DELGADO, et al. vs MOSAIC DENTAL COLLECTIVE, LLCA CALIFORNIA LIMITED LIABILITY CORPORATION, et al.

23CV005660: DELGADO, et al. vs MOSAIC DENTAL COLLECTIVE, LLCA CALIFORNIA LIMITED LIABILITY CORPORATION, et al. 05/30/2025 Hearing on Motion for Preliminary Approval of Settlement in Department 22

Tentative Ruling

Plaintiff Jessie Delgado’s (“Plaintiff”) motion for preliminary approval of the Parties’ class and Private Attorneys General Act (“PAGA”) settlement is UNOPPOSED and tentatively GRANTED, subject to Plaintiff filing (1) a copy of her PAGA Notice, (2) supplemental declarations regarding the cy pres beneficiary, (3) supplemental declarations regarding Counsel’s fee splitting agreement, and (4) a revised proposed class notice.

Status Conference (Compliance Hearing) is scheduled for 06/13/2025 at 10:30 AM in Department 22 at Gordon D. Schaber Superior Court.

Hearing on Motion for Final Approval of Settlement is scheduled for 10/31/2025 at 9:00 AM in Department 22 at Gordon D. Schaber Superior Court.

The Court has provided specific direction on the information and argument the Court requires to grant a motion for preliminary and final approval of a class action settlement. The Parties shall carefully review the Checklist for Approval of Class Action Settlements and fully comply with each applicable item to ensure a prompt ruling from the Court.

Background

On July 28, 2023, Plaintiff initiated this wage and hour class action based on Defendant Mosaic Dental Collective’s (“Defendant”) alleged: (1) failure to pay all overtime and sick wages; (2) failure to provide meal periods; (3) failure to provide rest breaks; (4) failure to provide accurate itemized wage statements; (5) failure to pay all wages due upon separation of employment; (6) failure to reimburse necessary business expenses; and (7) violation of California’s Unfair Competition Law, Business & Professions Code 17200 et seq. (“UCL”). (Bokhour Decl., ¶ 16.) On September 29, 2023, Plaintiff filed a First Amended Complaint (“FAC”) alleging a cause of action seeking PAGA penalties. (Ibid.)

Plaintiff now seeks preliminary approval of the Parties’ Class Action and PAGA Settlement Agreement (“Agreement”). (Bokhour Decl., ¶ 7, Exh. A (“SA”.) Concurrent with the filing of the instant motion, Plaintiff submitted the Agreement to the LWDA. (Id., ¶ 62, Exh. C.)

The Agreement indicates that “[p]ursuant to Labor Code section 2699.3, subd.(a), Plaintiff gave timely written notice to [Defendant] and the LWDA by sending the PAGA Notice.” (SA, ¶ 2.3.) However, Plaintiff fails to provide a copy. Plaintiff must do so now.

Legal Standard

23CV005660: DELGADO, et al. vs MOSAIC DENTAL COLLECTIVE, LLCA CALIFORNIA LIMITED LIABILITY CORPORATION, et al. 05/30/2025 Hearing on Motion for Preliminary Approval of Settlement in Department 22

The law favors the settlement of lawsuits, particularly in class actions and other complex cases where substantial resources can be conserved by avoiding the time, expense, and rigors of formal litigation. (See Neary v. Regents of Univ. of Cal (1992) 3 Cal.4th 273, 277-281; Lealao v. Beneficial California, Inc. (2000) 82 Cal.App.4th 19, 52.) However, a class action may not be dismissed, compromised, or settled without approval of the court, and the decision to approve or reject a proposed settlement is committed to the court’s sound discretion. (See Cal. Rules of Court, Rule 3.769; Wershba v. Apple Computer, Inc. (2001) 91 Cal.App.4th 224, 234-35 (Wershba).)

