to Rule 23 (a), class certification requires that a plaintiff also meet

one of the requirements set forth in Rule 23(b). Plaintiffs here specifically seek certification
of a settlement class under Rule 23(b)(3), which permits certification only if (1) questions
of law or fact common to class members predominate over individual questions
("predominance"), and (2) a class action is the superior method for fairly and efficiently
adjudicating the controversy ("superiority"). Fed. R. Civ. P. 23(b)(3). Factors relevant to a

finding ofpredominance and superiority include:
(A) the class members' interests in individually controlling the prosecution
or defense of separate actions; (B) the extent and nature of any litigation
concerning the controversy already begun by or against class members; (C)

the desirability or undesirability of concentrating the litigation of the claims
in the particular forum; and (D) the likely difficulties in managing a class
action.

Fed. R. Civ. P. 23(b)(3). As set forth below, the predominance and superiority requirements

of Rule 23(b)(3) are satisfied.
i. Predominance

Predominance requires the court to evaluate whether "questions of law or fact
common to class members predominate over any questions affecting only individual
members." Fed. R. Civ. P. Rule 23(b)(3). The inquiry, while similar to the considerations
under Rule 23(a)'s commonality requirement, is a "far more demanding" standard that
requires the Court to determine if the proposed class is sufficiently cohesive that members
of the class may use the same evidence to make aprima facie showing of their claims and
those claims are subject to class-wide proof. Tyson Foods, Inc. v. Bonaphakeo, 136 S. Ct.

1036, 1045 (2016); Danvers Motor Co. v. Ford Motor Co., 543 F.3d 141, 148 (3d Cir.

2008) ("where an action is to proceed under Rule 23(b)(3), the commonality requirement
'is subsumed by the predominance requirement." (internal quotations and citation
omitted)). "[T]he focus of the predommance inquiry is on whether the defendant's conduct
was common as to all of the class members, and whether all of the class members were
harmed by the defendant's conduct." Sullivan^ 667 F.3d at 298; see also Warfarin^ 391
F.3d at 528 (finding predominance in "broad-based" campaign to deceive providers and
patients regarding a generic equivalent).

12

The Court must examine through the prism of Rule 23(b)(3) the elements of
Plaintiffs' claim and ask whether proof of the essential elements require individual
treatment. In re Ins. Brokerage Antitrust LUig.^ 579 F.3d at 266 (quoting Newton v. Merrill
Lynch, Pierce, Fenner & Smith, Inc., 259 F.3d 154, 172 (3d Cir. 2001)); see also Neale v.

Volvo Cars of North America, LLC, 794 F.3d 353, 370-71 (3d Cir. 2015). The mere
existence of individual questions does not preclude a finding of predominance, nor does
the possibility that some individualized inquiry as to damages may be required. Neale, 794
F.3d at 371. Rather, the Court engages in a qualitative examination of both common and
individual issues. Id (citing Amgen Inc. v. Coiw. Ret. Plans & Trust Funds, 568 US. 455,

468(2013)).
Here^ Defendants' alleged failure to protect PII properly provides the basis for
liability as to all potential Class Members. Common proofs required to demonstrate this

violation predominate over individualized inquiries. No individual inquiry will be
necessary regarding Defendants' liability to each Class Member. Predominance is satisfied.

ii. Superiority
Finally, to establish superiority, a plaintiff must demonstrate that "a class action is
superior to other available methods for the fair and efficient adjudication of the
controversy." Fed, R. Civ. P. 23(b)(3). This inquiiy requires the Court to "balance, in terms
of fairness and efficiency, the merits of a class action against those of alternative available
methods of adjudication." Zte?vm' Motor Co., 543 F.3d at 149 (citation omitted).
In this case, many of the putative Class Members are individuals for whom pursing
a costly individual action for relatively minor damages is not a realistic or efficient
alternative. No Class Member has brought a separate claim, which would likely be
consolidated into this action anyway. Litigating these claims separately would further
unduly burden the judicial system. Warfarin^ 391 F.3d at 534. Fairness and efficiency
accordingly weigh in favor of a finding that a class action is the superior method of
adjudicating these claims. Hence, a class action is the superior method ofadjudication in
this matter.
C. Motion for Attorneys^ Fees
Class Counsel request an attorneys' fees award of $476,735.83 (33.33% of the
Fund), costs and expenses in the amount of $9,101.19, and service awards of $1,000 per

