Thursday, July 30, 2020

No. 384: Long-Term Care Insurance—Another Update on the Skochin Lawsuit Against Genworth

On January 18, 2019, Pennsylvania residents Jerome and Susan Skochin and Maryland resident Larry Huber filed a class action lawsuit against Genworth Financial, Inc. (Genworth) and Genworth Life Insurance Company (GLIC). The plaintiffs had purchased long-term care (LTC) insurance policies in 2003 and 2004 from General Electric Capital Assurance Company, a predecessor of Genworth and GLIC.

On October 30, 2019, the plaintiffs filed a notice of settlement. On January 15, 2020, the judge held a hearing, granted preliminary approval of the settlement, directed that the class notice be mailed to class members, and set the final fairness hearing for July 10, 2020. I discussed the case in No. 334 (September 26, 2019), No. 371 (May 13, 2020), and No. 377 (June 15, 2020). (See Skochin v. Genworth, U.S. District Court, Eastern District of Virginia, Case No. 3:19-cv-49.)

The California Department's Letter
On June 12, 2020, the California Department of Insurance (Department) sent a nine-page letter to the clerk of the court and to the settlement administrator. The letter is over the signature of Leslie Tick, Assistant Chief Counsel in the Oakland office of the Department. A footnote on the first page of her letter reads:
The Department does not assert standing in this matter, and it does not maintain that this submission is a Class-Member Objection under Federal Rule of Procedure 23(c)(5).
The first paragraph of the "Summary" begins at the bottom of the first page of the letter. Here, with a citation omitted, is that paragraph (the full letter is in the complimentary package offered at the end of this post):
The Department is concerned that the Court and class members have not been provided sufficient information about the adequacy of the proposed relief. Plaintiffs reference $100 million in aggregate damages payments that class members are expected to receive pursuant to the Special Election Options, but do not attempt to assess the total value of the Special Election Options to class members. Specifically, Plaintiffs do not provide an assessment of the value of the benefits that class members must forfeit pursuant to any Special Election Option, and do not weigh the value of those forfeited benefits against the value of the reductions in premium, damages payments, or enhanced paid-up benefits that class members would receive. Ultimately, the Department is concerned that the proposed settlement may induce policyholders to forfeit policy benefits that are worth substantially more than the compensation they would receive and, conversely, that the settlement could provide Genworth with a windfall if reductions to future claim and reserve obligations greatly exceed damages paid.
After the next three paragraphs of the "Summary," the title of the next section of the letter reads: "Some of the Special Election Options may require class members to give up policy benefits that are worth much more than the compensation received." That section includes an "Analysis of Special Election Option 2" and an "Analysis of Special Election Option 3."

The next section of the letter is entitled "The proposed settlement does not include the information that would be needed to make an accurate actuarial assessment of the value of the Special Election Options." The final section of the letter, entitled "Conclusion," reads:
To its credit, the proposed settlement provides disclosures which will help class members to make informed decisions about their policies. It also appears to include cash payments that would be sufficient to return additional premiums paid by class members who would have been inclined to restructure their policy if fully informed of Genworth's intentions. And the Department is supportive of options that would allow long-term care policyholders to make informed decisions about their coverage and to adjust policy coverage levels. However, class members should not be asked to take reductions to their policy benefits that are disproportionate to the proposed cost-savings and settlement compensation.
The Initial Reply from Plaintiffs
On June 26, 2020, an attorney for the plaintiffs filed a reply in support of the motion for final approval of the settlement. He responded to various objections that had been submitted to the court by class members. Also, at the end of the reply, he included comments on the Department's letter. Those comments are entitled "The California Department of Insurance's Statement Does Not Undermine Approval of the Settlement." At the outset of that section of the reply, he showed the Department's summary paragraph quoted above. However, he did not show any of the "Conclusion" quoted above. His four-page initial reply to the Department's letter is in the complimentary package offered at the end of this post.