In determining whether to approve a class settlement, the court’s responsibility is to “prevent fraud, collusion or unfairness to the class” through settlement because the rights of the class members, including the named plaintiffs, “may not have been given due regard by the negotiating parties.” (Consumer Advocacy Group, Inc. v. Kintetsu Enters. of Am. (2006) 141 Cal.App.4th 46, 60.) The court must independently determine “whether the settlement is in the best interests of those whose claims will be extinguished” and “make an independent assessment of the reasonableness of the terms to which the parties have agreed.” (Kullar v.

Foot Locker Retail, Inc. (2008) 168 Cal.App.4th 116, 130, 133.) The burden of establishing the fairness and reasonableness of the settlement is on the proponent. (Wershba, supra, 91 Cal.App.4th at p. 245; see also 7-Eleven Owners for Fair Franchising v. Southland Corp. (2000) 85 Cal.App.4th 1135 1165-66.)

The Court does not rubber stamp these motions, but rather serves as a guardian of absent class members’ rights to ensure the settlement is fair. (Luckey v. Superior Court (2014) 228 Cal.App.4th 81, 95.) “Ultimately, the [trial] court’s determination is nothing more than ‘an amalgam of delicate balancing, gross approximations and rough justice.” (7-Eleven, supra, 85 Cal.App.4th at p. 1145.) “A settlement need not obtain 100 percent of the damages sought in order to be fair and reasonable. Compromise is inherent and necessary in the settlement process.

Thus, even if 'the relief afforded by the proposed settlement is substantially narrower than it would be if the suits were to be successfully litigated,' this is no bar to a class settlement because 'the public interest may indeed be served by a voluntary settlement in which each side gives ground in the interest of avoiding litigation.'” (Wershba, supra, 91 Cal.App.4th at p. 250, citations omitted.) The court’s primary objective for preliminary approval is to establish whether to direct notice of the proposed settlement to the class, invite the class’s reaction, and schedule a final fairness hearing. (Rubenstein et al., Newberg on Class Actions (6th ed. 2024) § 13:10.)

Provisional Class Certification

If the class has not yet been certified, part of the motion for preliminary approval will include a request for provisional certification for purposes of settlement only. (See Cal. Rule of Court, Rule 3.769.) Although the provisional process is less demanding than a traditional motion for class certification, a trial court reviewing an application for preliminary approval of a settlement

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005660: DELGADO, et al. vs MOSAIC DENTAL COLLECTIVE, LLCA CALIFORNIA LIMITED LIABILITY CORPORATION, et al. 05/30/2025 Hearing on Motion for Preliminary Approval of Settlement in Department 22

must still find that the normal class prerequisites have been met. (See Amchem Products, Inc. v. Windsor, 521 U.S. 591, 625-627 (1997); in accord, Carter v. City of Los Angeles (2014) 224 Cal.App.4th 808, 826.)

Here, Plaintiff seeks provisional certification of the following class: “all individuals who are or were employed by Mosaic Dental as non-exempt hourly employees in California during the Class Period.” (SA, ¶ 1.4.) The Class Period means the period from July 28, 2019, through December 31, 2024. (Id., ¶ 1.11.)

Plaintiff argues that provisional certification is appropriate because (1) the Class of approximately 438 individuals is sufficiently numerous and identifiable from Defendant’s records; (2) common questions of law and fact predominate because Plaintiff contends that the Class was subject to common policies and practices; (3) Plaintiff’s claims are typical of the Class because Plaintiff’s claims challenge Defendant’s common policies and practices; (4) Plaintiff is an adequate representative because she was employed by Defendant during the Class Period, was subject to the same policies and practices as the Class, understands her duties as Class Representative, has been willing to undergo the risk of litigation, has no conflicts of interest, and has retained experienced Counsel; and (5) a class action is superior to litigation of numerous individual claims. (Mot., pp. 12:8-14:17.) The Court finds Plaintiff’s arguments persuasive and provisionally certifies the Class for settlement purposes for the reasons specified in Plaintiff’s moving papers.

Class Representative and Class Counsel

Plaintiff is appointed as Class Representative. (SA, ¶¶ 1.12, 1.37.) Mehrdad Bokhour of Bokhour Law Group, P.C., and Joshua S. Falakassa of Falakassa Law, P.C. are appointed as Class Counsel. (Id., ¶ 1.5.)

