Cloud v. NFL Player Retirement Plan

U.S. Court of Appeals for the Fifth Circuit
Cloud v. NFL Player Retirement Plan, 83 F.4th 423 (5th Cir. 2023)

Cloud v. NFL Player Retirement Plan

Opinion

Case: 22-10710          Document: 00516923778                 Page: 1       Date Filed: 10/06/2023




               United States Court of Appeals
                    for the Fifth Circuit
                                        ____________                                       United States Court of Appeals
                                                                                                    Fifth Circuit


                                          No. 22-10710
                                                                                                  FILED
                                                                                            October 6, 2023
                                        ____________
                                                                                             Lyle W. Cayce
   Michael Cloud,                                                                                 Clerk

                                                                            Plaintiff—Appellee,

                                                versus

   The Bert Bell/Pete Rozelle NFL Player Retirement
   Plan,

                                                Defendant—Appellant.
                       ______________________________

                      Appeal from the United States District Court
                          for the Northern District of Texas
                               USDC No. 3:20-CV-1277
                      ______________________________

   Before Willett, Engelhardt, and Oldham, Circuit Judges.
   Don R. Willett, Circuit Judge:
           Football, by design, is a collision-based sport played with ferocity and
   velocity. It is thus surprising that, of the four major professional sports
   leagues in North America (football, baseball, basketball, and hockey), the
   frequency of injuries is lowest for football players—though not the severity.1
   Other sports (with longer seasons) have the most injuries, just not the worst
            _____________________
           1
            See Garrett S. Bullock, et al., Temporal trends in incidence of time-loss injuries in four
   male North American professional sports over 13 seasons, 11 Sci. Rep. 8278 (2021).
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                                     No. 22-10710


   injuries. This ERISA case concerns the National Football League’s
   retirement plan, which provides disability pay to hobbled NFL veterans
   whose playing days are over but who are still living with debilitating, often
   degenerative injuries to brains and bodies, including neurotrauma.
          The claimant, former NFL running back Michael Cloud, suffered
   multiple concussions during his eight-year career, leaving him physically,
   neurologically, and psychologically debilitated. There is no dispute that
   Cloud is entitled to disability benefits under the NFL Plan—the only
   question is what level of benefits. In 2010, Cloud was awarded one set of
   benefits. Four years later, after the Social Security Administration found him
   entitled to disability benefits, Cloud went back to the NFL Plan and sought
   reclassification to a higher tier of benefits. Cloud was awarded a higher tier,
   but not the highest tier. He did not appeal this denial of top-level benefits—
   though he could have, and indeed should have. Two years later, Cloud again
   filed a claim to be reclassified at the most generous level of disability pay. The
   NFL Plan denied reclassification on several grounds, most relevantly the
   absence of “changed circumstances” between Cloud’s 2014 claim and his
   2016 claim. Cloud sued the NFL Plan, arguing that it violated the Employee
   Retirement Income Security Act when it denied reclassification.
          The district court granted discovery and held a six-day bench trial. In
   a sternly worded 84-page opinion condemning the NFL Plan’s “rubber
   stamp” review process, the court ordered a near doubling of Cloud’s annual
   disability benefits (from $135,000 to $265,000), concluding that the Plan’s
   review board denied Cloud a “full and fair review,” wrongly denied benefits
   owed to him under the Plan, and erred by finding Cloud’s administrative
   appeal untimely. The district court awarded top-level benefits under the Plan
   instead of remanding for another round at the administrative level.




