Federal Judge Rejects Vanguard’s $40 Million Class Settlement, Citing Better Outcome Under SEC Deal

Posted on May 23rd, 2025 at 3:00 PM
Federal Judge Rejects Vanguard’s $40 Million Class Settlement, Citing Better Outcome Under SEC Deal

From the Desk of Jim Eccleston at Eccleston Law

A federal judge has rejected a proposed $40 million class-action settlement with Vanguard, finding that the deal offered little to no real value to harmed investors compared to a separate settlement the firm reached with the Securities and Exchange Commission ("SEC"), according to Barron’s.

The dispute originated after corporate retirement plans moved out of Vanguard’s target-date funds in favor of lower-cost institutional options. This shift left retail investors with unexpected capital gains tax liabilities. Vanguard initially agreed to settle the resulting class action for $40 million, allocating over $13 million for plaintiffs’ attorneys’ fees. The U.S. District Court had granted preliminary approval of the settlement before new facts emerged.

Around the same time, Vanguard entered into a $135 million remediation agreement with the SEC and several state regulators for the same conduct. Notably, that agreement allowed Vanguard to reduce its SEC payment by $40 million if the court approved the class settlement. In effect, Vanguard’s total payout remained $135 million, but approval of the class settlement would divert a significant portion of the sum to attorneys’ fees, reducing the investors’ recovery.

As reported by Barron's, the court called this a “strange situation” and highlighted that rejecting the class settlement would result in a greater recovery for the investors through the SEC fund-- without deductions for legal fees and without requiring class members to waive any claims.

Following additional argument and briefing, Judge Murphy concluded that the proposed class settlement was neither fair, reasonable, nor adequate. He noted that approval would have primarily benefitted Vanguard and class counsel at the expense of the investors. By rejecting the deal, the court preserved investors' rights and guaranteed them at least the same financial recovery through the SEC agreement. 

The court has ordered the parties to file a status report by May 30.

Eccleston Law LLC represents investors and financial advisors nationwide in securities, employment, transition, regulatory, and disciplinary matters.

Tags: Eccleston, Eccleston Law

Return to Archive

TESTIMONIALS

Previous
Next

Thank You from the bottom of our hearts for all you have done for us. When we realized this was a very bad investment - we did not know where to turn for help. Then we received your name. When we called you - you were so kind to us and then agreed to help us. For this we are so very grateful. The world would be a much nicer place if there were more people like the two of you in it. We will always remember all the help and kindness you have shown us. Thank you so very very much for everything.

Wayne and Judy S.

LATEST NEWS AND ARTICLES

February 19, 2026
Wall Street Journal Analysis Questions Investor Gains Following DuPont's Decade-Long Breakup

A Wall Street Journal analysis has raised questions about investor returns following DuPont’s multi-year corporate restructuring, which divided the historic conglomerate into multiple independent companies.

February 18, 2026
American Portfolios Ordered to Pay $4.6 Million in Restitution Over Cash Sweep Program Disclosures

The Financial Industry Regulatory Authority (FINRA) has ordered American Portfolios Financial Services to return $4.6 million to customers and pay monetary sanctions after determining that the firm overcharged investors and failed to properly disclose how it generated revenue through a cash sweep program.

February 17, 2026
FINRA Fines Kingswood Capital Partners $150,000 for Supervisory Failures in GWG L Bond Sales

The Financial Industry Regulatory Authority (FINRA) censured and fined San Diego–based broker-dealer Kingswood Capital Partners $150,000 after finding supervisory failures tied to sales of high-risk GWG L bonds.