Case 1:19-cv-00160-IMK Document 1 Filed 08/19/19 Page 1 of 9 PageID #: 1 ELECTRONICALLY FILED Aug 19 2019 U.S. DISTRICT COURT Northern District of WV 1:19-cv-160 Judge Keeley Case Document 1 Filed 08/19/19 Page 2 of 9 PageID 2 3. This Notice of Removal is timely ?led under 28 U.S.C. 1446(b), because less than 30 days have passed since Under Armour, Inc. received the Complaint. 4. None of the Defendants have ?led or served a responsive pleading in this case. 5. This Court has original jurisdiction of this action pursuant to 28 U.S.C. 1332, and the action is removed pursuant to 28 U.S.C. 1441 because (1) the amount in controversy exceeds the sum of $75,000, exclusive of interests and costs, and (2) there is complete diversity of citizenship between Plaintiff and the Defendants. 6. The United States District Court for the Northern District of West Virginia, Clarksburg Division, is the appropriate venue for removal of Plainti??s state court action pursuant to 28 U.S.C. 1441, which permits any civil action brought in any state court in which the district courts of the United States have original jurisdiction to be removed to the District Court of the United States for the district and division embracing the place where the state action is pending. 7. In her Complaint, Plaintiff asserts at least four separate causes of action against the Defendants. The First Count is a common law cause of action for retaliatory discharge in violation of public policy. (See Exhibit A, Complaint 1M 44?52). The Second Count is a statutory cause of action for retaliation in violation of the West Virginia Human Rights Act (the Code ?5-ll-9. (Id. 53?59). At her Third Count, Plaintiff seeks relief under various common law and statutory theories of recovery. (Id. 111] 60L 66). Finally, Count Four is, ostensibly, a cause of action for intentional infliction of emotional distress. (Id. 111] 67?72). 4821-55694 i68.v1 Case Document 1 Filed 08/19/19 Page 3 of 9 PagelD 3 THE AMOUNT IN CONTROVERSY EXCEEDS $75 000.00 8. Section 1332(a) requires that the amount in controversy in diversity actions exceed $75,000, exclusive of interest and costs. See 28 U.S.C 1332(a). To establish the jurisdictional amount, a removing party is only required to show that it is more likely than not that the amount in controversy exceeds $75,000. See McCoy v. Erie Ins. Co., 147 F. Supp. 2d 431, 489 (S.D.W. Va. 2001); see also 28 U.S.C. l446(c)(2)(B) of the action is proper on the basis of an amount in controversy . . . if the district court ?nds, by the preponderance of the evidence, that the amount in controversy exceeds 9. The amount in controversy in this case readily exceeds $75,000. Plaintiff does not quantify the sum of the damages that she seeks in her Complaint; however, Plaintiff does identify at least three measures of recovery and she ascribes monetary value to each of those. For example, Plaintiff alleges that she earned $187,460 in base salary for 2018, and she makes oblique references to a bonus opportunity of $52,489 and a stock value of $50,000. (Complaint 1] 37). Plaintiff alleges that her non-economic damages will be ?very substantial," and she is seeking punitive damages. Plaintiff also seeks ?substantial attorneys? fees, expenses, and expert witness fees? (Id. ll 39), as well as additional compensation for any ?lump sum award? and loss of social security bene?ts. (Id 1] 40). Finally, Plaintiff claims that she is entitled to ?past and future lost income and bene?ts, consequential damages, and emotional distress.? (Id. 50, and 63). 10. The WVHRA allows successful plaintiffs to recover ?back pay or any other legal or equitable relief as the court deems appropriate.? See W. Va. Code Additionally, W. Va. Code ?5-11-13(c) authorizes the recovery of front pay and punitive damages. See Haynes v. Rhone-Paulette, Inc, 521 331, 345?48 (W. Va. 1999); Dobsan 4321-55694 ?5le Case Document 1 Filed 08/19/19 Page 4 of 9 PageID 4 v. E. Associated Coal Corp, 422 494, 501 (W. Va. 1992); Costell v. Consolidation Cool 00., 383 305, 311 (W. Va. 1989). 11. Plaintiff?s claims for lost wages, punitive damages, and attomeys? fees satisfy the jurisdictional amount. Plaintiff alleges that her employment was terminated on December 10, 2013. (See Complaint 1] 8). As of the date of removal, Plaintiff seeks back wages spanning more than eight months. As Plainti?" alleges, her annual base salary at the time of her employment separation was $187,460, or approximately $15,621 per month. Eight months of lost wages equals nearly $125,000. Accordingly, Plaintiff?s speci?c pleas for back wages alone satis?es the jurisdictional amount necessary for diversity. 