The Supplemental Replies from Plaintiffs
On July 6, the judge issued a one-page order requiring the plaintiffs "to file a supplemental reply responding to each class member's objection individually by 12 P.M. July 8, 2020." The requirement to submit the supplemental reply in only two days probably was because the final fairness hearing was set for July 10. The order is in the complimentary package offered at the end of this post.

On July 8, the same attorney for the plaintiffs filed two documents. The first is a three-page "Plaintiffs' supplemental reply in support of (1) motion for final approval of class action settlement and (2) class counsel's motion for an award of attorneys' fees and expenses and service awards to the named plaintiffs." Attached is a five-page appendix listing all the class members' objections and comments on each of them. The eight-page document is in the complimentary package offered at the end of this post.

The second document is a 15-page "Joint Statement Regarding Sequence of Final Approval and Regulatory Oversight." It contains several references to regulators in California and other states. The full document is in the complimentary package offered at the end of this post.

The July 10 Final Fairness Hearing
On July 10, the judge held the final fairness hearing. On that date, he issued a two-page order that the hearing will resume on July 14. He said the attorneys will receive a Zoom invitation, and explained how others who may wish to attend remotely may arrange to do so. The order is in the complimentary package offered at the end of this post.

The July 14 Final Fairness Hearing
On July 14, the judge resumed the final fairness hearing. On July 18, he issued a three-page order "finding that the application for fees is not sufficiently supported to allow the Court to make the assessment necessary to ascertain whether the requested attorneys' fees are reasonable or warranted." He issued a three-page order that continued the final fairness hearing to August 7 and directed the attorneys for the plaintiffs to file a further explanation by July 27. The order is in the complimentary package offered at the end of this post.

On July 21, the judge issued an order continuing the final fairness hearing until 10:00 a.m. on August 7. On July 23, he issued an order continuing the hearing until 9:30 a.m. on September 11.

General Observations
I had intended to wait for the judge's final approval of the settlement and his closing of the Skochin case, and then write a final update. However, the delays in the completion of the final fairness hearing prompted me to post this additional update.

When I post the final update, I do not intend to express an opinion about the fairness of the settlement from an actuarial standpoint. I am not an actuary, and I do not feel comfortable expressing such an opinion. However, I would welcome expressions of opinion by professional actuaries. The complimentary packages offered in my four blog posts on the case provide a good starting point. If you need further documents, I have easy access to all the court documents and would be happy to provide them at your request. Should you respond to this invitation, please indicate whether you prefer your opinion to be with or without attribution, and I will honor your request.

Available Material
I am offering a complimentary 42-page PDF consisting of the California Department's letter to the court (9 pages), the initial reply to the Department's letter (4 pages), the judge's July 6 order (1 page), the first supplemental reply (8 pages), the second supplemental reply (15 pages), the judge's July 10 order (2 pages), and the judge's July 18 order (3 pages). Email and ask for the July 2020 package about the case of Skochin v. Genworth


Friday, July 24, 2020

No. 383: Long-Term Care Insurance—An Alarming Development

The Request for Proposal
On July 8, 2020, the National Association of Insurance Commissioners (NAIC) issued a request for proposal (RFP) No. 2065 about "Long-Term Care (LTC) Insurance Restructuring." Here are the first two paragraphs (the ten-page RFP is in the complimentary package offered at the end of this post):
The National Association of Insurance Commissioners (NAIC) is soliciting proposals from law firms to research and report on existing state laws and regulations that could support a new regulatory framework authorizing insurers to separate policies from one another.
The chosen legal consultant will identify options for insurer restructuring or transfer of blocks of business to accomplish separation of policies from insurers' general accounts to avoid material cross-state rate subsidization and consider the potential risks to state guaranty funds, existing legal impediments, and other potential issues.
The LTC Task Force
The LTC Task Force (task force) of the NAIC is chaired by Commissioner Scott A. White of Virginia. When the task force was appointed, neither the Virginia Bureau of Insurance nor the NAIC answered my question about whether Virginia was selected because Genworth is based there. When I saw the RFP, I asked the Virginia Bureau for more details. A spokesperson referred me to the NAIC. The NAIC did not respond.

