Shy, et al v. Navistar Int'l Corp, et al

Filing 590

DECISION AND ENTRY SUSTAINING THE REQUEST TO THE COURT OF THE HEAL TH BENEFIT PROGRAM COMMITTEE ("HBPC") TO RESOLVE THE FOLLOWING ISSUES: (1) WHETHER WILLIAM W. JONES WAS PROPERLY SEATED AS AN OTHER MEMBER ALTERNATE OF THE HBPC IN 2016-2017 AND IS THE OTHER MEMBER OF THE HBPC; AND WHETHER IF THE ANSWER TO THE FIRST INQUIRY IS "NO," (2) THE HBPC HAS AUTHORITY TO CONDUCT REGULAR BUSINESS (DOC. # 581 -2); AND FINDING THAT (1) WILLIAM W. JONES WAS NOT PROPERLY SEATED AS AN OTHER MEMBER ALTERNATE OF THE HBPC IN 2016-2017 AND IS NOT THE OTHER MEMBER OF THE HBPC; AND (2) THE HBPC HAS AUTHORITY TO CONDUCT REGULAR BUSINESS; THE SECRETARY OF THE HBPC IS ORDERED TO SEND THIS DECISION AND ENTRY BY REGULAR MAIL AND/OR EMAIL TO ALL NO N-UAW RETIREES ALONG WITH THE ATTACHED NOTICE OF VACANCY FOR THE POSITIONS OF THE OTHER MEMBER AND THE OTHER MEMBER ALTERNATES AND A SEPARATE COPY OF THE NOTICE ITSELF NO LATER THAN THE CLOSE OF BUSINESS ON OCTOBER 14, 2021; THE SECRETARY IS FURTHER ORDERED TO SEND TO ANY PERSON INTERESTED IN APPLYING FOR THE POSITION OF OTHER MEMBER OR OTHER MEMBER ALTERNATE THE LAST KNOWN STREET OR EMAIL ADDRESS FOR ALL NON-UAW RETIREES WITHIN TWO BUSINESS DAYS OF THE REQUEST; ALL SIGNED PETITIONS FOR THE POS ITIONS OF OTHER MEMBER AND OTHER MEMBER ALTERNATES TO BE SUBMITTED TO THE COURT BY. Signed by Judge Walter H. Rice on 10/8/21. (pb)(This document has been sent by regular mail to the party(ies) listed in the NEF that did not receive electronic notification.)

IN THE UNITED STATES DISTRICT COURT
FOR THE SOUTHERN DISTRICT OF OHIO
WESTERN DIVISION

ART SHY, et al.,
Plaintiffs,
V.

Case No. 3:92-cv-0333
JUDGE WALTER H. RICE

NAVISTAR INTERNATIONAL
CORPORATION, et. al.,
Defendants.

DECISION AND ENTRY SUSTAINING THE REQUEST TO THE
COURT OF THE HEALTH BENEFIT PROGRAM COMMITTEE
("HBPC") TO RESOLVE THE FOLLOWING ISSUES: (1) WHETHER
WILLIAM W. JONES WAS PROPERLY SEATED AS AN OTHER
MEMBER ALTERNATE OF THE HBPC IN 2016-2017 AND IS THE
OTHER MEMBER OF THE HBPC; AND WHETHER IF THE ANSWER
TO THE FIRST INQUIRY IS "NO," (2) THE HBPC HAS AUTHORITY
TO CONDUCT REGULAR BUSINESS (DOC. #581-2); AND FINDING
THAT (1) WILLIAM W . JONES WAS NOT PROPERLY SEATED AS AN
OTHER MEMBER ALTERNATE OF THE HBPC IN 2016-2017 AND IS
NOT THE OTHER MEMBER OF THE HBPC; AND (2) THE HBPC HAS
AUTHORITY TO CONDUCT REGULAR BUSINESS; THE SECRETARY
OF THE HBPC IS ORDERED TO SEND THIS DECISION AND ENTRY
BY REGULAR MAIL AND/OR EMAILTO ALL NON-UAW RETIREES
ALONG WITH THE ATTACHED NOTICE OF VACANCY FOR THE
POSITIONS OF THE OTHER MEMBER AND THE OTHER MEMBER
ALTERNATES AND A SEPARATE COPY OF THE NOTICE ITSELF NO
LATER THAN THE CLOSE OF BUSINESS ON OCTOBER 14, 2021;
THE SECRETARY IS FURTHER ORDERED TO SEND TO ANY
PERSON INTERESTED IN APPLYING FOR THE POSITION OF OTHER
MEMBER OR OTHER MEMBER ALTERNATE THE LAST KNOWN
STREET OR EMAIL ADDRESS FOR ALL NON-UAW RETIREES
WITHIN TWO BUSINESS DAYS OF THE REQUEST; ALL SIGNED
PETITIONS FOR THE POSITIONS OF OTHER MEMBER AND OTHER
MEMBER ALTERNATES TO BE SUBMITTED TO THE COURT BY