12. As noted above, Plaintiff also seeks recovery of front pay. Front pay damages are a form of compensatory damages and are calculated to put the former employee in the same economic position that the employee would have enjoyed had the employee not been discharged. See Peters v. Rivers Edge Min, Inc., 680 79], 314 (W. Va. 2009). Because Plaintiff?s salary at the time of her termination was more than $187,000, it is likely Plaintiff?s plea for front pay alone satis?es the statutory amount in controversy of $75,000. 13. Plaintiff also seeks punitive damages. The Court should consider Plainti??s claim for punitive damages when ?determining the amount in controversy unless it can be said to a legal certainty that plaintiff cannot recover punitive damages in the action.? Mullins v. Harry ?s Mobile Homes, Inc, 861 F. Supp. 22, 24 (S.D.W. Va. 1994) (citing Bell v. Preferred Life Assurance Soc fy, 320 US. 238 (1943)). Other plaintiffs pursuing relief under the for alleged discrimination have, in the past, obtained sizeable punitive damage awards. See, Constellt'um Rolled Prods. Rovenswood, LLC v. Grf?lfh, No. 13-1084, 2014 WL 5315409, at *6 (W. Va. Oct. 17, 2014) (af?rming $250,000 punitive damage award to WVHRA, gender discrimination Plainti?); W. Va. Am. Water Co. v. Nagy, No. 101229, 2011 WL 8583425, 4 4821-5569-1168.vl Case Document 1 Filed 08/19/19 Page 5 of 9 PageID 5 at *4 (W. Va. June 2011) (affirming $350,000 punitive damage award to WVHRA, age discrimination Plainti?); Peters, 680 at 823?24 (af?rming $1,000,000 punitive damage award to WVHRA, retaliatory discharge Plaintiff). 14. Plaintiff also seeks attorneys? fees and costs. A claim for attomeys' fees is properly included in the amount in conuoversy where a statute expressly allows the payment of such fees. Francis v. Allstate Ins. Co., 709 F.3d 362, 368 (4th Cir. 2013). The WVHRA expressly allows the payment of attorneys? fees. See W. Va. Code Both state and federal courts have awarded attorneys? fees under section See Muovich v. Raleigh Cry. 30?. of Educ, 58 F. App?x 584, 591 (4th Cir. 2003) (af?rming award of $260,000 in attorneys? fees and costs in context of claim for disability discrimination under Dabson, 422 at 502 n.16 (af?rming $94,887.05 in attorneys? fees and costs in context of claim for age discrimination under WVHRA). In light of fee awards in other cases under the WVHRA, Plaintiff?s claim for attomeys? fees and costs, standing alone, satis?es the total amount in controversy. See Mullins, 86] F. Supp. at 24 (noting that in determining amount in controversy, ?[t]he court . . . is not required to leave its common sense behind?). 15. Although the Complaint does not demand a speci?c sum for dmages, the Court ?may look to the entire record before it and make an independent evaluation as to whether or not the jurisdiction amoun is satis?ed. Adkins v. Wells Fargo Fin. W. Va, Inn, 2009 WL 1659922 (S.D.W. Va. June 15, 2009). ?[T]he amount in controversy is what the plaintiff claims to be entitled to or demands.? Scar-alto v. Ferrell, 2011 WL 5966349 (S.D.W. Va. Nov. 29, 2011) (citations omitted). As set forth above, Plaintiff?s claim for back wages alone satis?es the amount in controversy. She has asserted other measures of recovery that easily result in alleged damages exceeding $500,000. 4321-5569-1163.Vl Case Document 1 Filed 08/19/19 Page 6 of 9 PagelD 6 DIVERSITY 0F CITIZENSHIP 16. Citizenship of the parties is determined by their citizenship status at the commencement of the action. 28 U.S.C. 1332(d)(7). 17. At the time of the commencement of this action, Plaintiff is an individual residing in the State of West Virginia and is therefore a citizen of West Virginia for purposes of 28 U.S.C. 1332 and 28 U.S.C. 1441. (See Complaint?] 1). 18. A corporation is a citizen of any state where it is incorporated and where its principal place of business is located. 28 U.S.C. 1332(d)(7). 19. A corporation?s principal place of business is determined by the ?nerve center? test, which looks to where the corporation maintains its corporate headquarters and where the corporation?s officers direct, control, and coordinate the corporation?s activities. Hertz Corp. v. Friend, 559 U.S. 77, 90?94 (2010). 20. Defendants Under Armour, Inc. and Under Armour Retail, Inc. are corporations established under the laws of Maryland with their principal places of business located in the State of Maryland. Accordingly, Defendants Under Armour, Inc. and Under Armour Retail, Inc. are citizens of Maryland for purposes of 23 U.S.C. 1332 and 28 U.S.C. 1441. (See Declaration of Loren Pearl, attached as Exhibit B). CONSENT OF ALL DEFENDANTS T0 REMOVAL 21. There are three named defendants in this action: Under Armour, Inc.; (ii) Under Armour Retail, Inc.; and Brian Boucher. This Notice of Removal has been ?led on behalf of Defendants Under Armour, Inc. and Under Armour Retail, Inc. Defendant Boucher (a New Hampshire resident), by counsel, Scott Kaminski, Esq. of Kaminski Law, PLLC, has advised the undersigned that he consents to the removal of this action to the United States District Court for the Northern District of West Virginia. See Mayo v. Bd. of Educ. of Prince 6 4321?5569.: Isa-n Case Document 1 Filed 08/19/19 Page 7 of 9 PageID 7 George ?3 Cry., 713 F.3d 735, 742 (4th Cir. 2013) notice of removal signed and ?led by an attorney for one defendant representing unambiguously that the other defendants consent to the removal satis?es the requirement of unanimous consent for purposes of removal.") CONCLUSION 22. Under Annour removes this case to federal court pursuant to 28 U.S.C. 1332 because there is complete diversity among the parties, and the amount in controversy readily exceeds $75,000. 