Bishop v. Air Line Pilots Ass'n

511 F.Supp.3d 830

David BISHOP and Eric Lish, individually and on behalf of all others similarly situated, Plaintiffs,

v.AIR LINE PILOTS ASSOCIATION, INTERNATIONAL, Defendant.

13 C 6243

United States District Court, N.D. Illinois, Eastern Division.

Signed January 5, 2021

Jacie C. Zolna, Myron Milton Cherry, Myron M. Cherry & Associates, Chicago, IL, for Plaintiffs.

Stephen B. Moldof, Cohen, Weiss and Simon, Joshua J. Ellison, Pro Hac Vice, Cohen, Weiss and Simon LLP, New York, NY, Andrew L. Goldman, Rami N. Fakhouri, Goldman Ismail Tomaselli Brennan & Baum LLP, Chicago, IL, Jonathan A. Cohen, Pro Hac Vice, Marcus C. Migliore, Pro Hac Vice, Air Line Pilots Association, International, Washington, DC, Thomas N. Ciantra, Air Line Pilots Association, International Legal Department, Herndon, VA, for Defendant.

MEMORANDUM OPINION AND ORDER

Gary Feinerman, United States District Judge Three United Airlines management pilots and two United pilot instructors brought this suit against Air Line Pilots Association, International ("ALPA"), alleging that it breached its duty of fair representation under the Railway Labor Act ("RLA"), 45 U.S.C. § 151 et seq. , by unfairly allocating retroactive pay funds among its membership in a manner that favored line pilots over management pilots and pilot instructors. Doc. 29. Plaintiffs moved to certify two subclasses, one for management pilots and the other for pilot instructors, Doc. 47, and ALPA moved under Civil Rule 12(c) for judgment on the pleadings, Doc. 132. As to the management pilots, the court denied ALPA's Rule 12(c) motion and granted Plaintiffs’ class certification motion, and as to the pilot instructors, the court granted ALPA's motion and denied Plaintiffs’ motion as moot. Docs. 188-191 (reported at 141 F. Supp. 3d 836 (N.D. Ill. 2015) and 310 F.R.D. 551 (N.D. Ill. 2015) ). The management pilot class and ALPA reached a settlement, which the court approved, and the court entered judgment against the two pilot instructor plaintiffs, David Bishop and Eric Lish. Docs. 249-250.

The pilot instructors appealed, and the Seventh Circuit reversed and remanded. 900 F.3d 388 (7th Cir. 2018). This court then granted Bishop and Lish's motion to certify a pilot instructor class. Docs. 311-312 (reported at 331 F.R.D. 481 (N.D. Ill. 2019) ). ALPA now moves for summary judgment. Doc. 346. The motion is granted.

Background

The court recites the facts as favorably to Plaintiffs as the record and Local Rule 56.1 permit. See Johnson v. Advoc. Health & Hosps. Corp. , 892 F.3d 887, 893 (7th Cir. 2018). At this juncture, the court must assume the truth of those facts, but does not vouch for them. See Gates v. Bd. of Educ. of Chi. , 916 F.3d 631, 633 (7th Cir. 2019). Because the court grants summary judgment to ALPA, it does not expressly note the numerous instances in which it resolves genuine factual disputes in Plaintiffs’ favor or overrules ALPA's objections to evidence adduced by Plaintiffs. Familiarity with this court's and the Seventh Circuit's prior opinions in this case is presumed.

A. Overall Summary

In 2003, when United was in bankruptcy, United and ALPA—the certified representative of United pilots—negotiated a "highly concessionary" collective bargaining agreement ("2003 UPA") that imposed wage and benefit cuts. Doc. 353 at ¶¶ 5-6, 35; Doc. 358 at ¶ 4. Under the RLA, a collective bargaining agreement does not expire at the end of its term but rather becomes "amendable," and employees must continue to work under the old agreement until a new one is negotiated. Doc. 353 at ¶¶ 5-6; see Air Line Pilots Ass'n, Int'l v. UAL Corp. , 897 F.2d 1394, 1398 (7th Cir. 1990) ("The [RLA] abhors a contractual vacuum. If on the date of expiration the parties have not negotiated a replacement agreement ... the old agreement continues in force."). The 2003 UPA became amendable on January 1, 2010, and United pilots continued to work under it while ALPA and United negotiated a new agreement. Doc. 353 at ¶ 6.

Later in 2010, United merged with Continental Airlines. Id. at ¶ 5. ALPA was the certified representative of pre-merger Continental pilots as well. Ibid . On December 18, 2012, after nearly three years of negotiations, United and ALPA concluded a new collective bargaining agreement ("2012 UPA") that covered both pre-merger pilot groups. Id. at ¶¶ 2, 5, 7; Doc. 314 at ¶ 1. The pilots had hoped that the 2012 UPA would include around $1 billion in retroactive pay (sometimes called "retro pay" or just "retro") for the extra three years they had worked under the 2003 UPA. Doc. 358 at ¶ 1. ALPA managed to obtain only $400 million, however, which only partially compensated what pilots might have earned during the negotiation period. Doc. 353 at ¶ 11. On November 5, 2012, an arbitrator allocated $225 million of that total to the pre-merger United pilots, with the remaining $175 million going to the pre-merger Continental pilots. Id. at ¶ 12; Doc. 354-2 at 5.