REGULAR U.S. MAIL OR EXPRESS MAIL ON OR BEFORE THE
CLOSE OF BUSINESS ON NOVEMBER 15, 2021

Pending before the Court is a dispute concerning the membership of the
Health Benefit Program Committee ("HBPC"), a creation of the Settlement
Agreement approved by this Court on May 27, 1993, Doc. #324, with a final
judgment filed adopting it as a Consent Decree on June 8, 1993. Doc. #327. Under
the Employee Retirement Income Security Act of 1974, as amended, 29 U.S.C.

§

1001, et seq. ("ERISA"), the HBPC is a fiduciary of the Navistar International
Transportation Corporation Retiree Health Benefit and Life Insurance Plan ("the
Base Plan"). Pursuant to Article VI, Section 6.1 of the Base Plan, the HBPC
consists of seven members: three "Company Members," appointed by Navistar,
also a fiduciary and Plan Administrator, two "UAW Members," appointed by the
UAW, and one "Other Member," appointed to represent non-UAW retirees. Doc.
#343-3, PagelD#210-215. The final member, the HBPC Chair, is appointed by a
majority of the HBPC members. 1
On August 13, 2021, a letter signed by "William W. Jones ("Jones"),
HBPC Other Member," dated August 12, 2021, was filed. Doc. #580. Although the

1

Pursuant to § 6.4 of Article VI, the role of the HBPC Chair is more limited than the other
HBPC members. Presently, no Chair has been appointed by the HBPC.

2

Clerk of Court docketed this letter as a "Petition," the prose filing 2 states that "I
have proceeded to assume the rights, duties and obligations as the HBPC Other
Member. No further action from the Court is requested at this time." Id.,
Pageld#5865. Jones's letter further stated that he felt it "prudent to advise the
Court" that: (1) pursuant to a document entitled "Appointment of Replacement
HBPC Other Member Alternates"(" Appointment of Replacement"), he and John
Stitso ("Stitso") were appointed "Other Member Alternates" by Jack Hall on July
14, 2016, then serving as the Other Member, and have been serving in that
capacity ever since; (2) he and Stitso voted Jones as the Other Member after Hall
died on July 23, 2021, and also named Robert Johnson as the new Other Member
Alternate; and (3) although Jones has "proceeded to assume the rights, duties
and obligations as the HBPC Other Member," he has been "informally advised "
that Navistar may have contacted the Court in an "unauthorized attempt" to
"appoint someone else as the successor" to Jack Hall. Id.
On September 3, 2021, Navistar Inc. ("Navistar"), filed a "Plan
Administrator's Notice of Response to Letter to Court Regarding HBPC Other
Member" ("Notice"). Doc. #581. The Notice includes 118 pages of exhibits, Doc.
##581-1 and 581-2. Included in these exhibits is a letter dated September 2, 2021,

2

Jones's stationery states that he is an "Attorney at Law (Retired) (Illinois only)" and that
he has been " directly and indirectly involved in disputes before the Court with Navistar
over the Health Benefit Program Committee." Doc. ##580 and 582.