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                                      No. 22-10710


          We commend the district court for its thorough findings—devastating
   in detail—which expose the NFL Plan’s disturbing lack of safeguards to
   ensure fair and meaningful review of disability claims brought by former
   players who suffered incapacitating on-the-field injuries, including severe
   head trauma. Nevertheless, we are compelled to hold that the district court
   erred in awarding top-level benefits to Cloud. Although the NFL Plan’s
   review board may well have denied Cloud a full and fair review, and although
   Cloud is probably entitled to the highest level of disability pay, he is not
   entitled to reclassification to that top tier because he cannot show changed
   circumstances between his 2014 claim for reclassification and his 2016 claim
   for reclassification—which was denied and which he did not appeal. We
   therefore REVERSE the district court’s judgment and REMAND with
   instructions to enter judgment in favor of the NFL Plan.
                                            I
                                           A
          Michael Cloud was a running back for three NFL teams from 1999 to
   2006—the Kansas City Chiefs, the New England Patriots (with whom Cloud
   won a Super Bowl ring), and the New York Giants—until Cloud’s on-the-
   field injuries forced him into retirement. He suffered multiple concussions
   during those years. On Halloween Sunday 2004, Cloud came off the bench
   to score two touchdowns for the Giants in a 34–13 victory over the Minnesota
   Vikings. But he also suffered a devastating helmet-to-helmet collision that
   inflicted yet another concussion. After that collision, Cloud bounced back
   and forth between the Giants and Patriots until his contract expired in 2006.
   Cloud’s 2005–2006 season was his last in the NFL.2

          _____________________
          2
          It merits mention that Cloud’s history of repeated concussions predated the
   NFL’s public acknowledgment in 2009 that concussions can have lasting neurocognitive




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                                         No. 22-10710


                                               B
           Cloud is a participant in the NFL’s Plan for disabled veterans. The
   Plan is a welfare-benefit plan governed by ERISA and jointly administered
   by both the players’ union and NFL club owners.3 The Plan provides various
   categories of disability benefits.
           Two categories are relevant to our discussion:
           First, the Plan distinguishes between players who were disabled in the
   “line of duty” (LOD) and those who are “totally and permanently” disabled
   (T&P). If the Social Security Administration (SSA) determines that a player
   is eligible for disability benefits, the player is presumptively entitled to T&P
   status under the Plan.
           Second, § 5.3 of the Plan classifies T&P benefits as either active or
   inactive. “Active Football” benefits are the highest tier of disability benefits.
   That provision is found in § 5.3(a) of the Plan. The amount awarded under
   “Active Football” benefits is greater than the amount awarded under an
   “Inactive” category of benefits—there’s roughly a $130,000/year
   difference. Around 1,000 players receive “Inactive A” benefits (which
   Cloud currently receives), while only 30 players receive Active Football
   benefits (which Cloud wants).




           _____________________
   consequences. For years, the NFL had denied and downplayed the long-term effects of
   concussions, but in 2009 it introduced (and has since strengthened) return-to-play
   protocols, forbidding players from returning to the field until they have been cleared by a
   medical professional.
           3
            Atkins v. Bert Bell/Pete Rozelle NFL Player Ret. Plan, 
694 F.3d 557, 560
 (5th Cir.
   2012). Today, the Plan is part of a 2020 collective bargaining agreement between the NFL
   and the NFL Players Association.




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                                     No. 22-10710


          As relevant to Cloud’s case, there are two ways to get Active Football
   benefits, and they are spelled out in §§ 5.3(a) and 5.4(b) of the Plan.
          Under § 5.3(a), a disabled player can qualify for Active Football
   benefits “if the disability(ies) results from League football activities, arises
   while the Player is an Active Player, and causes the Player to be totally and
   permanently disabled ‘shortly after’ the disability(ies) first arises.” The
   phrase “shortly after” is key under § 5.3(a). If total and permanent disability
   arises within six months after the disability first arises, the “shortly after”
   requirement is met. On the other hand, if total and permanent disability arises
   more than twelve months after the disability first arises, the “shortly after”
   requirement is not satisfied. That’s door number one.
          Door number two is § 5.4(b), which grants Active Football benefits to
   players who suffer a concussion. It provides that “a total and permanent
   disability as a result of psychological/psychiatric disorder may be awarded
   under the provisions of Section 5.3(a) if the requirements for a total and
   permanent disability are otherwise met and the psychological/psychiatric
   disorder . . . is caused by or relates to a head injury (or injuries) sustained by
   a Player arising out of League football activities (e.g., repetitive
   concussions).”
          Another important part of the Plan instrument is how claims for
   benefits are handled. The Plan, like many ERISA plans, has two stages of
   administrative review of a claim for benefits: an initial determination and then
   an administrative review—basically, an appeal. The Disability Initial Claims
   Committee conducts the initial benefits determination. The Retirement
   Board reviews the Committee’s decisions on appeal. The Board (six
   members split evenly between the NFL and the NFL Players Association)
   is the Plan administrator and fiduciary of the Plan for ERISA purposes. The
   Plan document gives the Committee and the Board discretion to award