23. Under Armour reserves the right to amend or supplement the Notice of Removal. 24. By ?ling the Notice of Removal, and relying upon Plaintiff?s allegations and claims, Under Armour does not admit or concede liability to Plaintiff, and reserves all defenses that are available. 25. Upon ?ling this Notice of Removal, Under Armour will provide written notice to Plaintiff and ?le a copy of the Notice of Removal with the Clerk of the Circuit Court of Kanawha County, West Virginia. Respectfully submitted this 19'11 day of August, 2019. 432l-5569-1168.vl Case Document 1 Filed 08/19/19 Page 8 of 9 PageID 8 UNDER ARMOUR, INC. and UNDER ARMOUR RETAIL, INC. By Cmmsel Justin M. Harrison Justin M. Harrison, Esq. (WVSB #9255) Grace E. Humey (WVSB 1275]) Jackson Kelly PLLC 500 Lee Street, East, Suite 1600 Post Of?ce Box 553 Charleston, West Virginia 25322 Telephone: (3 04) 340-1358 Facsimile: (304) 340-1080 grace.humey@jacksonkelly.com 4321-55694 IISBNI Case Document 1 Filed 08/19/19 Page 9 of 9 PageID 9 IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF WEST VIRGINIA D. PAJAK, Plaintiff, v. CIVIL ACTION NO. UNDER ARMOUR, INC., UNDER ARMOUR RETAIL, INC, AND BRIAN BOUCHER, Defendants. CERTIFICATE OF SERVICE I, Justin M. Harrison, counsel for Under Armour, Inc. and Under Armour Retail, Inc., do hereby certify that the foregoing Notice of Removal was electronically ?led with the Clerk of the Court using the system, on this 19'h day of August 2019. The undersigned further certi?es that service of the foregoing Notice of Removal was made this 19"? day of August 2019 upon counsel of record by mailing a true and exact copy of the same in a properly stamped and addressed envelope to the following: Robert M. Steptoe, Jr. Scott Kaminski Larry J. Rector Kaminski Law, PLLC Allison B. Williams Post Of?ce Box 3548 Steptoe 85 Johnson PLLC Charleston, West Virginia 25335-3548 400 White Oaks Boulevard Counsel for Defendant Brian Bancher Bridgeport, West Virginia 26330 Counseifar Plainn'?' Justin M. Harrison Justin M. Harrison, Esq. (WVSB #9255) 4321-55694 [63.vl Case Document 1-1 Filed 08/19/19 Page 1 of 30 PageID 10 CASE NO. OPENED 7/16/2019 JUDGE. . . JAMES A. MATISH PLAINTIFF. D. PAJAK VS DEFENDANT. UNDER ARMOUR INC. PRO ATTY. . LARRY J. RECTOR DEF ATTY . . DATE MEMORANDUM 00001 7/16/19 CCIS, Complaint, Summons thru SOS to Under Armour Inc w/30 00002 7/16/19 day return, Summons given to atty for service to Under 00003 7/16/19 Armour Retail Inc and Brian Boucher. 00004 7/22/19 Summons and complaint accepted 7-18?19 by SOS for Under 00005 7/22/19 Armour Inc. ah 00006 8/01/19 Proof of service of complaint, CCIS. sumons to B.Boucher 00007 8/02/19 7/24/19 R. Bertheim, process server 00008 8/02/19 Proof of service of complaint, CCIS, summons to T. Sippel 00009 0/02/19 7/30/19 L. Jones ?lm ul' West Virginia County at Harrison. Circuit and FamilyF Court Mar-.1110. Clerk ul'auld county and in said state, do hereby terlil?y that the foregoing in true cups [mm the records ul'said cuurt gircn under my hand and 3:31 this it!? of 0.13 By Depuiy Clark i A Case Document 1-1 Filed 08/19/19 by? 53m. 2.. .?ah??hlsi; him '{i?minz; 15.1.- ;n ?if; mirrlur? try?: 301! 9 Hint-mi: uni: turn him. 91--.-- 1 . .. jig": 513,14?xh[(15 5. . ?nu-:5 .. . :I-dl 1'5, 2-, .- 3: u; -. It}: .- I 3'9 f: 11k C'Isf - .- ?'131r. lint," .1 f, a. ?1 Case Document 1-1 Filed 08/19/19 Page 3 of 30 PageID 12 IN THE CIRCUIT COURT OF HARRISON COUNTY, WEST VIRGINIA D. PAJAK, 'l 'l Plaintiff, v. CIVIL ACTION N0. 2019-0 3 3 .. 