3

addressed to the Court and sent by Sadie Hahn, Secretary of the HBPC,3 on behalf
of four members of the HBPC, two Company Members and two UAW Members.
Doc. 581-2, PagelD##5908-59131. 4 The HBPC letter identified three issues that
"require resolution by the Court:" (1) whether Jones was properly seated as an
Other Member Alternate in 2016-2017; (2) whether he has properly assumed the
position of Other Member of the HBPC following the death of Jack Hall; and (3)
whether the HBPC has the authority to conduct regular business with only four
HBPC Members until such time as the Court determines the Other Member. The
HBPC argues that because neither Jones nor Stitso was properly seated as Other
Member Alternates, Jones, acting with Stitso, has "no basis or authority" to
"declare himself to be the HBPC's Other Member." Concerning its request to
conduct regular business, the HBPC cites to § 6.4 (c) of Article VI, and requests
"confirmation" from the Court that it has a quorum with four Members.
On September 8, 2021, Jones responded to the HBPC's September 2, 2021,
letter to the Court by filing a letter, along with "two appendices," on September
10, 2021, arguing that he and Stitso were validly appointed as Other Member
Alternates by Jack Hall in July 2016 and that he is now the Other Member. Doc.
#582. He further contends that the HBPC has no authority to conduct business

3

Pursuant to § 6.1, the Secretary of the HBPC is elected by its Members. Doc. #343-3,
PagelD#210.

4

As stated in the September 2, 2021 , letter to the Court, the third Company Member, Dan
Pikelny, recently left Navistar and the HBPC. Navistar, according to the HBPC Secretary,
expects to appoint his replacement in the near future. Doc. #581-2, PagelD#5909.
4

without his receiving notice of meetings and participating as the Other Member.
Doc. #582. Finally, Jones asserts that "[T]here is no justiciable issue pending
before the Court," given that neither the September 2, 2021, letter from the HBPC,
"the entire 120-page filing, 5 nor anything else filed in this case to date creates a
justiciable dispute that actually invokes the Court's jurisdiction to decide whether
my appointment as a successor HBPC Other Member (or as an OMA in 2016) is
valid or not." Id.
Before analyzing the validity of Jack Hall's July 2016 Appointment of
Replacement of Jones and Stitso, Jones's claim that he is the successor HBPC
Other Member and whether the HBPC has the authority under§ 6.4 (c) Article VI to
conduct regular business in the absence of the Other Member, the Court will first
address whether it has subject matter jurisdiction.

I. Subject Matter Jurisdiction
On May 27, 1993, this Court approved a Settlement Agreement entered into
by the parties in Shy, et al., v. Navistar International Transportation Corp., et al.,
Case No. 3:92-cv-333 (S.D. Ohio) (Rice, J). Doc. #324. Section 15.4 of the
agreement provides that this Court "will retain exclusive jurisdiction to resolve
any disputes relating to or arising out of or in connection with the enforcement,

5

The filing consists of 118 pages of exhibits attached to a two page "main document."

5

interpretation or implementation of this Settlement Agreement, except for
disputes relating solely to the eligibility or entitlement to benefits hereunder" and
that "[e]ach of the parties hereto expressly and irrevocably submits to the
jurisdiction of the Court in connection with any proceedings in connection w ith
the enforcement, interpretation or implementation of this Settlement Agreement,
except for disputes relating solely to the eligibility or entitlement to benefits
hereunder." Doc. #343-3, PagelD#183. In its Supplemental Opinion and Order of
June 8, 1993, the Court adopted the Settlement Agreement as a Consent Decree
and also retained "continuing jurisdiction over all parties hereto for the purposes
of implementing, enforcing and administering the Settlement Agreement and
exhibits thereto." Doc. #326 at PagelD##100-101.
Sixth Circuit authority is clear that " [C]ourts 'have a duty to enforce . .. their
consent decree as required by circumstance,"' Shy v. Navistar Int'! Corp., 701 F.3d
523, 532 (6th Cir. 2012 (quoting Waste Mgmt. of Ohio, Inc. v. City of Dayton, 132
F.3d 1142, 1145 (6th Cir. 1997), and may "protect the integrity of the decree with
its contempt powers." Waste Mgmt. of Ohio, 132 F.3d at 1145. " In enforcing a
consent decree, '[a] federal court has broad equitable remedial powers' and '[t]he
court's choice of remedies is reviewed for an abuse of discretion."' Shy, 701 F.3d
at 533 (quotations omitted). Although a consent decree "memorializes the
bargained for position of the parties," it also exists as "a final judicial order" and
"[o]nce approved, the prospective provisions . . . operate as an injunction. "