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                                     No. 22-10710


   benefits and to interpret the Plan’s terms. In the exercise of this discretion,
   both the Committee and the Board “will consider all information in the
   Player’s administrative record.”
          At least, that’s what the Plan document says.
                                          C
          In practice things were far from ideal—to put it mildly. The Plan’s
   Benefits Office is in charge of day-to-day administration of Plan benefits.
   When a player applies for compensation, the benefits coordinator reaches out
   to the Groom Law Group, outside counsel for the Plan. Starting in 2016,
   because of the lack of manpower at the Benefits Office, Groom began taking
   on more and more responsibility in Plan administration, including preparing
   decision letters for the Committee.
          The Board reviews Committee denials and makes its formal benefits
   decisions at quarterly meetings, which occur over two days. On the first day,
   “Board advisors, Groom lawyers, and Benefits Office staff members meet to
   review all disability cases,” but “Board members do not attend these
   meetings” themselves. On the second day, however, Board members
   informally discuss cases with their advisors and with Groom lawyers before
   their formal decisions meeting.
          The record paints a bleak picture of how the Board handles appeals.
   “At the formal Board meeting, there is no open discussion about cases.
   Instead, the Board will deny or approve blocks of 50 or more cases ‘en masse’
   based on the reasons discussed in the ‘caucuses’ or pre-meetings.” “After
   the formal Board meeting, Groom prepares decision letters for the Board.
   Terms that are not explicitly defined in the Plan document are defined in the
   decision letters prepared by Groom.” “Board members do not see or review
   the letters before they are sent to the player.”




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                                     No. 22-10710


          While the Board’s advisors typically know about the cases set to be
   reviewed at the quarterly meetings, “Board members are not aware of such
   cases until they get to the Board meeting.” This is because “[t]he Board
   delegates to the advisors the responsibility to review the facts of the case, the
   medical records, and the specifics relating to dates.” “Board members do not
   review all of the documents in the administrative record.” And the Board’s
   advisors “have not been specifically directed to review all medical records
   submitted with player applications.” Each appeal’s record may include
   “hundreds or thousands of pages.” Consequently, Board members “do not
   know what their advisors reviewed.”
                                          D
          At issue in this appeal are the Board’s proceedings relating to Cloud’s
   request for reclassification to Active Football benefits in 2016. But some
   background is needed to fully grasp what happened here.
          Recall that Cloud suffered a concussion from a helmet-to-helmet
   collision during a 2004 Giants–Vikings game. At this point, the NFL had no
   concussion protocol. After the concussion, Cloud was released from the
   Giants, then the Patriots, and then was asked not to re-sign with the Giants.
   His NFL career ended in 2006. Over the next decade, Cloud submitted
   several applications for Plan benefits—in 2009, 2014, and 2016—as well as a
   claim for Social Security disability benefits in 2014.
          Cloud applied for LOD benefits in 2009. Although the Committee
   denied him benefits, the Board reversed and granted him LOD benefits in
   2010. Later, Cloud applied for SSA benefits and was awarded disability
   benefits on June 18, 2014. The SSA determined that Cloud was disabled with
   an onset date of December 31, 2008, because he had not engaged in
   substantial gainful activity since that date.