Most United pilots are "line pilots," who work flying passengers from one location to another. Doc. 314 at ¶ 19. Pilot instructors, by contrast, train other pilots, Doc. 349-1 at 10 (79:25-80:2), and work in a single location at United's training center in Denver, Doc. 353 at ¶ 15. United's over 100 pilot instructors comprise only a small fraction of all United pilots. Doc. 314 at ¶ 41. Pilot instructors may choose to "return to the line"—in other words, to resume line pilot duties—whenever they wish. Doc. 353 at ¶ 18. The reverse is not true, as there is an application process to become a pilot instructor. Doc. 349-4 at 3 (7:7-16).

Under both the 2003 and 2012 UPAs, line pilots were paid by the hour, with each pilot assigned an hourly wage rate based on three variables: type of aircraft flown ("fleet"); rank in that aircraft ("seat"); and length of time since the pilot was hired ("longevity"). Doc. 353 at ¶ 14; Doc. 358 at ¶ 2. Both UPAs set an hourly rate for each fleet-seat-longevity combination, and line pilots were paid at that rate for the number of hours they were credited. Doc. 358 at ¶ 2; see Doc. 149-3 at 36-41 (wage tables for the 2003 UPA); id. at 72-77 (wage tables for the 2012 UPA). The number of hours credited was not a matter of simple timekeeping, as several "work rules" governed the calculation of credit hours. Doc. 359-4 at 3 (23:12-24:19). Some of the work rules were set forth in Section 3 of the 2003 and 2012 UPAs. Doc. 149-3 at 36-55, 72-86; see Fed. R. Civ. P. 56(c)(3) (providing that a court "may consider" the entire record in deciding a summary judgment motion).

Most significant here, the 2003 and 2012 UPAs both established a minimum number of "pay credit" hours a line pilot would receive per month. Doc. 149-3 at 44, § 3-B-8; id. at 79, § 3-C. Under the 2003 UPA, the absolute "minimum guarantee" was 65 hours per month for ordinary line pilots. Id. at 43, § 3-B-7-a. For reserve line pilots, who are on call to fill in for other line pilots 18 days per month, the minimum guarantee was 70 hours. Ibid. ; Doc. 359-4 at 28 (195:5-10). In addition, each "assigned line" was associated with a "Pay Credit Value," which set another, potentially higher minimum guarantee. Doc. 149-3 at 43, § 3-B-7-b. Finally, a third figure called "Protected Time Credit" took account of various schedule changes to calculate the number of credit hours. Id. at 44, § 3-B-8-a-(3).

The 2012 UPA contained similar but not identical provisions. Id. at 79, § 3-C. Under the 2012 UPA, the "Minimum Pay Guarantee" could be as high as 70 hours for line pilots—a five-hour increase from the 2003 UPA—though the number was adjusted for vacation days and unpaid absences. Id. at 79, § 3-C-1-a. The reserve pilots’ guarantee rose from 70 hours to 73 hours, again depending on how many days they were on call and other adjustments. Id. at 79, § 3-C-1-b; Doc. 353-1 at 28 (5:9-11). Like the 2003 UPA, the 2012 UPA calculated a final figure called "Protected Time Credit" to account for various schedule changes. Doc. 149-3 at 80, § 3-C-2. The precise details of these provisions are not material. What is material, and not subject to dispute, is that line pilots won various changes in the 2012 UPA that gave them a higher number of minimum guaranteed hours per month.

Pilot instructors’ compensation under the 2003 and 2012 UPAs was more akin to a salary, though their salary turned in part on the fleet-seat-longevity rubric used to calculate hourly wage rates for line pilots. Under the 2003 UPA, pilot instructors were paid as if they were first officers in a 757/767 class aircraft, with six years of longevity, working 89 hours per month. Doc. 353 at ¶¶ 9, 15-16; Doc. 358 at ¶ 6; Doc. 354-1 at 116, § 5-A. Under the 2012 UPA, pilot instructors were paid as if they were first officers in a 777/787 class aircraft, with nine years of longevity, working 90 hours per month. Doc. 353 at ¶ 9; Doc. 354-1 at 132, § 23-L-1-b. The parties refer to this salary calculation method as the pilot instructors’ "pay cap." Doc. 353 at ¶¶ 15-16; Doc. 358 at ¶ 6. Pilot instructors could earn extra pay through line flying and "override" pay, so they were not purely salaried. Doc. 354-1 at 130, § 23-K; id. at 132, § 23-L-2. But it is undisputed that the capped salary was the most important part of their compensation. Doc. 358 at ¶ 3. As compared to line pilots (and management pilots), pilot instructors received—due to the increased pay cap—by far the largest percentage pay increase in the 2012 UPA. Doc. 353 at ¶¶ 8-10.

Returning to the issue of retroactive pay, the United pilots’ elected leadership, known as the United Master Executive Council ("MEC"), was responsible for allocating the $225 million among the pre-merger United pilots. Doc. 353 at ¶ 13; Doc. 358 at ¶ 1. The MEC tasked one of its subcommittees, Subcommittee 2, with proposing an allocation formula. Doc. 353 at ¶¶ 21-22. Subcommittee 2 had five members: Robert Fox, a line pilot and subcommittee chair; Mark Arellano, a pilot instructor; and three other line...