Williams v. Vukovich, 720 F.2d 909, 920 (6th Cir. 1983).
6

Here, it is evident from the HBPC's September 2, 2021, letter, Doc. #581-2,
PagelD#5908-5913, and Jones's response of September 8, 2021, Doc. #582, that
disputes exist "relating to or arising out of or in connection with the enforcement,
interpretation or implementation" of the Settlement Agreement and Consent
Decree. Specifically, these disputes concern whether Jones can be validly seated
as the HBPC Other Member following the death on July 23, 2021, of Jack Hall and,
if not, whether the HBPC can conduct regular business pending the appointment
by the Court of the Other Member. The sole exception to the Court's jurisdiction in
§

15.4 of the Settlement Agreement, disputes concerning "the eligibility or

entitlement to benefits hereunder," is not at issue. Accordingly, based on the
language of the Settlement Agreement, Consent Decree and the above-cited legal
authorities, the Court has subject matter jurisdiction of this dispute.6

II. Background Facts
On May 7, 2014, Jack Hall replaced John Mindiola, the initial HBPC Other
Member. Doc. #461. Thereafter, on December 15, 2015, Jones, who had sent
signed petitions to the Court on behalf of Hall, filed a petition requesting that he
and Stitso replace Phillip Herzog ("Herzog") and Shirley Jacobs ("Jacobs"), the

6

Jones's argument that the HBPC lacks "standing" to raise these issues is without merit.
The Court has continuing jurisdiction of the Consent Decree and when disputes arise, it
has an obligation to enforce the decree's terms as required by circumstances. No new
claim for relief or new lawsuit has been filed by the HBPC, raising concerns of
justiciability including standing.

7

two Other Member Alternates. Doc. #481. Jones argued that "for 20 years the
initial Alternates [two Other Member Alternates] have apparently done nothing
whatsoever to prepare themselves to act." In overruling this motion, the Court
stated that Jones failed to "offer some concrete manner" in which Herzog and
Jacobs had not represented "the non-UAW Participants adequately," Doc. #488,
PagelD#3146, since during this time "there has never been an instance of death,
incapacity or resignation with respect to the Other Member or" Other Member
Alternates. Id, PagelD#3147. Therefore, the Court stated, Herzog and Jacobs
never had any occasion to represent the Non-UAW Participants, "much less
inadequately," by voting for any replacement, thus, making Jones's motion
"premature." Id
On July 7 and 8, 2016, Herzog and Jacobs, after speaking with Jones,
sent letters to Hall saying that they resigned their positions as Other Member
Alternates.
A Motion for Reconsideration or, Alternatively, a New Motion to File
Petition to Appoint or Replace two Shy Plan HBPC Other Member Alternates of the
Health Benefit Program Committee ("Motion for Reconsideration") was filed by
Jones on July 12, 2016. Doc. #489. In this motion, he stated that he spoke to both
Herzog and Jacobs, both "were unaware that they were" Other Member
Alternates, "had no desire to serve in such a capacity and intended to resign their
positions." Doc. #490, PagelD#3154. In overruling Jones's Motion for

8

Reconsideration, the Court stated three reasons: (1) Jones did not attach Herzog
and Jacob's alleged letter of resignations, thus offering " no evidence that would
compel the Court to reconsider its previous Entry;" (2) the Court may lack
jurisdiction to grant the relief since there is no "dispute" pursuant to Section 15.4;
and (3) even assuming that Jones is seeking to replace Herzog and Jacobs under
§