The task force has been operating partly in public and partly in secret. As I reported in No. 332 (September 12, 2019), the task force identified six "workstreams": (1) multistate rate review practices, (2) restructuring techniques, (3) reduced benefit options and consumer notices, (4) valuation of LTCI reserves, (5) non-actuarial valuations, and (6) data call design and oversight. I think the RFP discussed in this post grew out of one or both of the first two "workstreams."

Policy Transfers
I have written extensively about policy transfers from one insurance company to another in The Insurance Forum and later in this blog. My first article, of about 30 on the subject, was in the October 1989 issue of the Forum. When I circulated that article and one later article to each of the state insurance commissioners, many of them expressed keen interest. I described developments over the next quarter century in Chapter 23 of my 2015 book entitled The Insurance Forum: A Memoir. The three-page October 1989 article and the 15-page Chapter 23 are in the complimentary package offered at the end of this post.

The underlying issue is easily explained. In an insurance policy, which is a legal contract, the policyholder is the creditor and the insurance company is the debtor. A debtor cannot transfer its obligations under the contract to another party without the consent of the creditor. Such a transfer is called a "novation," which is the substitution of one debtor for another, and which cannot be accomplished without the creditor's consent.

General Observations
I am alarmed that the NAIC, through its RFP, may be thinking of taking steps that arguably would violate the constitutional rights of LTC insurance policyholders. The constitutionality issue is discussed in Chapter 23 of my Memoir. The RFP does not mention such an objective, but I fear they will try to avoid the need to obtain the consent of the policyholders. Should they try to do so, I think the NAIC and its legal consultant will face strenuous opposition.

Available Material
I am offering a complimentary 28-page PDF consisting of the RFP (10 pages), the October 1989 Forum article (3 pages), and Chapter 23 of my Memoir (15 pages). Email and ask for the July 2020 package about the NAIC's RFP.


Thursday, July 16, 2020

No. 382: Former Special Counsel Mueller Speaks Out

Robert S. Muller III served as special counsel for the U.S. Department of Justice from 2017 to 2019.  He rarely speaks out, but he did so after President Donald J. Trump commuted the 40-month sentence of Robert J. Stone Jr. three days before Stone was to report to prison.

Mueller's 757-word statement is an op-ed entitled "Roger Stone remains a convicted felon, and rightly so."  It is in the July 12 issue of The Washington Post.  The first paragraph reads (the full statement is here):
The work of the special counsel's office—its report, indictments, guilty pleas and convictions—should speak for itself.  But I feel compelled to respond both to broad claims that our investigation was illegitimate and our motives were improper, and to specific claims that Roger Stone was a victim of our office.  The Russia investigation was of paramount importance.  Stone was prosecuted and convicted because he committed federal crimes.  He remains a convicted felon, and rightly so.

Monday, July 13, 2020

No. 381: Executive Compensation in the Insurance Industry—2019 Data from 2020 SEC Filings

The Insurance Forum, my monthly newsletter, began with the January 1974 issue and ended with the December 2013 issue. In 1975 I began publishing data on executive compensation in the insurance industry. Chapter 24 of my 2015 book, The Insurance Forum: A Memoir, describes the history of my executive compensation tabulations and the efforts of the insurance industry and insurance regulators to block my access to the data.

Most of the efforts to block access involved two organizations. One was the New York Department of Insurance, which is now the New York State Department of Financial Services (NYDFS). The other was the National Association of Insurance Commissioners (NAIC). Some of those efforts were successful and some were not. However, I never encountered problems with access to data filed by shareholder-owned insurance companies with the Securities and Exchange Commission (SEC).