4% UNDER ARMOUR, INC., \q UNDER ARMOUR RETAIL. INC, and BRIAN BOUCHER, 3-3 ?5 E'i DefendantsNATURE OF SUIT 49 i3 5' This suit arises from an unfortunate set of circumstances that culminated in Defendants? creation of a hostile work environment and discharge of Plaintiff D. Pajalt in retaliation for her reporting of inappropriate workplace conduct. Under Armour's highest level of management has been aware of the existence of a male dominated culture and tolerance for a sexually hostile work environment at Under Armour at least since a November 5, 2018 expose in The Wall Street Journal. Even after becoming aware of the inappropriate conduct and behavior as reported in The Wall Street Journal article, Under Armour management has continued to show a complete lack of interest in undertaking any investigation of such conduct or implementing prompt, corrective remedial actions as required by law. This case is a classic example of corporate inaction in the face of overwhelming evidence that a supervisor has simply gone too far. Even after being provided more than suf?cient facts revealing a culture and environment hostile to women, which should have prompted Human Resources to engage in a sincere good faith investigation, Under Armour simply ignored those facts until finally the facts forced Under Armour into a position where it had to act. Unfortunately, that action was too late for Ms. Pajak 8345940.! Case Document 1-1 Filed 08/19/19 Page 4 of 30 PageID 13 who suffered a retaliatory and wrong?il discharge as a result of her efforts to do the right thing by raising to her supervisors and bosses conduct that required under the applicable law that Under Armour undertake some form of action. That action was never taken. Rather, Defendant Boucher placed Ms. Pajak on a pretextual Performance Improvement Plan and ultimately terminated her employment. Mr. Boucher continued his inappropriate conduct until ultimately he left Under Armour?s employment in 2019. Sadly, it was too late for Ms. Pajak. Thus, allowing the male dominated culture to go unchanged despite Kevin Plank?s public statements to the contrary. Just as concerning is that Under Annour's Human Resources Department was well aware of all of the facts as alleged in this Complaint. PARTIES 1. Plaintiff: The following is the Plaintiff in this lawsuit: a. D. Pajak is an individual residing in Bridgeport, West Virginia. 2. Defendants. This lawsuit is ?led against the following Defendants: a. Under Armour, Inc. is, under information and belief, a duly formed corporation licensed and registered to do business in West Virginia, and may be served through its agent for service, at this Defendant?s designated notice of process address in West Virginia; b. Under Armour Retail, Inc. Retail") is, upon information and belief, a duly formed corporation and may be served through its agent for service, at this Defendant?s designated notice of process address in West Virginia (UA and UA Retail are collectively referred to as ?Under Armour"); 33 45 940.2 Case Document 1-1 Filed 08/19/19 Page 5 of 30 PageID 14 c. Brian Boueher (?Boucher?) is believed to be a resident of New Hampshire, and may be served through the West Virginia Secretary of State at his work or residence address in New Hampshire. JURISDICTION AND VENUE 3. This lawsuit is brought for: a. Wrongful discharge under Harless v. First National Bank of Fairmont, 162 W. Va. 116, 246 270, 275 (1978) (where employer?s discharge of employee violates a substantial West Virginia public policy, the discharge may be actionable); b. Violations of the West Virginia Human Rights Act of 1967, W. Va. Code 5- 11-1 at seq. (1998); c. Negligent hiring, supervision and retention; and d. Intentional infliction of emotion distressi?tort of outrage. 4. The employment relationship at issue in this lawsuit, which gave rise to the claims asserted in this Complaint, occurred and arose in Bridgeport, Harrison County, West Virginia. Many of the acts complained of occurred in West Virginia or through communications in West Virginia. 5. Defendants UA, UA Retail, and Boucher all conducted regular and substantial business at times material to this case in Harrison County, and Plaintiff?s of?ce where she worked for Defendants is located in Bridgeport, in Harrison County, West Virginia. . a. Boucher, from Maryland, made numerous phone calls to Ms. Pajak in Bridgeport, West Virginia. Additionally, there were regular phone calls involving regional directors, including Ms. Pajak. 334594112 Case Document 1-1 Filed 08719/19 Page 6 of 30 PagelD 15 b. Boucher sent texts to Ms. Pajak at her West Virginia home of?ce. c. Boucher sent numerous emails to Ms. Pajak at her West Virginia home of?ce. 6. At all times material to this lawsuit, Ms. Pajak. Plaintiff, worked for Defendants in her home office location in Bridgeport, Harrison County, West Virginia. 7. Plaintiff?s damages are in excess of the minimum jurisdictional limit of this Court. 8. Plaintiff Pajak was hired by Under Armour, Inc., in November 2012. 9. Ms. Pajak was a Regional Director East and Canada and continued to work in that position until she was discharged on December 10, 2018. 