6.6 due to alleged inadequate representation, there is no evidence that they

have been called upon to serve in that capacity making the motion premature.
On some date after July 15, 2016, the Other Member, Jack Hall, signed the
Appointment of Replacement naming Jones and Stitso as the Other Member
Alternates. Doc. #581-1 PageID#5893. The document, also signed by Jones and
Stitso, stated that Herzog and Jacobs had sent a letter resigning their positions to
" Mr. Hall and Mr. Delphey" and that Jones filed a Motion for Reconsideration on
July 12, 2016, "advising him [the Court] of his findings about the incumbent Other
Member Alternates and about their resignations." Id. PageID#5893. The
Appointment of Replacement explains the Court's ruling on Jones's Motion for
Reconsideration as follows:
Judge Rice issued an Entry and Order overruling Jones' Motion for
Reconsideration claiming that he could not reverse his findings[,] that
Jones had not shown inadequate representation by the two
incumbent Other Member Alternates and with the resignations by
them there was no longer any dispute for him to decide. His final
ruling is that Mr. Hall, Ms. Jacobs and Mr. Herzog had the power to
appoint successor HBPC Other Member Alternates and did not need
oversight of the Court to do so. Since Ms. Jacobs and Mr. Herzog

9

have resigned[,] Mr. Hall alone has the power to appoint their
successors.7
Id.

At an HBPC meeting held October 27, 2016, the resignations of Herzog and
Jacobs were discussed, along with Hall's appointment of Jones and Stitso. Doc.
#581-2. The Committee, including Hall, agreed that pursuant§ 6.6 of Article VI, it
was required to send a letter to the Other Member Alternates notifying them of
the procedure requiring them to vote, along with Jack Hall as the Other Member,
for new Other Member Alternates. Id. PageID#5945-5946. Although a letter was
sent by the HBPC to Herzog and Jacobs, a partial transcript from the January 23,
2017, HBPC meeting shows that Herzog requested another copy of the HBPC letter
and that Jacobs would not answer her telephone. Although no vote was taken,
the "general consensus" among the Members was that there was no issue to
resolve "until. .. one of the alternates has to be seated at this table." Id.,
PageID#5980. Hall agreed with this position stating "I'd just as soon wait until
something happens. I'll never know what you guys did." Id, PageID#5982.

7

Although the explanation of the Court's Decision and Entry Overruling Jones's Motion
for Reconsideration, Doc. #490, leaves out several important legal details, overall, it states
the key points of the Court's ruling. However, without question, the Court made no such
statement in its Decision and Entry that "(S]ince Mr. Jacobs and Mr. Herzog have
resigned[ ,] Mr. Hall alone has the power to appoint their successors."

10

Ill. Analysis
A. Because Jones and Stitso Were Never Properly Seated as the Other
Member Alternates, Jones Has Not Properly Assumed the Position of Other
Member of the HBPC

Jones argues that, pursuant to the Appointment of Replacement executed
by Hall, Jones and Stitso, he and Stitso became Other Member Alternates,
"effective July 14, 2016." He asserts that since Herzog and Jacobs resigned as
Other Member Alternates, "[l]t is axiomatic that the only person in the world
remaining with the power to appoint the replacement OMAs [Other Member
Alternates] following these resignations was the HBPC Other Member [Hall]." Doc.
#582, PageID#5993. Following Hall's death on July 23, 2021, Jones contends that
he and Stitso, as the Other Member Alternates, lawfully voted Jones as the Other
Member and Robert Johnson as the new Other Member Alternate.
Section 6.6 of Article VI of the Base Plan describes the procedure to be
followed for replacement of the Other Member and the creation and replacement
of the two Other Member Alternates:
In the event of the death, incapacity or resignation of the HBPC Other
Member, his successor shall be appointed by a majority vote of such
Other Member (if he is not deceased or incapacitated) and two
alternates (the HBPC Other Member Alternates") . .. In the event of
the death, incapacity or resignation of either of the HBPC Other
Member Alternates, his successor shall be appointed by a majority
vote of such HBPC Other Member Alternate (if he is not deceased or
incapacitated), the other HBPC Other Member Alternate and the
Other Member upon notice from the Health Benefit Program
Committee or such HBPC Other Member Alternate of such death,
incapacity or resignation.
11

Doc. #343-3, PagelD##213-214.

This section also permits the HBPC Other Member or either of the HBPC
Other Member Alternates to be replaced by the Court for "failure adequately to
represent the Participants."
The HBPC Other Member or either of the HBPC Other Member
Alternates may also be replaced by the Court upon Petition signed by
not less than 50 Participants who are Non-Represented Employees,
Present Employees who are not represented by the UAW or Retirees
who were not represented by the UAW at the time of their retirement,
for failure adequately to represent the Participants.