Fair, Adequate, and Reasonable Settlement

Before approving a class action settlement, the Court must find that the settlement is “fair, adequate, and reasonable.” (Dunk v. Ford Motor Co. (1996) 48 Cal.App.4th 1794, 1801.) The Court considers such factors as “the strength of plaintiffs’ case, the risk, expense, complexity and likely duration of further litigation, the risk of maintaining class action status through trial, the amount offered in settlement, the extent of discovery completed and the stage of the proceedings, the experience and views of counsel, the presence of a governmental participant, and the reaction of class members to the proposed settlement.” (Ibid.) “[A] presumption of fairness exists where: (1) the settlement is reached through arm’s-length bargaining; (2) investigation and discovery are sufficient to allow counsel and the court to act intelligently; (3) counsel is experienced in similar litigation; and (4) the percentage of objectors is small.” (Id., at p. 1802.)

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005660: DELGADO, et al. vs MOSAIC DENTAL COLLECTIVE, LLCA CALIFORNIA LIMITED LIABILITY CORPORATION, et al. 05/30/2025 Hearing on Motion for Preliminary Approval of Settlement in Department 22

Under the terms of the Agreement, Defendant denies liability, but agrees to pay a Gross Settlement Amount (“GSA”) of $240,000 to resolve Plaintiff’s claims. (SA, ¶¶ 1.20, 3.1, 12.1.) Defendant shall be separately responsible for the cost of its share of employer-side payroll taxes owed on the Wage Portion of Individual Class Payments. (Id., ¶ 1.20.) The Administrator will disburse the entire GSA without asking or requiring Participating Class Members or PAGA Members to submit any claim as a condition of payment, and none of the GSA will revert to Defendant. (Id., ¶ 3.1.) Defendant shall fund the GSA within 30 calendar days of final approval. (Id., ¶ 4.3.)

The following amounts will be paid from the GSA: (1) A Class Representative Service Award of up to $10,000. (SA, ¶ 3.2.1.) (2) Attorneys’ fees of up to one-third of the GSA ($80,000) and litigation costs up to $20,000. (Id., ¶ 3.2.2.) (3) Administration costs up to $7,500. (Id., ¶ 3.2.3.)[1] (4) A PAGA penalty of $10,000, with $7,500 (75%) to be paid to the LWDA and $2,500 (25%) distributed to PAGA Members. (Id., ¶ 3.2.6.)

The remaining amount – the Net Settlement Amount (“NSA”) – is approximately $112,500 and will be distributed to the Participating Class Members on a pro rata basis as Individual Class Payments. (SA, ¶¶ 1.21, 1.26.) An Individual Class Payment is calculated by (a) dividing the NSA by the total number of Workweeks worked by all Participating Class Members during the Class Period and (b) multiplying the result by each Participating Class Member’s Workweeks. (Id., ¶ 3.2.4.) Similarly, the PAGA Members’ portion of the PAGA penalty will be distributed on a pro rata basis with the Individual PAGA Payments calculated by (a) dividing the amount of the PAGA Members’ portion by the total number of PAGA Period Pay Periods worked by all PAGA Members during the PAGA Period and (b) multiplying the result by each PAGA Member’s PAGA Period Pay Periods. (Id., ¶¶ 1.22, 3.2.6.1.)

For tax purposes, 20% of each Participating Class Member’s Individual Class Payment will be allocated to settlement of wage claims and reported on an IRS W-2 Form. (SA, ¶ 3.2.4.1.) The remaining 80% will be allocated to settlement of claims for all interest and penalties and reported on IRS 1099 Forms. (Ibid.) Individual PAGA Payments will be reported on IRS 1099 Forms. (Id., ¶ 3.2.6.2.) The Administrator will issue checks for the Individual Class Payments and/or Individual PAGA Payments and send them to the Class Members via First Class United States Postal Service (“USPS”) Mail. (Id., ¶ 4.4.1.)