10. Brian Boucher occupied the position of Head of Stores NA and Global Retail Operations and had been in that position since August 2013. He was Ms. Pajak?s direct boss and supervisor when she was wrongfully terminated on December 10, 2018. In that position: a. Boucher had managerial and supervisory authority over Ms. Pajak. b. Boucher had the authority to direct the tenns and conditions of Ms. Pajak?s day-to-day employment. c. Boucher had the authority to ?re Ms. Pajak, either individually or in combination with other persons. d. Boucher aided and abetted Under Armour andfor Under Armour Retail in the unlawful conduct described below. 11. Opposition to unlawful conduct under the West Virginia Human Rights Act. Ms. Pajak opposed conduct by Defendants which she in good faith believed constituted 33459402 Case Document 1-1 Filed 08/19/19 Page 7 of 30 PageID 16 violations of the West Virginia Human Rights Act, and other substantial public policies of the State of West Virginia. 12. Participation in Protected Activity. Ms. Pajak participated and supported a complaint by several other female employees, who complained to management that they were being subjected to a hostile work environment and other forms of gender discrimination. 13. Ms. Pajak has been the victim of a retaliatory discharge because she reported inappropriate conduct in the workplace that constituted a work environment that was hostiie towards women. Rather than investigate Ms. Pajak?s reports and take prompt corrective action as required by law, Ms. Pajak's boss embarked on a pretextual course of action to ?re her. The salient facts are set forth below. Additional facts will be revealed in discovery. 14. Ms. Pajak was earning a substantial salary plus the opportunity to earn a signi?th annual bonus and stock options. All of this was taken away from her because she did not embrace the male dominated culture at Under Annour. This culture is not limited to Ms. Pajak?s Region but rather it is a culture that pervades the whole of Under Armour. 15. On January 24, 2018 at 11:31 am, ReaiJah Livelsberger, District Manager, sent Ms. Pajak a text that said, need to tell you something semi serious at some point today." She went with inappropriate workplace behavior that could result in termination. Ms. Pajak asked for more details which Ms. Livelsberger provided via text. Ms. Livelsberger stated that two District Managers, Brendan Costigan and Joey McKenna, made the team in Clarksburg, MD outlet center feel uncomfortable. Joey McKenna took off his shirt and acted like he was doing a striptease. Brendan Costigan was making comments about the Director of Visual Merchandising, Vicki Eyland's appearance, stating she was hot and he wanted to be her boyfriend. These comments were made in front of several teammates in the Clarksburg, MD 334594112 .- Case Document 1-1 Filed 08/19/19 Page 8 of 30 PageID 17 Under Armour outlet, as well as members of the visual merchandising team from corporate of?ce. 16. Ms. Pajak immediately asked Ms. Livelsherger to have Miranda Delaney, the store manager of the Clarksburg location, write a statement that she witnessed this behavior. On January 25, 2018, at 12:38 Ms. Pajak reached out to Joey McKenna's supervisor, Tara Stewart, the Regional Director for the West Coast. Ms. Pajak felt it was important that she was aware of this behavior. 17. Ms. Pajak felt that it was her responsibility to also contact her superior With the allegations. On January 26, 2013, at 10:21 am, Ms. Pajak texted her boss, Brian Boucher, Head of Stores of North America, stating that she needed to connect with him. He responded he couldn't speak and could only text. Ms. Pajak went on to text him the details that were provided to her by Ms. Livelsberger. Mr. Boucher's response was to ask if it was just drama, and all playful? Ms. Pajak was not in a position to answer that as she was not physically present but she did ask those that did witness the behavior to provide written statements. Ms. Pajak felt as if Mr. Boucher wanted to minimize the issue and he asked her to move on. 18. On January 26, 2018, at 2:06 pm, Ms. Pajak had her weekly ?tench base? with Jocelyn Carpenter, SR Manager of Human Resources for the East Coast and Canada. During this touch base, Ms. Pajak also informed Ms. Carpenter of the incident in Clarksburg, MD, as she was not certain if the written statements had been completed. On February 16, 2018, at 10:47 am, Ms. Pajak sent Ms. Carpenter a text asking if there were any additional conversations around Mr. Costigan's behavior with Vicki and she said no, that Vicki didn't want to make it a big deal so we shouldn't mention it. 83 45 940.2 Case Document 1-1 Filed 08/19/19 Page 9 of 30 PagelD 18 19. On April 24, 2018, ReaiJah Livelsberger reached out to Ms. Pajak again about pictures posted on Yamrner, the internal social media site for Under Armour employees. in these pictures Joey McKenna was posing for a body building competition in what appears to be just a speedo. On May 1, 2018, Ms. Pajak contacted Brian Boucher to inform him that one of Joey McKenna's peers was once again uncomfortable with questionable sexual behavior. He told Ms. Pajak that he felt that the female employee, ReaiJah, was oveneacting and that there was no issue to discuss. 