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                                     No. 22-10710


          After receiving the SSA award, Cloud went back to the Plan and
   applied for reclassification to T&P benefits (instead of LOD benefits).
   Remember, under the Plan, an SSA disability award is a presumptive
   qualification for T&P benefits. The Committee granted T&P benefits, but
   under the Inactive A category. The Committee declined to award Active
   Football benefits because Cloud did not become T&P disabled “shortly
   after” his disability first arose. Critically, Cloud did not appeal the denial of
   Active Football benefits to the Board—although he could have.
          Instead, two years later, in 2016, he again filed for reclassification to
   Active Football. In support, Cloud submitted the same documentation that
   he had submitted in 2014, though he included a 2012 doctor report and a
   letter he wrote stating that he was cut from his NFL teams because of his
   mental disorders. He also listed “affective disorder” and “significant
   memory and attention problems” as disabilities, which he now argues he did
   not include in his 2014 application.
          The Committee denied the 2016 request for reclassification for three
   reasons. First, there was no evidence of “changed circumstances” since the
   2014 award. Second, the Plan instrument did not provide for the requested
   reclassification outside a 42-month limitations period. And third, the SSA
   determined that Cloud’s disability onset date was December 31, 2008, which
   is not “shortly after” the date of first disability (presumably, the October
   2004 concussion), as 2008 is more than 12 months after 2004.
          Unlike in 2014, this time Cloud appealed the Committee’s denial of
   reclassification to the Board. In his appeal, Cloud argued that his total-and-
   permanent disability arose “shortly after” his October 2004 concussion. And
   while he did not argue that there were any “changed circumstances,” he
   asked the Board to waive that requirement on the ground that he did not know




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                                     No. 22-10710


   the full extent of his disability when he previously filed for benefits. He also
   asked the Board to waive the 42-month limitations period.
          The Board denied Cloud’s requested reclassification in a letter dated
   November 23, 2016, again giving three reasons, though the Board’s reasons
   differed slightly from the Committee’s. First, the letter stated that Cloud
   failed to clearly and convincingly show “changed circumstances,” which the
   Board interpreted as “a new or different impairment from the one that
   originally qualified you for T&P benefits.” The impairments listed in the
   2016 claim were “the same impairments listed in [the] 2014 application.”
   Second, the letter stated, in conclusory fashion, that Cloud did not meet the
   requirements for Active Football benefits anyway, because his T&P
   disability did not arise “shortly after” his disability first arose. Third, the
   letter stated that Cloud’s appeal was untimely because, “according to Plan
   records, [Cloud] received the decision letter on March 4, 2016,” but “the
   Plan did not receive [Cloud’s] appeal until September 2, 2016, two days after
   the 180-day deadline expired.” Thus, the Board denied the appeal.
          Cloud sued the Plan under ERISA.
                                          E
          The district court permitted discovery and held a six-day bench trial.
   “Behind the curtain,” said the court, focusing specifically on the November
   2016 Board meeting, “is the troubling but apparent reality that these abuses
   by the Board are part of a larger strategy engineered to ensure that former
   NFL players suffering from the devastating effects of severe head trauma are
   not awarded [maximum] benefits.”
          We summarize the key points:
          Turns out, the Board was not fully informed about Cloud’s case. A
   Groom paralegal prepared the case summary for Cloud’s case, though Board




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                                     No. 22-10710


   members thought she was a lawyer. Despite having “approximately 100
   appeals” set for review at the quarterly meeting, the Board’s informal pre-
   meeting “was done in like 10 minutes with no issues.”
          The paralegal also wrote the denial letter. Though the Board voted to
   deny reclassification solely for lack of “changed circumstances,” and though
   the Board did not discuss whether Cloud’s appeal was untimely, the letter
   included both the “shortly after” and “untimeliness” rationales as bases for
   denying Cloud’s claim. Additionally, the denial letter contained several
   errors: It listed nonexistent Plan sections; it completely overlooked the
   concussion-specific pathway to Active Football benefits under § 5.4(b); and
   it said Cloud provided no evidence that he was totally and permanently
   disabled—even though the Committee had already found him T&P disabled
   back in 2014. The Board did not review the letter before it was sent out.
                                           F
          Ultimately, the district court found for Cloud after the bench trial. In
   its detailed 84-page memorandum opinion and order, the court blasted the
   Board for engaging in “tortuous reasoning” and for “cherry-pick[ing]
   information” to deny Cloud a “full and fair review” of the Committee’s
   denial of reclassification. In short, the Board acted arbitrarily and capriciously
   in denying reclassification and abused its discretion in denying Cloud’s
   administrative appeal as untimely. Instead of granting a remand to the Plan
   administrator for another go-round (the usual remedy), the district court
   ordered a near doubling of Cloud’s annual disability benefits to the Active
   Football maximum of $265,000, plus awarded Cloud more than $1 million in
   back pay.
          The Plan appealed.