Id. , PagelD#214.

Based on the above language from

§

6.6 of Article VI, Hall's Appointment of

Replacement of Jones and Stiso, effective July 14, 2016, is invalid. As explained
in the Court's Entry and Order Overruling Jones's Motion for Reconsideration,
Doc. #490, the Other Member Alternates "are to be replaced by majority vote of
Hall, Herzog and Jacobs. " Id., PagelD#3155. There is no provision in

§

6.6 or

anywhere else in Article VI for the Other Member to have the sole vote in
replacing either of the Other Member Alternates.
Because Jones and Stitso were never properly seated as Other Member
Alternates, Jones did not assume the position of Other Member of the HBPC,
following the death of Jack Hall on July 23, 2021 . Upon the filing of this Decision

12

and Entry, Jones is to cease immediately any representation to any individual or
entity that he is the Other Member of the HBPC.
Additionally, the Court finds that because there is no Other Member and no
Other Member Alternate, there is a "failure to adequately represent the
Participants." Accordingly, pursuant to

§

6.6, the Court will consider Petitions for

the position of the Other Member and Other Member Alternates. Said Petitions
must be "signed by not less than 50 Participants who are Non-Represented
Employees, Present Employees who are not represented by the UAW or Retirees
who were not represented by the UAW at the time of their retirement. "
B. Until the Court Determines the Other Member of the HBPC, the Committee,
Presently Consisting of Two Company Members and Two UAW Members,
Constitutes a Quorum Pursuant to § 6.4(c) and has the Authority to Conduct
Regular HBPC Business

The HBPC's letter of September 2, 2021 , states that it presently consists of
fou r members, two Company Members and two UAW Members. Pursuant to
§

6.4(c) of Article VI, a meeting of the HBPC "shall be validly constituted if both

HBPC UAW Members or one UAW Member and the HBPC Other Member, on the
one hand, and two HBPC Company Members, on the other hand, participate in
such meeting." Doc. #343-3, PageID#213. Accordingly, this section permits the
HBPC to be validly constituted with the four members stated in the HBPC's letter
of September 2, 2012, and to conduct its regular business in accordance with the
Plan and Settlement Agreement.

13

A footnote in the HBPC's September 2, 2021, letter states that Navistar
expects to appoint its third Member, to replace Dan Pikelny who has left Navistar
and the HBPC, "in the near future." If this appointment occurs prior to the Court
determining the identity of the Other Member so that the Company Members
have three votes and the UAW Members have two votes, Section 6.4(b) permits
the UAW to also have three votes since the Other Member will be deemed
"absent."
At all meetings of the Health Benefit Program Committee[,] the HBPC
Company Members shall have a total of three votes and the HBPC
UAW Members and the HBPC Other Member together shall have a
total of three votes, the vote of any absent HBPC Company Members
being divided equally between the HBPC Company Members present
and the vote of any absent HBPC UAW Member or the absent HBPC
Other Member being divided equally between the HBPC UAW
Members and HBPC Other Members present;
Id, PagelD#212
In the event that a unanimous vote is required pursuant to

§

6.3(c), this can

be accomplished by the four HBPC members as explained in § 6.4(c).
C. The Secretary of the HBPC is to Send Copy of this Decision and Entry, with
Notice Attached as Exhibit A, and the Notice Itself, on or before October 14,
2021, and to Provide Last Known Street or Email Address of All Non-UAW
Retirees within Two Business Days of Request to any Interested Person for
the Vacant Positions of Other Member and Other Member Alternates

On or before the close of business on October 14, 2021, the Secretary of the
HBPC is ordered to send to all Non-UAW Retirees, by regular U.S. Mail and/or
email, the following: (1) a copy of this Decision and Entry, including the attached
Exhibit A; and (2) a separate copy of the Notice itself. Any interested person
14

wishing to serve as either the Other Member or as one of the Other Member
Alternates and needing the last known street or email address of the non-UAW
Retirees is to contact the Secretary of the HBPC. The Secretary is ordered to
provide to any interested person wishing to serve in these positions the last
known street or email address of all non-UAW Retirees. This information is to be
sent by the Secretary to the requesting individual by either regular United States
Mail or email within two business days from when the request is made to the
Secretary.