Class Representative ($10,000 total) to be paid out of the Settlement Fund,
1. Attorney's Fees for Class Counsel
Pursuant to Rule 23 (h), the Court "may award reasonable attorney's fees and
nontaxable costs that are authorized by law or by the parties' agreement." Fed. R. Civ. P.
23(h). Although the decision to award attorneys' fees and expenses is within the Court's
discretion, the Court must carefully review the negotiated award to ensure that it is fair,
reasonable, and adequate. Little-King^ 2013 WL 4874349,at *18;see also In re Rite Aid

13

Corp. Sec. Litig., 396 F.3d 294, 300 (3d Cir. 2005) ("Rite Ai^\ "Two considerations must
play central roles in the assessment of a fee award under Rule 23 (h): 1) how the amount
awarded stacks up against the benefit given to the class, using either the amounts paid or
the sums promised; and 2) whether side agreements between class counsel and the
defendant suggest an unreasonable attorney's fee award." In re Warns, Inc. Data Sec. Litig.,

85 F.4th 712, 718-19 (3d Cir. 2023) (footnote omitted). There is no evidence of any side
agreements in this case.

In evaluating an award of attorneys' fees, courts typically apply one of two

methodologies: (1) the lodestar method in which the number of hours worked by Class
Counsel is multiplied by a reasonable hourly billing rate for such services; or (2) the
percentage-of-recovery method in which Class Counsel is awarded a certain percentage of
the Settlement Amount. In re AT&T Corp., Sec. Lftig., 455 F.3d 160, 164 (3d Cir. 2006).
Where, as here, the Settlement provides for the payment of attorneys' fees from the same
source as the pool of settlement funds available to Class Members, the arrangement "is, for
practical purposes, a constructive common fund" that is best analyzed using the percentageof-recovery methodology. See Dewy v, Volkswagen AG, 558 F. App'x 191, 197 (3d Cir,
2014); see also General Motors, 55 F.3d at 820-21.
i. Percentage of Recovery Analysis

The Third Circuit has Identified a number of factors for the Court to consider in
determining whether a fee award is reasonable under the percentage-of-recovery analysis:
(1) the size of the fund created and the number of persons benefltted; (2) the presence or
absence of substantial objections by members of the class to the settlement terms and/or

fees requested by counsel; (3) the skill and efficiency of the attorneys involved; (4) the
complexity and duration of the litigation; (5) the risk of nonpayment; (6) the amount of
time devoted to the case by plaintiffs' counsel; and (7) the awards in similar cases. Gzmter
v. Ridge^ood Energ)^ Corp., 223 F.3d 190, 195 n.l (3d Cir. 2000). In addition to these
seven factors, a court may evaluate these three additional factors: (8) the value of benefits
attributable to efforts of class counsel relative to the efforts of other groups, such as
government agencies conducting investigations; (9) the percentage fee that would have
been negotiated had the case been subject to a private contingent fee arrangement at the
time counsel was retained; and (10) any innovative terms of settlement. In re Diet Drugs
(Phentermine/Flenftframwe/Dexflenfi.iram.ine) Prods. Liab. Litig^ 582 F.3d 524, 541 (3d

Clr. 2009).
The first factor supports the requested award because the $1,430,207.50 million
settlement benefits thousands of investors. The second and fifth factors overlap
considerably with those already considered by the Court in approving the Settlement as
fair, reasonable, and adequate. The Court has already noted the absence of any objections
to the Settlement, notice of which included specific information about the fees requested
by Class Counsel. See Settlement website; see also Vcdecmt^ 2020 WL 3166456, at *12.