20. Then in early June 2018 a series of events made Ms. Pajak conclude that she was being set up for termination. In September 2018, Boucher put her on a performance improvement plan, based on false and exaggerated criticisms, and applying unreasonable and unachievable expectations, all as discussed more fully below. On June 13, 2013, during travel in the Mid-Central market, Ms. Pajak_ also discussed with Shea Louie, Director of Global Store Operations, the concerns with the most recent Yarnmer post concerning Joey McKenna. Ms. Louie did agree that it was not appropriate and that she would elevate the concerns. 22. On June 12, 2018, Mr. Boucher delivered Ms. Pajak?s ?Half Time Huddle" and never raised any concerns with Ms. Pajak?s performance. Just nine days later, on June 21, 2018, at 4:30 Brian Boucher, unexpectedly and with no warning, called Ms. Pajak saying that he would like her to make an offer on her terms to leave Under Armour. This occurred with no documentation or any previous conversation regarding any dissatisfaction with Ms. Pajak?s job performance. Mr. Boucher called Ms. Pajak back later that same night at 9:44 during that call Mr. Boucher was pushing Ms. Pajak to make a decision to leave the company. Ms. Pajak had absolutely no intention of leaving her position and would not consider doing so. Ms. Pajak 3345940.? - Case Document 1-1 Filed 08/19/19 Page 10 of 30 PageID 19 will prove dust was the beginning of Mr. Boucher?s plan to work her out of the organization because of the concerns that she was escalating over inappropriate workplace conduct. 23. On June 22, 2018, at 10:00 Ms. Pajak called Jim Toner (Human Resources) and discussed the calls she received the day before from Mr. Bou'cher. Mr. Toner said that he did not understand where the ?disconnect? was. It was clear that Mr. Boucher had not discussed his ?plan" with Human Resources prior to calling Ms. Pajak on June 215' to tell her that she needed to consider the terms under which she would leave the company. Ms. Pajak was not interested in leaving Under Armour so shejust kept on doing her job. And she did it very well. 24. On June 25, 2018, at 7:10 after talking with Jim Toner, Mr. Boucher called Ms. Pajalt again. On this call Mr. Boucher stated that he wanted Ms. Pajak to develop an action plan and he said to Ms. Pajak, "i?m going to leave it in your hands.? Again, Mr. Boucher provided no guidance as to Ms. Pajak?s shortcomings or issues to correct in her future performance. On .1 ul 6, 2018, Mr. Boucher made the comment to Ms. Pajak that Under Armour was an ?at-will employer and that at any point they can tell her that they do not need her anymore." During this same conversation, Mr. Boucher referenced the fact that Ms. Pajak had spoken to Human Resources. 25. On September 10, 2013, Mr. Boucher put Ms. Pajak on a performance improvement plan The PIP had no objective performance metrics to be judged during the PIP period. Ms. Pajak sent Mr. Boucher an e-mail noting that the PIP was entirely subjective and there were no objective metrics to evaluate whether she had satis?ed the PIP upon its conclusion. Mr. Boucher responded by stating, ?As for the PIP being subjective, your opportunities are speci?c to your leadership and how you are leading the team and the business, not improving specific metrics. The objective part is whether or not you are 3345940.! . Case Document 1-1 Filed 08/19/19 Page 11 of 30 PageID 20 demonstrating the changes in your leadership behaviors. There are many ways you can demonstrate that these behaviors are taking place. . . . . I don?t have speci?c actions that you need to do to demonstrate them, this would be for you to decide as a Director in the region." Mr. Boucher also stated that he would have ?routine check-ins? with Ms. Pajak during the PIP period, however, after the PIP was implemented her boss met with her pn_e time and that was scheduled at Ms. Pajak's request. During the PIP period, Mr. Boucher never provided her with any guidance. Ms. Pajak also questioned the PIP period as it was only 60 days and she understood that the typical period used by Under Armour in its PIPs was 90 days. Mr. Boucher responded stating, ?As for your ?rst question, 60 days is the new Under Armour organizational best practice." Early on in the PIP period, after Ms. Pajalc returned to work following a scheduled surgery, Mr. Boucher told her that she was never coming off the P1P. 26. On November 5, 2013, the Wall Street Journal published an article titled, ?Under Armour?s Moment: No more Strip Clubs on Company Dime.? In response to the WSJ article, Founder and CEO Kevin Plank pledged to improve the company?s culture in an open e- mail sent to all of UA's employees across the globe. See WSJ, ?Under Armour CEO Plank Pledges to Improve Company?s Culture - Comments follow a Wall Street Journal article on treatment of female employees? (Nov. 27, 2018 by Drew Fitzgerald). 