IV. Conclusion
Accordingly, for the reasons stated above, the Court SUSTAINS the request
of the HBPC to the Court to resolve the following issues: (1) whether William W .
Jones was properly seated as an Other Member Alternate of the HBPC in 20162017 and is the Other Member of the HBPC; and whether if the answer to the first
inquiry is "no," (2) the HBPC has authority to conduct regular business, Doc.
#581-2. The Court finds that (1) William W. Jones was not properly seated as an
Other Member Alternate of the HBPC in 2016-2017 and is not the Other Member of
the HBPC; and (2) the HBPC has authority to conduct regular business with two
Company Members and two UAW Members pursuant to § 6.4(c) of Article VI. The
Court further finds that until such time as the Other Member is selected by the
Court, the Other Member is deemed "absent" for purposes of§ 6.4(b) of Article VI.

15

The Secretary of the HBPC is ORDERED to send to all Non-UAW Retirees,
on or before the close of business on October 14, 2021, by regular U.S. Mail
and/or email the following: (1) a copy of this Decision and Entry, including Exhibit
A; and (2) the Notice itself. Any person wishing to serve as either the Other
Member or as one of the Other Member Alternates and needing the last known
street or email address for non-UAW Retirees, shall contact the Secretary of the
HBPC for this information, and the Secretary is further ORDERED to send any said
information by regular United States Mail or email within two business days of
receiving the request.
All petitions must be signed and dated on or after October 14, 2021. Any
such petitions for the positions of Other Member and/or Other Member Alternates,
are to be submitted to the Court at the address below by regular U.S. Mail and/or
express mail on or before the close of business on November 15, 2021. The Court
will then decide the identity of the Other Member and the two Other Member
Alternates.
Honorable Walter H. Rice,
Walter H. Rice Federal Building and U.S. Courthouse
200 West Second Street, Room 909
Dayton, Ohio 45402

Date: October 8, 2021
WALTER H. RICE
UNITED STATES DISTRICT JUDGE

16

EXHIBIT A
NOTICE TO ALL NON-UAW RETIREES OF VACANCIES IN THE
POSITIONS OF "OTHER MEMBER" AND "OTHER MEMBER
ALTERNATES"

Pursuant to Article VI, § 6.6 of the Navistar International
Transportation Corporation Retiree Health Benefit and Life Insurance
Plan (the "Base Plan"), the Court has determined that there are
vacancies for the positions of the Other Member of the Health Benefit
Program Committee ("HBPC") and for the two Other Member
Alternates of the HBPC. The HBPC Other Member is a representative
of the non-UAW Retirees and shall not be a non-represented
employee, an employee of the UAW, an employee represented by the
UAW or a retiree represented by the UAW at the time of his
retirement.
Interested individuals for the positions of Other Member and/or Other
Member Alternate should send the following information to the
Honorable Walter H. Rice, Walter H. Rice Federal Building and U.S.
Courthouse, 200 West Second Street, Room 909, Dayton, Ohio 45402,
on or before the close of business on November 15. 2021 : (1) a letter
indicating their interest in either or both positions; and (2) a Petition,
signed and dated on or after October 14, 2021, by not less than 50
Participants of the Base Plan who are Non-Represented Employees,
Present Employees who are not represented by the UAW or Retirees
who were not represented by the UAW at the time of their retirement.
All petitions, for the positions of Other Member and/or Other Member
Alternates, are to be submitted to the Court by regular U.S. Mail
and/or express mail on or before the close of business on November

15, 2021.
A request by persons interested for the street or email address for all
non-UAW Retirees should be sent by regular United States Mail,
express mail or email to Ms. Sadie Hahn, Secretary of the Health
Benefit Program, 2701 Navistar Dr., Lisle, IL 60532 or
Sadie.Hahn @Navistar.com . The Secretary will have two (2) business
days following receipt of such request to process and respond to any
request for these addresses.

17