Since ending publication of the Forum, I have from time to time published executive compensation data through blog posts. The most recent post was No. 335 (October 3, 2019), in which I published data for 2018 from my three major sources—SEC, NYDFS, and the Nebraska Department of Insurance (NDOI). Here I show 2019 data from the SEC. I plan to show 2019 data from NYDFS and NDOI later.

The SEC Data

During the final seven years of the Forum, I showed data for individuals who received at least $1 million in the year covered. In the current tabulation, which is at the end of this post, I show data for individuals who received at least $5 million in 2019. Each figure in the tabulation is the "Total" shown in the 2019 "summary compensation table."

The 2019 summary compensation tables for most companies are in the proxy statement filed in advance of the 2020 annual meeting of shareholders. For the two Canadian companies—Manulife Financial and Sun Life Financial—the tables are in 6-K annual reports and the figures shown are in Canadian dollars. Where more than one individual in a company is shown, they are listed in descending order of compensation.

How to Access the SEC Tables

For readers who want to access the SEC summary compensation tables, go to:

In the "Company and Personal Lookup" box, enter the ticker symbol if you know it, and click "Search." Examples of ticker symbols are AIG for American International Group, GNW for Genworth Financial, MET for MetLife, PRU for Prudential Financial, and PRI for Primerica. If you do not know the ticker symbol, enter the company name (or a portion of it) and click "Search." If your search produces a list of companies with similar names, you will need to click on the one you want. When you make your selection, a list of documents in reverse chronological order by filing date will appear. Select the most recent "DEF 14A" definitive proxy statement. The proxy's table of contents may contain a link to the summary compensation table. If it does not, you will need to search for it, but it is usually not hard to find.

A Note on Women

I believe that the above 2019 list includes only twelve women. I checked back in the above mentioned No. 335, and I believe that the 2018 SEC list there included only nine women. I do not know when the top ranks of insurance companies will include a large number of women.

Available Material

The Insurance Forum: A Memoir and back issues of the Forum containing executive compensation tabulations are available for purchase from us. The final tabulation in the Forum was in the July 2013 issue. Ordering instructions are on our website at