Similarly, the Court has already analyzed the risk ofnonpayment by noting the various

14

risks, including the risk of an unsuccessful trial or appeal, that would render Plaintiffs, and
their contingency-fee based counsel unable to recover anything at all. See supra, II.A.2.iv.;
In re Merck& Co., Inc. Vytorin ERISA Litig., No. 08-285, 2010 WL 547613, at ^ 11 (D.N.J.
Feb. 9,2010) ^Merckn). Accordingly, as with the Settlement, each of these factors weighs
in favor of approving the request for an award of attorneys' fees and expenses.
Likewise, the third factor supports approving the requested fee award. This factor
measures the "quality of the result achieved, the difficulties faced, the speed and efficiency
of the recovery, the standing, experience and expertise of counsel, the skill and
professionalism with which counsel prosecuted the case and the performance and quality
of opposing counsel." Valeant, 2020 WL 3166456, at * 12 (quotations omitted). As already

noted, the $1,430,207.50 million Settlement is immediate and substantially benefits the
Class particularly in light of the length of this case, the complex issues involved, and the
zealous advocacy of counsel on both sides.5
As to the fourth factor, the Court has already recognized the complexity of this case,
see supra, II.A.2.i, which supports the proposed fee award. However, this is offset by the
short duration of this litigation. See e.g., Corra v, ACTS Retirement Servs., Inc., No. 22-

2917, 2024 WL 22075, at * 14 (E.D. Pa. Jan. 2, 2024) (noting short duration of litigation
could weigh against determining that proposed fee is reasonable); In re Cendcmt Corp.

PRIDES LUig., 243 F,3d 722, 742 (3d Cu\ 2001) (finding district court's award of fees
constituting 5.7% to 7.3% was troubling where case was not factually complex, did not
require significant motion practice or discovery, and entire duration of case from filing of
Amended Complaint to settlement was only 4 months). Similarly, this case is notfactually
complex, there was limited motion practice, only informal discovery, and little more than

2 months between the filing of the Amended Complaint and the request for preliminary
approval of the settlement agreement. Thus, weighed against complexity, this factor is
neutral. See e.g., In re Wawa, Inc. Data Sec. Litig., No. 19-6019, 2024 WL 1557366, at

^20 (E.D. Pa. Apr. 9, 2024) (finding complexity and duration factor neutral since
complexity supported award but duration of litigation was only 9 months).
The sixth factor considers that counsel spent a combined 686.65 hours on this case,
including 77.60 hours ($47,269.50) devoted to "case management," which is too vague a
description to be meaningful. See Schaffer Decl. in Support of Fee Motion ("Schaffer Fee
DecL") T[ 17, ECF No. 47-7; Suppl. Filing, ECF No. 55. Nevertheless, the total time is
consistent with other data security cases that have settled early. See e.g., Fulton-Green^
2019 WL 4677954, at * 11 (approving proposed fees where data breach class counsel
devoted 560 hours in reaching settlement). Moreover, Class Counsel will likely be

Class Counsel's brief to the Court, however, contained numerous citation errors, see ECF No.
51, and their proposed order included incorrect references and redundant paragraphs. See ECF No.
50-5 at n 18, 21, 22.

15

expending additional hours and resources assisting Class Members with the claims process.
Thus, this factor favors approving the requested award.
In evaluating the reasonableness of a requested fee award, the seventh factor
requires the Court to compare the requested award to those approved in similar cases. In
common fund cases such as this one in which the percentage-of-recovery methodology is
used, fee awards have ranged between 19% to 45% of the settlement fund. See General
Motors, 55 F.3d at 822. Here, the total requested award of fees and expenses of
$476,735.83 represents 33.33% of the Settlement Fund and is within the reasonable range
of awards approved by the Third Circuit. However, in class action settlements of data
breach cases, attorney fees awards have generally been between 20% to 30% of the
settlement. See In re Checking Account Overdraft Litig., 830 F. Supp, 2d 1330, 1367 (S.D.

Fla. 2011) ("[C]ourts nationwide have repeatedly awarded fees of 30 percent or higher in
so-called 'megafuncT settlements."). See e.g., Ftdton-Green, 2019 WL 4677954, at ^12
(approving fee award of 21% in data breach class action settlement with potential value up
to over $1.4 million); In re Wawa, Inc. Data Sec. Litig., No. 19-6019, 2024 WL 1557366,

at ^21 (E.D. Pa. Apr. 9, 2024) (approving requested fee award of 24.9% ($3,040,060) of
common fund (value of $12.2) in data breach case); In re Equifax Inc. Customer Data Sec.