27. The Wall Street Journal article is only part of the story. There is much that remains untold. The Executive Departures in 2018 only highlight the culture at Under Amour that fostered and alloWed inappropriate workplace behavior to go unchecked. 23. On November 16, 2018, Jim Toner (Human Resources Business Partner), Brian Boucher, Tara Stewart, Megan McClain (Senior Human Resources Manager), Ms. Pajak and all District Managers were on a call the express purpose of which was to discuss the Wall Street 83 45940.2 - Case Document 1-1 Filed 08/19/19 Page 12 of 30 PageID 21 Journal article- The call was an open forum to address any concerns and allow the District Managers to voice their concerns. Within 5 minutes of the start of the call, .loey McKenna spoke up and said he thought the article was funny and down played the concerns that were brought up in the article. Tara thanked Mr. McKenna for his comments. Immediately following the call, Ms. Livelsberger reached out to Ms. Pajak via text concerning Mr. McKenna?s comments. On November 27, 2018, during Ms. Pajak's bi-weekly touch base with Tammy Romero, District Manager, Ms. Romero also brought up the concerns with Mr. McKenna's comments. She also voiced her concern that it was not immediately addressed on the call. 29. The fact that Mr. McKenna?s behavior was not immediately addressed by Human Resources only highlights the fact that Under Armour is not committed to changing its culture. Any Human Resources professional that was sincerely attempting to ?move the needle" with regard to the matters reported by the Wall Street Journal would have immediately chastised Mr. McKenna rather than condone his behavior. Again, Under Armour missed an opportunity to send a message that such conduct had no place in the workplace or in society. Under Armour has learned nothing from the Movement. 30. On Ms. Pajak?s next scheduled call that week with Megan McClain, Ms. Pajak brought up the concerns that both Ms. Romero and Ms. Livelsberger had voiced. It was also brought to Ms. Pajak?s attention that several of the other female District Managers felt that Mr. McKenna?s comments were not appropriate given the gravity of the situation. Ms. McClain was on the call and stated she also felt like it was not the right response and was not aware if it had been addressed or not. The Director of HR and the North America Head of Stores were both on this call so Ms. Pajak surely felt these issues would be addressed properly, but her Senior HR Manager was unaware of any further action several weeks after the call. It is abundantly clear 10 83459402 Case Document 1-1 Filed 08/19/19 Page 13 of 30 PageID 22 that the company did not do what is required under the law with respect to the complaints as it did not undertake any investigation or action whatsoever. 31. Under Armour?s Human Resources team is culpable in the perpetuation of a work environment hostile towards women. Rather than do what is legally required, the Human Resources professionals who were aware of workplace misconduct turned a blind to it. 32. Ms. Pajak?s actions outlined above led the company to consider her a trouble maker of some sort and no longer part of the culture that pervaded Under Armour for many years. Ms. Paj ak?s role in these incidents was only to ensure that she was doing her job by taking these allegations seriously and elevating them to the proper channels for further investigation. She was told each time that these were not issues that she needed to pursue and that it is best that she move on. Unfortunately, Ms. Pajalt is not the only woman who has suffered Mr. Boucher's wrath. Mr. Boucher has been instrumental in the termination of a number of women, including women who were higher than he was in the Under Armour organizational chart. These women are cooperative. 33. Under Armour?s own Code of Conduct, ?Protect This Hoose," purportedly protects employees like Ms. Pajak from retaliation: HOW TO REPORT If you see or hear about a situation that may violate our Code, Under Armour policies or the law, you can report it to the highest level of management on your team, the Human Resources Business Partner (HRBP) for your area or any senior leader in the Human Resources organization, or anyone on the Global Ethics Compliance team. 1? IF it 11 83459401 Case Document 1-1 Filed 08/19/19 Page 14 of 30 PageID 23 NON-RETALIATION No retaliation will be taken against any teammate for raising an ethical concern, question or complaint in good faith. Should the identity of the teammate making the complaint be known, the Global Ethics Compliance team will monitor any disciplinary action against the teammate to determine if it is retaliatory. In other words, if you speak up in good faith, you're protected. 