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                                           No. 22-10710


                                                 II
           Our standard of review is complex but clear. “On appeal from a bench
   trial, this court reviews the factual findings of the trial court for clear error
   and conclusions of law de novo.”4 “Accordingly, we will not set aside the
   district court’s factual findings unless they are clearly erroneous.”5 But as to
   other issues, we must “apply the same standard to the Plan Administrator’s
   decision as did the district court.”6
           We thus recite the district court’s standard of review. “Challenges to
   an ERISA plan administrator’s denial of benefits are reviewed under a de
   novo standard unless the benefit plan gives the administrator or fiduciary
   discretionary authority to determine eligibility for benefits or to construe the
   terms of the plan.”7 “If the plan does grant such discretion, courts review
   decisions for abuse of discretion.”8 Here, the Plan unequivocally gives its
   administrators discretion to interpret the Plan and to determine eligibility for
   benefits. Accordingly, the district court reviewed the NFL Plan’s denial of
   benefits for abuse of discretion. And so do we.9
           “A plan administrator abuses its discretion where the decision is not
   based on evidence, even if disputable, that clearly supports the basis for its


           _____________________
           4
             George v. Reliance Standard Life Ins. Co., 
776 F.3d 349, 352
 (5th Cir. 2015) (cleaned
   up); Bunner v. Dearborn Nat’l Life Ins. Co., 
37 F.4th 267
, 274 (5th Cir. 2022); Newsom v.
   Reliance Standard Life Ins. Co., 
26 F.4th 329
, 334 (5th Cir. 2022).
           5
               Newsom, 26 F.4th at 334.
           6
               George, 
776 F.3d at 352
 (quotation marks omitted).
           7
           Mello v. Sara Lee Corp., 
431 F.3d 440, 443
 (5th Cir. 2005) (internal quotation
   marks omitted).
           8
               Id.
           9
               George, 774 F.3d at 352.




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                                               No. 22-10710


   denial.”10 Still, the abuse-of-discretion standard “requires only that
   substantial evidence supports the plan fiduciary’s decision.”11 “Substantial
   evidence is more than a scintilla, less than a preponderance, and is such
   relevant evidence as a reasonable mind might accept as adequate to support
   a conclusion.”12 “A decision is arbitrary only if made without a rational
   connection between the known facts and the decision or between the found
   facts and the evidence.”13 “This court’s review of the administrator’s
   decision need not be particularly complex or technical; it need only assure
   that the administrator’s decision falls somewhere on a continuum of
   reasonableness—even if on the low end.”14
                                                     III
             The NFL Plan raises numerous challenges on appeal, but we discuss
   only one because it is dispositive: Cloud cannot show that “changed
   circumstances” entitle him to reclassification to top-level Active Football
   benefits.
             Under § 5.7(b) of the Plan, a player who has already been awarded
   T&P benefits (like Cloud) is not eligible for another category of benefits
   “unless the Player shows by evidence found by the Retirement Board or
   the . . . Committee to be clear and convincing that, because of changed



             _____________________
             10
                  Id. at 353 (quoting Holland v. Int’l Paper Co. Ret. Plan, 
576 F.3d 240, 246
 (5th Cir.
   2009)).
             11
                  Atkins v. Bert Bell/Pete Rozelle NFL Player Ret. Plan, 
694 F.3d 557, 566
 (5th Cir.
   2012).
             12
                  
Id.
 (internal quotation marks omitted).
             13
                  
Id.
 (internal quotation marks omitted).
             14
                  
Id.
 (cleaned up).