The face of each check shall prominently state the date (not less than 180 days after the date of mailing) when the check will be voided. (Ibid.) For any Class Member whose Individual Class Payment check or Individual PAGA Payment check is uncashed and cancelled after the Void Date, the Administrator shall transmit the funds represented by such checks to the Parties’ mutually agreed-upon designated cy pres recipient Legal Aid at Work. (Id., ¶ 4.4.3.) As the Court’s Checklist makes clear, where the settlement provides for a cy pres distribution, the moving party must declare whether they have an interest

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005660: DELGADO, et al. vs MOSAIC DENTAL COLLECTIVE, LLCA CALIFORNIA LIMITED LIABILITY CORPORATION, et al. 05/30/2025 Hearing on Motion for Preliminary Approval of Settlement in Department 22

in the cy pres recipient, including its governance. Neither Plaintiff nor her Counsel provide this required declaration. Plaintiff and her Counsel must do so now.

No later than 14 days after the Court grants Preliminary Approval of the Settlement, Defendant will deliver the Class Data to the Administrator. (SA, ¶ 4.2.) Using best efforts to perform as soon as possible, and in no event later than 15 calendar days after receiving the Class Data, the Administrator will send to all Class Members identified in the Class Data, via first-class USPS mail, the Class Notice. (Id., ¶ 7.3.2.) Not later than 5 business days after the Administrator’s receipt of any Class Notice returned by the USPS as undelivered, the Administrator shall re-mail the Class Notice using any forwarding address provided by the USPS. (Id., ¶ 7.3.3.)

If the USPS does not provide a forwarding address, the Administrator shall conduct a Class Member Address Search, and re-mail the Class Notice to the most current address obtained. (Ibid.) Class Members will have 45 calendar days after the Administrator mails the Class Notice to request exclusion, challenge the calculation of workweeks, and/or object to the settlement. (Id., ¶¶ 1.42, 7.3.4, 7.4.1, 7.5, 7.6.2.) The deadlines for Class Members to respond will be extended an additional 14 calendar days beyond the 45 calendar days otherwise provided in the Class Notice for all Class Members whose notice is re-mailed. (Id., ¶ 7.3.4.)

Effective on the date when Defendant fully funds the entire GSA and funds all employer payroll taxes owed, Plaintiff, Class Members, and Class Counsel will release claims against all Released Parties as follows: - Plaintiff is subject to a general release. (SA, ¶¶ 5, 5.1, 5.3.) - “Plaintiff, on behalf of himself and each Participating Class Member, acknowledges that this Settlement is intended to include in its effect a full release of all claims and/or causes of action against the Released Parties asserted in the Operative Complaint, or that could have been in asserted in the Operative Complaint, based on the facts alleged in the Operative Complaint under any federal, state or local law, Industrial Welfare Commission Wage Order, or administrative order, including, but not limited to, the failure to pay minimum wages, the failure to pay overtime compensation, failure to pay sick time pay, the failure to provide timely, uninterrupted meal periods (or meal period premiums in lieu thereof), the failure to provide timely, uninterrupted paid rest periods (or rest period premiums in lieu thereof), the failure to indemnify necessary business expenses, the failure to provide accurate itemized statements, the failure to timely pay wages throughout employment, the failure to timely pay all wages upon separation of employment, the failure to pay waiting-time penalties, and any other claims whatsoever that were alleged in the Operative Complaint or which arise out of such facts, including, without limitation, all related claims for restitution and other equitable relief under Business and Professions Code §§ 17200, et seq., liquidated damages, punitive damages, attorneys’ fees, costs, interest, and penalties, and arising from their work for Defendant in California during the Class Period.” (Id., ¶¶ 5, 5.2.) - “Plaintiff and all Aggrieved Employees (regardless whether they opt out of the

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005660: DELGADO, et al. vs MOSAIC DENTAL COLLECTIVE, LLCA CALIFORNIA LIMITED LIABILITY CORPORATION, et al. 05/30/2025 Hearing on Motion for Preliminary Approval of Settlement in Department 22

settlement of the class claims) release the Released Parties of all claims and/or causes of action for civil penalties (and associated attorneys’ fees, costs, and interest) under the PAGA that are based on the claims for Labor Code violations (as set forth in Paragraph 5.2 of the Settlement Agreement) and alleged in Plaintiff’s PAGA Notice arising during their work for Defendant in California during the PAGA Period.” (Id., ¶¶ 5, 5.3.)