SEC Data for 2019
Daniel P Amos
Frederick J Crawford
Alleghany Corp
Weston M Hicks
John L Sennott Jr
Joseph P Brandon
Allstate Corp
Thomas J Wilson
Steven E Shebik
AMBAC Financial Group Inc
Claude LeBlanc
American Financial Group Inc
Carl H Lindner III
S Craig Lindner
American International Group Inc
Brian Duperreault
Peter Zaffino
Douglas A Dachille
Kevin T Hogan
Mark D Lyons
Ameriprise Financial Inc
James M Cracchiolo
Walter S Berman
William F Truscott
Colin Moore
Joseph E Sweeney
Anthem Inc
Gail K Boudreaux
Felicia F Norwood
Gloria M McCarthy
John E Gallina
Peter D Haytaian
Aon plc
Gregory C Case
Christa Davies
Peter Lieb
Arch Capital Group Ltd
Marc Grandisson
Arthur J Gallagher & Co
Pat Gallagher
Assurant Inc
Alan B Colberg
Gene E Mergelmeyer
Assured Guaranty Ltd
Dominic J Frederico
AXIS Capital Holdings Ltd
Albert A Benchimol
Berkshire Hathaway Inc
Gregory E Abel
Ajit Jain
Brighthouse Financial Inc
Eric Steigerwalt
Brunswick Corp
David M Foulkes
Centene Corp
Michael F Neidorff
Jeffrey A Schwaneke
Brandy L Burkhalter
Jesse N Hunter
Chubb Ltd
Evan G Greenberg
John W Keogh
Paul J Krump
John J Lupica
Philip V Bancroft
Cigna Corp
Timothy C Wentworth
David M Cordani
Matthew G Manders
Eric P Palmer
CNA Financial Corp
Dino E Robusto
CNO Financial Group Inc
Gary C Bhojwani
CVS Health Corp (Acquired Aetna)
Larry J Merlo
Jonathan C Roberts
Eva C Boratto
Equitable Holdings Inc
Mark Pearson
Seth Bernstein
Jeffrey Hurd
Nick Lane
Everest Re Group Ltd
Dominic J Addesso
Fidelity National Financial Inc
Raymond R Quirk
Brent B Bickett
First American Financial Corp
Dennis J Gilmore
Christopher M Leavell
Kenneth D DeGiorgio
Genworth Financial Inc
Thomas J McInerney
Daniel J Sheehan IV
Kevin D Schneider
Globe Life Inc (Formerly Torchmark)
Gary L Coleman
Larry M Hutchison
Hartford Financial Services Group Inc
Christopher Swift
Douglas Elliot
Heritage Insurance Holdings Inc
Bruce Lucas
Humana Inc
Bruce D Broussard
Brian A Kane
Kemper Corp
Joseph P Lacher Jr
Lincoln National Corp
Dennis R Glass
Loews Corp
James S Tisch
David B Edelson
Kenneth I Siegel
Jonathan M Tisch
Magellan Health Inc
Barry M Smith
Manulife Financial Corp
(Canadian Dollars)
Roy Gori
Rashul Joshi
Marianne Harrison
Anil Wadhwani
Phil Witherington
Marsh & McLennan Companies Inc
Daniel S Glaser
John Q Doyle
Dominic J Burke
Martine Ferland
Mark C McGivney
MetLife Inc
Michel A Khalaf
Steven A Kandarian
Steven J Goulart
John D McCallion
Martin J Lippert
MGIC Investment Corp
Patrick Sinks
Molina Healthcare Inc
Joseph M Zubretsky
Mr Cooper Group Inc
Christopher Marshall
Jay Bray
National General Holdings Corp
Barry Karfunkel
Robert Karfunkel
Primerica Inc
Glenn J Williams
Principal Financial Group Inc
Daniel J Houston
Timothy M Dunbar
Patrick G Halter
Progressive Corp
Susan Patricia Griffith
Prudential Financial Inc
Mark B Grier
Charles F Lowrey
Stephen Pelletier
Robert M Falzon
Scott G Sleyster
Radian Group Inc
Richard G Thornberry
Reinsurance Group of America Inc
Anna Manning
RenaissanceRe Holdings Ltd
Kevin J O'Donnell
State Auto Financial Corp
Michael E LaRocco
Sun Life Financial Inc
(Canadian Dollars)
Dean A Connor
Stephen C Peacher
Travelers Companies Inc
Alan D Schnitzer
William H Heyman
Avrohom J Kess
Gregory C Toczydlowski
UnitedHealth Group Inc
David S Wichmann
Andrew P Witty
Steven H Nelson
John F Rex
Dirk C McMahon
Stephen J Hemsley
Marianne D Short
Universal Insurance Holdings Inc
Sean P Downes
Unum Corp
Richard P McKenney
Voya Financial Inc
Rodney O Martin Jr
Christine Hurtsellers
Michael S Smith
Charles P Nelson
W R Berkley Corp
William R Berkley
W Robert Berkley Jr
White Mountains Insurance Group Ltd
G Manning Rountree


Monday, July 6, 2020

No. 380: Prudential Agreed in 2016 To Settle a 2012 Federal Securities Lawsuit

In No. 378 (June 24, 2020), I discussed a 2012 federal securities class action lawsuit against MetLife, Inc. that the company is settling in 2020. A reader promptly informed me of a similar 2012 federal securities class action lawsuit against Prudential Financial, Inc. that the company settled in 2016. Here I discuss the Prudential case.

On August 22, 2012, the City of Sterling Heights General Employees' Retirement System filed a class action lawsuit against Prudential (NYSE:PRU) and four senior officers of the company. (Sterling Heights is in Michigan.) The class consisted of all purchasers of Prudential common stock between May 5, 2010 and November 2, 2011. The original 50-page complaint alleged three counts of violations of federal securities laws. On May 6, 2013, the plaintiff filed a 114-page amended complaint containing two counts. (See City of Sterling Heights v. Prudential, U.S. District Court, District of New Jersey, Case No 2-12-cv-5275.)

