Key Takeaways
- • Ohio Attorney General Dave Yost's newly released court filing includes hundreds of text messages showing QED, an investment firm co-founded by Seth Metcalf and Jonathan (JD) Tremmel, consistently advised former State Teachers Retirement System of Ohio (STRS) board member Wade Steen on questions to ask, documents to propose, and votes to push.
- • The Attorney General is seeking permanent removal of Steen and current board chair Rudy Fichtenbaum, alleging they breached fiduciary duties of care, loyalty and trust by colluding with QED; the state argues Steen cannot escape liability by leaving the board.
- • The state asked the judge not to grant Steen's partial summary judgment motion, which argues the removal request is moot because he no longer sits on the board; the state says circumstantial evidence and exhibits must be weighed by a jury.
- • QED's Metcalf denies that any board member received or was promised anything from the firm, and says the Attorney General's office found no evidence supporting STRS staff's claims of improper dealings.
- • The dispute centers on pension governance and investment strategy at STRS, including QED's proposed index-based solution and a whistleblower memo alleging the firm had no clients or track record when it approached the board.
Summary
Newly released court documents in the Ohio Attorney General's lawsuit against former STRS board member Wade Steen and current board chair Rudy Fichtenbaum include text messages that, according to the Ohio Capital Journal, show QED worked extensively with Steen. The texts, obtained through a records request, indicate QED associates told Steen what questions to ask, supplied documents for him to propose, and pressed him to follow the firm's plan. The filing states that "the extent to which Steen communicated, coordinated, and acted almost as an agent of QED (rather than a fiduciary to the STRS Board) is shocking."
The Attorney General filed suit in May 2025, alleging Steen and Fichtenbaum were participating in a contract-steering scheme that could directly benefit them. The investigation followed an internal STRS staff memo alleging the two were acting on QED's behalf. Steen and Fichtenbaum have pointed to the short interval between the Attorney General receiving the memo in early May and the filing of the suit on May 14 in Franklin County Court of Common Pleas. Steen has asked the court for partial summary judgment, arguing that because he is no longer on the board, the removal request is moot. The state responded that the question is "whether he should ever be allowed to join the Board again," and seeks permanent removal and an accounting and disgorgement of benefits it alleges Steen received from QED, which Steen disputes.
The whistleblower memo, a 14-page document cited in the filing, describes QED founders Metcalf, a former Ohio deputy treasurer and general counsel under former Treasurer Josh Mandel, and Tremmel as having set their sights on STRS in 2020 despite having no clients, no track record, no broker-dealer or investment adviser registration, and no technology to facilitate their strategy. The memo also references former board members Bob Stein and Yoel Mayerfeld, and alleges coordination between QED and the Ohio Retirement for Teachers Association, including leaders Robin Rayfield and Dean Dennis, around elections. Stein resigned abruptly in April 2021, according to the texts.
The texts cited in the filing include Metcalf-provided talking points from August 2022 warning of STRS's finances, including a claim that a $4 billion annual cash burn could drive the system into a "death spiral." Other messages show Metcalf and Tremmel urging Steen to force votes, discussing board vote counts, and asking him to request staff performance benchmarks. In one exchange, Steen wrote that working through staff would "kill" a QED-linked proposal to use the Board's balance sheet.
Metcalf, in a statement, said the Attorney General's office "was unable to find a single piece of evidence supporting claims by STRS staff of improper dealings" and that no board member received or was promised anything from QED. He acknowledged the texts but did not explicitly address the directional content of the messages. He said QED's index-based solution threatened internal STRS investment staff jobs and accused STRS of overstating investment performance, which STRS officials dispute. The Ohio Retirement Study Council's 2022 report, covering 1999 to 2022, put STRS's average annual return at 6.85%, compared with 6.14% for OPERS, 6.52% for SERS, 6.76% for OP&F and 5.88% for HPRS. The case is ongoing.
The Attorney General filed suit in May 2025, alleging Steen and Fichtenbaum were participating in a contract-steering scheme that could directly benefit them. The investigation followed an internal STRS staff memo alleging the two were acting on QED's behalf. Steen and Fichtenbaum have pointed to the short interval between the Attorney General receiving the memo in early May and the filing of the suit on May 14 in Franklin County Court of Common Pleas. Steen has asked the court for partial summary judgment, arguing that because he is no longer on the board, the removal request is moot. The state responded that the question is "whether he should ever be allowed to join the Board again," and seeks permanent removal and an accounting and disgorgement of benefits it alleges Steen received from QED, which Steen disputes.
The whistleblower memo, a 14-page document cited in the filing, describes QED founders Metcalf, a former Ohio deputy treasurer and general counsel under former Treasurer Josh Mandel, and Tremmel as having set their sights on STRS in 2020 despite having no clients, no track record, no broker-dealer or investment adviser registration, and no technology to facilitate their strategy. The memo also references former board members Bob Stein and Yoel Mayerfeld, and alleges coordination between QED and the Ohio Retirement for Teachers Association, including leaders Robin Rayfield and Dean Dennis, around elections. Stein resigned abruptly in April 2021, according to the texts.
The texts cited in the filing include Metcalf-provided talking points from August 2022 warning of STRS's finances, including a claim that a $4 billion annual cash burn could drive the system into a "death spiral." Other messages show Metcalf and Tremmel urging Steen to force votes, discussing board vote counts, and asking him to request staff performance benchmarks. In one exchange, Steen wrote that working through staff would "kill" a QED-linked proposal to use the Board's balance sheet.
Metcalf, in a statement, said the Attorney General's office "was unable to find a single piece of evidence supporting claims by STRS staff of improper dealings" and that no board member received or was promised anything from QED. He acknowledged the texts but did not explicitly address the directional content of the messages. He said QED's index-based solution threatened internal STRS investment staff jobs and accused STRS of overstating investment performance, which STRS officials dispute. The Ohio Retirement Study Council's 2022 report, covering 1999 to 2022, put STRS's average annual return at 6.85%, compared with 6.14% for OPERS, 6.52% for SERS, 6.76% for OP&F and 5.88% for HPRS. The case is ongoing.
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