A PAGA release must be tethered to the PAGA claims that were or reasonably could have been alleged based on the facts alleged in the LWDA Notice. (See Amaro v. Anaheim Arena Management, LLC (2021) 69 Cal.App.5th 521, 541, fn. 5 and Uribe v. Crown Building Maintenance Co. (2021) 70 Cal.App.5th 986, 1005.) The Parties’ PAGA release is somewhat unusual and does not directly reference the factual allegations. The phrase “all claims and/or cases of action for civil penalties under the PAGA that are based on the claims for Labor Code violations” has the potential to be overbroad.

However, by incorporating the claims set forth in paragraph 5.2, the PAGA release is effectively limited to those claims that were asserted in Plaintiff’s operative complaint and PAGA notice or that could have been asserted based on the facts alleged. While the Court will not require revisions under the circumstances here, the Parties are encouraged to ensure that any future agreements clearly comport with the requirements of Amaro and Uribe.

Plaintiff’s moving papers demonstrate that the settlement was reached after sufficient investigation and arms-length negotiations. Plaintiff conducted a thorough investigation into the facts and legal issues in this action. (Bokhour Decl., ¶ 18.) Prior to mediation, Plaintiff obtained from Defendant, through informal discovery, information sufficient to meaningfully evaluate the claims at issue in the Action, including applicable written documents regarding Defendant’s wage and hour policies and practices in effect during the relevant period, Plaintiff’s personnel file, and a randomized sample of time and corresponding payroll records for roughly 20% of Class Members and Aggrieved Employees. (Id., ¶ 20.)

On June 20, 2024, the Parties participated in an all-day mediation with David A. Lowe, Esq., an experienced and neutral class and PAGA action mediator. (Id., ¶ 21.) Though cordial and professional, the Settlement negotiations were adversarial and non-collusive in nature. (Id., ¶ 51.)

Plaintiff estimated Defendant’s exposure as follows:

Claim Maximum Discount Realistic Exposure Exposure Alternative Workweek $97,355 30% to reflect risk of denial at $68,148 Schedule class certification Regular Rate of Pay – Entirely discounted $0 Waiting Time Penalties $874,400 75% to reflect risk of denial at $219,600 class certification and defeat at summary judgment or trial

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005660: DELGADO, et al. vs MOSAIC DENTAL COLLECTIVE, LLCA CALIFORNIA LIMITED LIABILITY CORPORATION, et al. 05/30/2025 Hearing on Motion for Preliminary Approval of Settlement in Department 22

Meal Period Claims $547,224 80% to reflect risk of denial at $109,444 class certification and loss on the merits Rest Period Claims $902,919 80% to reflect risk of denial at $180,583 class certification and loss on the merits Wage Statement Claims $226,450 75% to reflect risk of denial at $56,612 class certification and loss on the merits PAGA Claims $452,900 “Significant discounts” of $131,420 approximately 70% Total: $3,101,248 $765,807[2]

(Bokhour Decl., ¶¶ 32-50.) Counsel describes Plaintiff’s claims and Defendant’s defenses; the underlying assumptions and methodologies used to calculate Defendant’s exposure (with the exception of Plaintiff’s regular rate of pay claim), and the discounts applied for settlement purposes. (Id., ¶¶ 23-51.) While Counsel provides a discussion of Plaintiff’s regular rate of pay claim, Counsel fails to offer any exposure calculation. The Court will not require further briefing because the claim was entirely discounted for settlement purposes. The GSA represents approximately 7.74% of Defendant’s maximum exposure and 31.34% of Defendant’s realistic exposure.