Breach Litig., 999 F.3d 1247, 1281 (llth Cir. 2021) (affirming attorney's fees award of
20.36%, which was $77.5 million of $380.5 million settlement fund); Pfeiffer v. Rac/Net,
Inc., No. 20-09553, 2022 WL 2189533, at *2-3 (C.D. CaL Feb. 15, 2022) (awarding
requested attorneys' fees of $650,000, 25% of settlement fund, for over 1,400 hours of
time). Indeed, many courts in the Third Circuit that "have considered 25% to be the
"benchmark figure for attorney fee awards in class action lawsuits, with adjustments up or
down for significant case-speclfic factors." In re Warfarin Sodium Antitrust Litig^ 212

F.R.D. 231, 262 (D. Del. 2002), affd, 391 F.3d 516 (3d Cir. 2004). Thus, this factor weighs
against awarding the requested award of 33.33%.
The eighth factor weighs in favor of approving the requested award for attorneys'
fees and expenses. The claims in this case were independent of any investigative reports or
enforcement actions by any governmental entity. Thus, the value of the Settlement
achieved is directly attributable to the efforts of Class Counsel and supports the
reasonableness of the requested fee award. See Valeant, 2020 WL 3166456, at * 14.
The requested award of fees and expenses relative to the size of the recovery and
constructive common fund is also in line with contingent fees that are routinely negotiated
in the private marketplace. Merck^ 2010 WL 547613, at ^12 (citing cases recognizing
attorneys routinely contract for contingent fees between 30-40%). As such, the ninth factor
also supports approval of the requested award.
As to the final factor, the Settlement agreement provides for a two-tiered claims
system whereby Class members may obtain recovery based on the severity of harm caused
by the Data Incident. This approach is tailored to individual Settlement Class Members'

16

claims while being administratively efficient. This factor weighs in favor of approving the
requested award of fees. •

Weighing the above factors, the Court finds that 33.33%, while on the higher end
for data breach cases, is reasonable under the percentage-of-recovery analysis. However,

the fee award will be calculated off $1,421,106.31, the amount after deducting expenses

from the Settlement Fund ($1,430,207.50 less $9,101.19) to avoid awarding counsel
33.33% of costs for which counsel is already being reimbursed. See e.g., Carter v. VivencH

Ticketing US LLC, No. 22-01981, 2023 WL 8153712, at ^6 (C.D. Cal. Oct. 30, 2023).
Therefore, the total attorneys' fees awarded shall be $473,702.10.
ii. Lodesfar Cross-Check
Courts in this District are encouraged to "cross-check" the reasonableness of
percentage fee awards against the lodestar method, bearing in mind that lodestar multipliers
do not "trump the primary reliance on the percentage of common fund method." See Rite
Aid, 396 F,3d at 305-07. Multiplying the number of hours reasonably worked (686.65 less
77.60 for "case management" ^ 609.05) by a "reasonable hourly billing rate for such
services based on the given geographical area, the nature of the services provided, and the
experience of the attorneys," (ranging from $450 for associates to $1,125 for partners), see
id. at 305, the total lodestar amount for Class Counsel is $464,962. Schaffer Fee Decl. ^

23; SuppL Filing, ECF No. 55. This would yield a lodestar multiplier of 1.02, which is
within the reasonable range approved by the Third Circuit and courts in this District. See
Prudential, 148 F.3d at 341 ("Multiples ranging from one to four are frequently awarded
in common fund cases when the lodestar method is applied." (quotations omitted)). The
fee award of 1/3 of $ 1,421,106.31 is thus reasonable when cross-checked under the lodestar
method and is approved.
2. Expenses

Class Counsel request reimbursement of$9,101.19 m out-of-pocket litigation costs
and expenses incurred to prosecute this case. See Schaffer Fee Decl. \ 35. Class Counsel
is "entitled to reimbursement of expenses that were adequately documented and reasonably
and appropriately incurred in the prosecution of the class action." In re Safety Components,
Inc. Sec. Litig., 166 F. Supp, 2d 72, 108 (D.NJ. 2001). These expenditures, which are for
computer research, court fees, postage/overnight delivery, photocopying, long distance and
conference telephone charges, and mediation fees "are the type of expenses routinely
charged to hourly paying clients and, therefore, should be reimbursed out of the common
fund." In re Ocean Power Techs., Inc., No, 14-3799, 2016 WL 6778218, at U9 (D.NJ.
Nov. 15, 2016). Moreover, no objections have been filed to the expense request.
Accordingly, Class Counsel's request for reimbursement of $9,101.19 in expenses is
approved.