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                                          No. 22-10710


   circumstances, the Player satisfies the conditions of eligibility for a benefit
   under a different category of T&P benefits.”
           Cloud did not, and cannot, demonstrate changed circumstances. In
   his 2016 appeal to the Board, he acknowledged his need to demonstrate
   changed circumstances but did not make such a showing—or attempt to;
   instead, he simply asked the Board to waive that requirement. He thus
   forfeited any claim to changed circumstances at the administrative level. We
   therefore cannot consider it.15 Moreover, the record confirms that Cloud has
   no evidence that he is entitled to reclassification “because of changed
   circumstances.” The absence of changed circumstances was the basis for the
   Board’s denial, and it was not an abuse of discretion on this particular record.
   We therefore have no choice but to reverse the district court’s judgment.
           We briefly explain why we reject Cloud’s arguments to the contrary.
           First, Cloud argues that he presented evidence of changed
   circumstances between his 2014 and 2016 applications. He points to the 2012
   doctor report that he included in his 2016 application. He also points to (what
   he calls) new disabilities—or at least concussion symptoms—that he listed in
   his 2016 application, such as “affective disorder” and “significant memory
   and attention problems.”16 But Cloud did not raise these to the Board as a


           _____________________
           15
              See Gomez v. Ericsson, Inc., 
828 F.3d 367, 374
 (5th Cir. 2016) (“He tries a new
   argument not raised before the administrator . . . . But we cannot consider an argument that
   a plan did not first have the opportunity to assess.”).
           16
              These were not new disabilities or concussion symptoms. Cloud’s 2014
   application mentioned “affective mental disorder,” and included the SSA award’s
   findings, which referenced his “affective disorder.” Those findings also stated that Cloud
   was “markedly limited in his ability to maintain attention and concentration” and that
   Cloud was “moderately limited” in his “ability to remember location and work-like
   procedures” and “instructions.”




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                                       No. 22-10710


   basis for finding changed circumstances, so we cannot consider them.17
   What’s more, the doctor report is from 2012 and therefore cannot be used to
   show changed circumstances from 2014 to 2016. Cloud also attempts to
   introduce other evidence of changed circumstances in his brief to this court.
   For instance, he points to testimony from Cloud’s ex-wife saying that he
   “flipped the switch” from 2014 to 2016 “and became someone that [she]
   didn’t know anymore.” But these arguments are likewise forfeited because
   he did not raise them to the Board.18 Further, the new evidence he cites in his
   brief is from the trial court record, not the administrative record, and
   therefore cannot be a basis for finding that the Board abused its discretion.19
          Second, Cloud argues that the Board cannot rationally rely on changed
   circumstances to deny him reclassification, as the district court found that
   the Board “has never adhered to a defined or uniform interpretation of
   ‘changed circumstances.’” The district court’s finding is supported by
   substantial evidence, as trial testimony revealed that the Board’s definition
   of the phrase “has no set definition” and is constantly “evolving.” Indeed,
   the district court identified at least eight variations of the definition. For
   example, the court noted that changed circumstances “means something
   other than the same basis for the initial decision”; means “a change in the
   Player’s condition”; means “a change in the Player’s physical condition”; or
   means “a new or different impairment that warrants a different category of
   benefits.”


          _____________________
          17
               See 
id.
          18
               See 
id.
          19
             Offutt v. Prudential Ins. Co. of Am., 
735 F.2d 948, 950
 (5th Cir. 1984) (“In
   reviewing an administrator’s decision, a court must focus on the evidence before the
   administrator at the time his final decision was rendered.”).