Counsel attests to their extensive experience in similar cases. (Bokhour Decl., ¶¶ 3-6; Falakassa Decl., ¶¶ 4-11.) Counsel attests to their belief that the settlement is fair, reasonable, and adequate, and in the best interests of the Class. (Bokhour Decl., ¶¶ 19, 63; Falakassa Decl., ¶¶ 27, 29, 31.) Based on the foregoing, the Court preliminarily finds, subject to the final fairness hearing, that the Settlement is within the ballpark of reasonableness and is entitled to a presumption of fairness and that all relevant factors support preliminary approval.

PAGA Payment

The Agreement provides for a PAGA penalty of $10,000, with $7,500 (75%) to be paid to the LWDA and $2,500 (25%) distributed to PAGA Members. (SA, ¶ 3.2.6.) PAGA Member means “any non-exempt hourly employee who works or worked for Mosaic Dental in California at any time during the PAGA Period.” (Id., ¶ 1.28.) The PAGA Period means the period from July 26, 2022 through December 31, 2024. (Id., ¶ 1.30.) As discussed above, the PAGA Members’ portion of the PAGA penalties will be distributed on a pro rata basis and the PAGA Members are subject to a separate release. (Id., ¶¶ 1.22, 3.2.6.1, 5.3.) The Agreement makes clear that PAGA Members cannot opt out of the PAGA portion of the settlement. (Id., ¶ 7.4.4.)

Plaintiff estimated Defendant’s maximum PAGA exposure to be $452,900, based on 4,529 pay

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005660: DELGADO, et al. vs MOSAIC DENTAL COLLECTIVE, LLCA CALIFORNIA LIMITED LIABILITY CORPORATION, et al. 05/30/2025 Hearing on Motion for Preliminary Approval of Settlement in Department 22

periods and the default penalty of $100 per pay period. (Bokhour Decl., ¶ 47.) However, that figure does not account for significant legal uncertainties, including (1) whether stacking PAGA penalties is permissible and (2) the Court’s broad discretion to reduce PAGA penalties to avoid an unjust, arbitrary and oppressive, or confiscatory award. (Id., ¶ 48.) Accordingly, Plaintiff estimated a reasonable potential value of $131,420. (Id., ¶ 49.) The Agreement’s allocation represents approximately 2.21% of Defendant’s maximum exposure and 7.61% of Defendant’s realistic exposure. The Court finds the PAGA allocation reasonable under the circumstances and it is preliminarily approved.

Proposed Class Notice

The notice to Class Members must fairly apprise the prospective members of the terms of the settlement without expressing an opinion on the merits of the settlement. (7-Eleven Owners for Fair Franchising v. Southland Corp. (2000) 85 Cal.App.4th 1135, 1164; see also Cal. Rules of Court, Rule 3.769.) “Whether a claimant would want to accept or reject the proposed settlement is a decision to be made by him independently and without influence or pressure from those competing parties who either favor or oppose the settlement.” (Phila. Hous. Auth. v. Am. Radiator & Std. Sanitary Corp. (E.D. Pa. 1970) 323 F.Supp. 364, 378.)

The proposed Notice fairly describes the settlement; however, the following issues must be addressed: - The Notice states that “Plaintiff and Class Counsel strongly believe the Settlement is a good deal for you because they believe that: (1) Mosaic Dental has agreed to pay a fair, reasonable and adequate amount considering the strength of the claims and the risks and uncertainties of continued litigation; and (2) Settlement is in the best interests of the Class Members and PAGA Members. The Court preliminarily approved the proposed Settlement as fair, reasonable and adequate, authorized this Notice, and scheduled a hearing to determine Final Approval.”) (Bokhour Decl., ¶ 12, Exh.

B (“Notice”), p. 29.) The Court finds this language is unnecessary and may improperly discourage class members from objecting to the settlement. Accordingly, it must be removed. - The Notice asserts that the funds associated with any uncashed and cancelled settlement checks “will be deposited with the California Controller’s Unclaimed Property Fund” in the Class Member/PAGA Member’s name and encourages Class Members to “consult the Unclaimed Property fund for instructions on how to retrieve the funds.” (Notice, pp. 31, 36.)