17

3. Case Contributions to Representative Plaintiffs
Class Counsel seek an award of $1,000 for each of the ten named Plaintiffs to be
paid from the Settlement Fund. The purpose of service payments is "to compensate named

plaintiffs for the services they provided and the risks they incurred during the course of
class action litigation and to reward the public service of contributing to the enforcement
of mandatory laws." Szdlivan^ 667 F.3d at 333 n. 65 (internal quotes and citation omitted).
While awards that come out of funds allocated for attorneys' fees "need not be subject to
intense scrutiny" because the public's interests are not directly affected, in contrast, where
"payments come out of the common fund independent of attorneys' fees, the Court must
carefully review the request for fairness to other class members." Bredbenner v. Liberty
Travel, Inc., No. 09-1248, 2011 WL 1344745, at ^22 (D.NJ. Apr. 8, 2011) (citing
Varacallo y. Massachusetts Mnf. Life Ins. Co., 226 F.R.D. 207, 257 (D.NJ. 2005)).

[Ijincentive awards will not be freely distributed without a substantial basis to
demonstrate that the individual provided services for the Class and incurred risks during
the course of the litigation." Altnor v. Preferred Freezer Servs., Inc., 197 F. Supp. 3d 746,
770 (E.D. Pa. 2016) (citing Vamcallo, 226 F.R.D, at 258). "A rubber-stamped approval by
the Court of an unjustified incentive award is fodder for abuse." Id at 771.
To determine whether a proposed incentive award is proper, some courts have

considered factors such as (1) "the risk to the plaintiff in commencing litigation, both
financially and otherwise"; (2) "the notoriety and/or personal difficulties encountered by

the representative plaintiff; (3) "the extent of the plaintiffs personal involvement in the
lawsuit in terms of discovery responsibilities and/or testimony at depositions or trial"; (4)

"the duration of the litigation"; and (5) "the plaintiffs personal benefit (or lack thereof)
purely in her capacity as a member of the class." Altnor, F. Supp.3d at 770 (citing McGee
v. Ann's Choice, Inc., No. 12-2664, 2014 WL 2514582, at *3 (E.D. Pa. June 4, 2014)).
There is no indication that in this matter, the named Plaintiffs faced any financial or
other risk or experienced personal difficulties. In addition, none of the named Plaintiffs
were deposed or attended the mediation. Class representatives' time and effort to this case
was spent searching for relevant documents in their possession or control, communicating
with counsel, and being ready and willing to be deposed. These appear to be no more than
"run-of-the-mill assistance." Alnoi\ 197 F. Supp.3d at 771. However, the award they seek
is relatively little. See e.g., In re Wawa, 2024 WL 1557366, at ^23 (awarding $1,000 for
each of the 14 named representatives in data breach case for "relatively light efforts
expended"), Alnor, 197 F. Supp.3d at 754, 772-73 (reducing requested $4,000 per named
plaintiff to about $ 1,400 where named plaintiffs were not deposed, did not attend any court
proceedings, faced no specific identified risks, and involvement was general and limited
during span of one and one-halfyears of litigation). The $1,000 requested case contribution
award is about 2% of the total recovery. "Courts have considered awards around 3,1 to 3.5
percent of the total recovery as proportional." See In re Wawa, 2024 WL 1557366,at ^23.
Finally, while the number of class representatives (10) seems somewhat high, this is due

18

to the consolidation of six actions. Therefore, the Court approves the requested service
awards.

III. CONCLUSION
In sum, the Settlement, which has no objectors, is fair, reasonable, and adequate
under Fed. R. Civ. P. 23(c), notice was adequate, and certification of the proposed Class is

appropriate under Rules 23(a) and (b). Thus, Plaintiffs' unopposed motion to certify the
Class and for final approval of the Class Action Settlement is GRANTED. Plaintiffs'
request for attorneys' fees and expenses is also fair and reasonable, and accordingly, is also
GRANTED IN PART. Class Counsels' request for a service fee award of $1,000 per

named plaintiff is also GRANTED. An appropriate Order follows.

FINI, U.S.D.J.

Date: June0_, 2024

19