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                                          No. 22-10710


           There is some superficial merit to this argument. We have held that a
   court’s review for abuse of discretion includes considering, among other
   things, “whether the administrator has given the plan a uniform
   construction.”20
           But the variations identified by the district court are not significant,
   and Cloud doesn’t show how he could meet the standard for “changed
   circumstances” under any of those definitions anyway. Because the Plan
   instrument gives the Board absolute discretion to construe the terms of the
   Plan, we uphold the Board’s denial on this ground since the Board’s
   definition of the changed circumstances in Cloud’s case—“a new or
   different impairment from the one that originally qualified [Cloud] for T&P
   benefits”—was a reasonable and fair reading of the phrase.21
           While we share the district court’s unease with a daunting system that
   seems stacked against disabled ex-NFLers, we cannot say that the Board
   abused its discretion in denying reclassification due to Cloud’s failure to
   show changed circumstances. We thus hold that the district court erred in
   awarding Active Player benefits. Because we rule on this narrow ground, we
   do not address the Plan’s other proffered bases for reversal. Additionally,
   because Cloud is not entitled to reclassification, we do not address Cloud’s
   arguments that the Board’s denial must be overturned on the ground that it
   denied him a full and fair review in violation of ERISA’s procedural
   requirements.

           _____________________
           20
              Porter v. Lowe’s Co., Inc.’s Bus. Travel Acc. Ins. Plan, 
731 F.3d 360
, 364 n.8 (5th
   Cir. 2013) (internal quotation marks omitted).
           21
              See McCorkle v. Metro. Life Ins. Co., 
757 F.3d 452, 459
 (5th Cir. 2014); see also
   Porter, 
731 F.3d at 364
 n.8 (another component of the abuse-of-discretion analysis—indeed,
   perhaps the most important one—is “whether the interpretation is consistent with a fair
   reading of the plan” (internal quotation marks omitted)).




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                                            No. 22-10710


          “Remand to the plan administrator for full and fair review is usually
   the appropriate remedy when the administrator fails to substantially comply
   with the procedural requirements of ERISA.”22 An outright award of
   benefits is generally inappropriate, particularly when “the claimant might not
   otherwise be entitled to them under the terms of the plan.”23 We have also
   noted, though, that even administrative remand is not appropriate “where
   remand would be a useless formality.”24 In particular, a remand is “a useless
   formality where ‘much, if not all, the objective evidence supports the
   conclusion that the plaintiff is not covered under the terms of the policy.’”25
   Here, even assuming the NFL Plan denied Cloud a full and fair review, “no
   amount of [additional] review can change the fact that [Cloud] is ineligible
   for [reclassification] under the plain terms of the . . . Plan.”26 Remand for
   more proceedings before the Board would therefore be a useless formality.
                                                 IV
          In sum, Cloud’s claim fails because he did not and cannot show any
   changed circumstances entitling him to reclassification to the highest tier of
   benefits. He could have appealed the 2014 denial of reclassification to Active
   Football status—but he did not do so. Instead, Cloud filed another claim for
   reclassification in 2016, which subjected him to a changed-circumstances
   requirement that he cannot meet—and did not try to meet. He therefore
   forfeited the issue at the administrative level and at any rate has not pointed
   to any clear and convincing evidence supporting his claim.

          _____________________
          22
               Lafleur v. La. Health Serv. & Indem. Co., 
563 F.3d 148, 157
 (5th Cir. 2009).
          23
               
Id. at 158
.
          24
               
Id.
 at 158 n.22.
          25
               
Id.
 (citation omitted) (alterations accepted).
          26
               Clark v. CertainTeed Salaried Pension Plan, 
860 F. App’x 337
, 340 (5th Cir. 2021).




                                                  16
Case: 22-10710     Document: 00516923778           Page: 17   Date Filed: 10/06/2023




                                    No. 22-10710


          The district court’s findings about the NFL Plan’s disregard of
   players’ rights under ERISA and the Plan are disturbing. Again, this is a Plan
   jointly managed by the league and the players’ union. And we commend the
   trial court judge for her diligent work chronicling a lopsided system
   aggressively stacked against disabled players. But we also must enforce the
   Plan’s terms in accordance with the law. Because Cloud has not shown
   evidence of changed circumstances, we REVERSE the district court and
   REMAND with instructions to enter judgment in favor of the NFL Plan.




                                         17


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