However, the Agreement designates Legal Aid at Work as a cy pres beneficiary. (SA, ¶ 4.4.3.) The Notice must be corrected accordingly. - Regarding the final approval hearing, the Notice indicates that the hearing will be held in Department 4 and instructs Class Members to “[c]heck the Court’s website” for information about attending the final approval hearing virtually. (Notice, p. 35.) The final approval hearing will be held in Department 22. The Notice should also inform Class Members that if they desire to appear remotely at the final approval hearing, they can join

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005660: DELGADO, et al. vs MOSAIC DENTAL COLLECTIVE, LLCA CALIFORNIA LIMITED LIABILITY CORPORATION, et al. 05/30/2025 Hearing on Motion for Preliminary Approval of Settlement in Department 22

via the Department’s Zoom link or phone number and provide the following access information for the appropriate Department in the Notice: To join by Zoom link: https://saccourt-ca-gov.zoomgov.com/my/sscdept22; To join by phone: (833) 568-8864 / ID: 16184738886.

With these modifications, the Notice is approved.

Class Counsel Fees and Costs

The Agreement provides for a Class Counsel fees payment of not more than $80,000, representing 33.33% of the GSA, and a Class Counsel litigation expenses payment of not more than $20,000. (SA, ¶ 3.2.2.) Plaintiff argues that the requested fees payment is fair as a percentage of the common fund and consistent with fee awards routinely approved by California courts. (Mot., pp. 26:24-27:17.)

The requested award is preliminarily approved. In moving for final approval, the Court expects Counsel to support their arguments with respect to this amount, including by providing information necessary to perform a lodestar analysis. (See In re Activision Sec. Litigation (N.D. Cal. 1989) 723 F.Supp. 1373, 1379; Consumer Privacy Cases (2009) 175 Cal.App.4th 545, 557- 58 & fn. 13.; Martin v. Ameripride Servs. (S.D. Cal. June 9, 2011), 2011 WL 2313604 at *22 (collecting cases); Vasquez v. Coast Valley Roofing, Inc. (E.D. Cal 2010) 266 F.R.D. 482, 491 (same); see also Chavez v. Netflix, Inc. (2008) 162 Cal.App.4th 43, 66 & n.11.)

Counsel does not address how the requested fee award will be divided between Counsels’ firms. Counsel must provide information regarding the fee splitting agreement and whether Plaintiffs have given written approval of Counsels’ fee-splitting agreement. (Mark v. Spencer (2008) 166 Cal.App.4th 219, RPC Rule 1.5.1; CRC Rule 3.769.)

The Court also preliminarily approves the Agreement’s expenses allocation with the expectation that Counsel will provide a declaration, in moving for final approval, that shows actual costs.

Settlement Administrator

The Parties have selected ILYM Group, Inc. (“ILYM”) to serve as the Settlement Administrator. (SA, ¶ 7.1.) The Agreement provides for an administrator expenses payment not to exceed $7,500, except for a showing of good cause and as approved by the Court. (Id., ¶ 3.2.3.)

ILYM is appointed as Settlement Administrator and the allocation is reasonable and preliminarily approved.

Class Representative Service Award

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005660: DELGADO, et al. vs MOSAIC DENTAL COLLECTIVE, LLCA CALIFORNIA LIMITED LIABILITY CORPORATION, et al. 05/30/2025 Hearing on Motion for Preliminary Approval of Settlement in Department 22

The Agreement provides for a service award not to exceed $10,000. (SA, ¶ 3.2.1.) Plaintiff describes her efforts and estimates that she spent approximately 35-40 hours engaging in activities to benefit the Class. (Delgado Decl., ¶¶ 6-9.)

The requested service award is preliminarily approved.