Prudential's Descriptions of the Case
After the original complaint was filed, Prudential included a one-paragraph description of the case in the company's 10-Q report for the quarter ended September 30, 2012, which was filed with the Securities and Exchange Commission on November 8, 2012. After the case was settled, Prudential included a one-paragraph description in the company's 10-Q report for the quarter ended September 30, 2016, filed November 4, 2016. Those two short descriptions are in the complimentary package offered at the end of this post.

The Amended Complaint
The court filings in the City of Sterling Heights case were extensive throughout the four years during which the case was fought. The "Introduction and Review" section of the amended complaint alleged that Prudential used the Social Security Administration's Death Master File (DMF), known to be incomplete and inaccurate, to stop making payments to life annuitants. Another allegation was that the company did not use the DMF to try to locate life insurance beneficiaries, therefore avoiding either the escheatment of unclaimed property to the states or the payment of death benefits to beneficiaries. Part of the amended complaint is in the complimentary package offered at the end of this post.

The Settlement
A memorandum of law described the settlement. The settlement amount was $33 million. Out of that was paid 30 percent ($9.9 million) for attorneys' fees and almost $800,000 for attorneys' expenses. Here was part of a paragraph from the memorandum of law (the first 15 pages of the memorandum of law are in the complimentary package offered at the end of this post):
Lead Counsel have succeeded in obtaining a $33,000,000 cash settlement for the benefit of the Class. This is a very good result in the face of substantial risk and is a credit to Lead Counsel's vigorous, persistent, and skilled efforts. Lead Counsel respectfully move this Court for an award of attorneys' fees in the amount of 30% of the Settlement Amount and payment of their litigation expenses in the amount of $798,955.79, plus interest on both amounts....
On September 29, 2016, the judge issued an order approving the plan of settlement, an order awarding attorneys' fees and expenses, and a final judgment and order dismissing the case with prejudice (permanently). The final judgment and order are in the complimentary package at the end of this post.

General Observations
I have no basis on which to express an opinion on the fairness of the settlement in the Prudential case. Therefore, I will not do so.

The MetLife case discussed in No. 378 and the Prudential case discussed here have several similarities. First, both cases started in 2012. Second, the MetLife case dragged on for more than eight years; it is now being settled. Third, the Prudential case dragged on for more than four years; it was settled in 2016. Fourth, both cases involved failure to use the DMF to find missing life insurance beneficiaries. Fifth, both cases involved the use of the DMF to avoid payments to life annuitants. Sixth, both cases involved major investigations by state unclaimed property officials. Seventh, both cases involved major investigations by state insurance regulators. Eighth, both cases involved strong denials of wrongdoing by company officials. I think it is likely there were similar lawsuits against other life insurance companies.

Email from a Reader
After No. 378 was posted, I received an email from a reader. Here is a lightly edited version of what the reader said:
Thanks for your post about MetLife's settlement. Most MetLife common stock is held by institutional investors. If Vanguard, Black Rock, State Street, and the other exchange traded funds and mutual funds get a check as part of the settlement, I question whether beneficial investors will participate. I guess theoretically money should go to the beneficial owners who held shares during the class period. I am pretty sure there will be no effort by the exchange traded funds and mutual funds to go back eight years to try to sort out who owned shares at the time. The companies settling such cases almost never admit wrongdoing. Their strategy seems to be to drag out the litigation until the substance of the complaint is forgotten and then work to minimize any negative public relations problems associated with the settlement.
Available Material
I am offering a complimentary 41-page PDF consisting of Prudential's short descriptions of the case (1 page), an excerpt from the amended complaint (18 pages), an excerpt from a memorandum of law (15 pages), and the judge's final order and judgment (7 pages). Email and ask for the July 2020 package about the case of City of Sterling Heights v. Prudential.