Compliance Hearing

The Court sets a Compliance Hearing for June 13, 2025 at 10:30 a.m. No later than June 6, 2025, Plaintiff shall file (1) a copy of her PAGA notice; (2) supplemental declarations from Plaintiff and her Counsel regarding the cy pres recipient; (3) supplemental declarations from Counsel addressing their fee splitting agreement; and (4) a revised Notice and redline copy for the Court’s review.

If Plaintiff adequately addresses the Court’s concerns, the Court will sign the Proposed Order submitted with Plaintiff’s moving papers, and no appearance will be required.

Final Approval Hearing

The Court will again review and consider the terms of this settlement at the time of the final approval hearing. The Court sets a Final Approval Hearing for October 31, 2025 at 9:00 a.m. If either party is unavailable on that date, the parties shall meet and confer to identify three other Fridays at 9:00 a.m. that work for the parties to schedule the hearing. They shall then submit those dates to the Court via email at Dept22@saccourt.ca.gov, and the Court will reschedule the hearing accordingly.

The briefing shall be filed in conformity with Code of Civil Procedure section 1005.

[1] The Court notes that the Settlement Agreement is internally inconsistent, first providing for an

administration expenses payment not to exceed $10,000 (SA, ¶ 1.3) and then later for an amount not to exceed $7,500 (id., ¶ 3.2.3). Plaintiff’s motion and Counsel’s supporting declaration mirror this inconsistent allocation. (Mot., p. 1:17-18; Bokhour Decl., ¶ 10; Falakassa Decl., ¶ 15.) Counsel is expected to exercise care and diligence in preparing materials for the Court’s review. [2] Counsel reports a total risk-adjusted exposure of $644,387; however, this figure assumes a

realistic PAGA exposure of $10,000 (the amount of the PAGA allocation) instead of the reasonable potential value of $131,420 Plaintiff estimated. (Bokhour Decl., ¶¶ 49-50.)

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005660: DELGADO, et al. vs MOSAIC DENTAL COLLECTIVE, LLCA CALIFORNIA LIMITED LIABILITY CORPORATION, et al. 05/30/2025 Hearing on Motion for Preliminary Approval of Settlement in Department 22

To request oral argument on this matter, you must call Department 22 at (916) 874-5762 by 4:00 p.m., the court day before this hearing and notification of oral argument must be made to the opposing party/counsel. If no call is made, the tentative ruling becomes the order of the court. (Local Rule 1.06.)

Parties requesting services of a court reporter may arrange for private court reporter services at their own expense, pursuant to Government code §68086 and California Rules of Court, Rule 2.956. Requirements for requesting a court reporter are listed in the Policy for Official Reporter Pro Tempore available on the Sacramento Superior Court website at https://www.saccourt.ca.gov/court-reporters/docs/crtrp-6a.pdf. The list of Court Approved Official Reporters Pro Tempore is available at https://www.saccourt.ca.gov/courtreporters/docs/crtrp-13.Pdf.

If you are not using a reporter from the Court’s Approved Official Reporter Pro Tempore list, a Stipulation and Appointment of Official Reporter Pro Tempore (CV/E-206) must be signed by each party, the private court reporter, and the Judge. The signed form must be filed with the clerk prior to the hearing.

If a litigant has been granted a fee waiver and requests a court reporter, the party must submit a Request for Court Reporter by a Party with a Fee Waiver (CV/E-211). The form must be filed with the clerk at least 10 days prior to the hearing or at the time the hearing is scheduled if less than 10 days away. Once approved, the clerk will forward the form to the Court Reporter’s Office and an official reporter will be provided.

If oral argument is requested, the Parties are encouraged to appear via Zoom with the links below:

To join by Zoom link - https://saccourt-ca-gov.zoomgov.com/my/sscdept22 To join by phone dial (833) 568-8864 ID 16184738886

Counsel for Plaintiff is directed to notice all parties of this order.

Please note that the Complex Civil Case Department now provides information to assist you in managing your complex case on the Court website at https://www.saccourt.ca.gov/civil/complex-civil-cases.aspx. The Court strongly encourages parties to review this website regularly to stay abreast of the most recent complex civil case procedures. Please refer to the website before directly contacting the Court Clerk for information.