34. However, such a policy is just words on a piece of paper because Human Resources Professionals have refused to enforce the policy. Sadly, Ms. Pajak was a victim of unlawful discrimination and retaliatory discharge. After the PIP period expired, Ms. Pajal-t was summarily ?red on December 10, 2018 and offered a severance package of one month?s salary. She rejected that severance offer. 35. These are the events that occurred in 2018 that caused immediate strain in Ms. Pajak?s working relationship with her direct supervisor, Brian Boucher. In the previous several years that he had been her boss, Ms. Pajak had never had any negative performance reviews, nor was she given any critical feedback that would have even alerted Ms. Pajal-t that Under Armour was dissatis?ed with her job performance. In fact, in her last Performance Evaluation she received on February 26, 2018 (dated March 4, 2018), it stated that her performance ?Meets UA High Expectations." The evaluation stated: Your key are Build a Great Team and Get it Done, Done, Done. You are very driven on sourcing and building the very best team in retail - this through in everything you do. You continue to develop strong, sustainable partnerships with TA, and HR to help you in this effort. Finally. you are accountable to yourself, your work and always meeting deadlines. You are a driver always. You want to win. You own and deliver what you say you will. 12 3345940.! Case Document 1-1 Filed 08/19/19 Page 15 of 30 PageID 24 Ms. Paiak?s Damages 36. As a result of the wrongful and unlawful conduct described above, Ms. Pajak suffered substantial lost income and bene?ts, and in all reasonable likelihood will continue into the future to lose income and bene?ts. Ms. Pajak also suffered other consequential damages. Ms. Pajak?s damages as a result of her wrongful and retaliatory discharge are signi?cant. Ms. Pajak's Annual Base Salary for 2013 was $187,460 with a 2018 Bonus opportunity of $52,489 and a Restricted Stock Unit Value of $50,000. Additionally, Ms. Pajak?s non-economic damages claim will be very substantial, including punitive damages. 38. Ms. Pajak also suffered severe emotional distress and will likely suffer emotional distress in the future, all as a consequence of Defendants? wrongful acts. 39. As a result of the wrongful conduct by Defendants, Ms. Pajak was forced to hire an attorney and incurred and will incur substantial attorneys? fees, expenses, and expert witness fees in connection with prosecuting this case. 40. In the event Ms. Pajak is compensated in this lawsuit for her damages, she will very likely incur adverse tax consequences resulting in part from having to pay taxes on a single lump sum award from this lawsuit for which she will have to pay taxes at higher tax brackets than otherwise would have applied. Ms. Pajak may also suffer a loss of social security bene?ts. and other tax-related issues. 41. When Ms. Pajak?s employment ended on December 10, 2018: a. Ms. Pajak was quali?ed for the position Ms. Pajak had held at the time her employment ended. b. Ms. Pajak had been performing her job duties according to her employer?s legitimate job expectations. 13 834594112 . Case Document 1-1 Filed 08/19/19 Page 16 of 30 PageID 25 C. Ms. Pajak had been performing her job in a satisfactory manner. 42- Boucher was Ms. Pajak?s supervisor with hiring and ?ring authority over Ms. Pajak, and Boucher was personally guilty of the conduct creating the unlawful discrimination and retaliatory discharge in issue. 43. Boucher's conduct was imputable to Under Armour because: a. Under Armour delegated to Boucher managerial authority to hire and ?re Ms. Pajak and to direct the day-to-day details of Ms. Pajak?s work duties, Boucher?s misconduct was within the scope of his delegation of authority from Under Annour, Under Armour had actual knowledge of Boucher?s misconduct, Under Armour rati?ed Boucher?s misconduct, and Under Armour failed to enforce in good faith and with even minimal diligence any purported policies which could have prevented the misconduct. CAUSES OF ACTION First Count: Wrongful Dischagge under Harlem 44. Plaintiff incorporates by reference and reasserts all previous allegations contained in this Complaint as if fully set forth herein. 45. This cause of action is asserted against all Defendants under West Virginia's common law claim for wrongful discharge under Hades: v. First National Bank of Foirmom, 162 W. Va. 246 270, 275 (l 978). 46. Ms. Pajak is female and suffered retaliation, harassment, and discrimination because of her sex, in that Defendants were guilty of allowing a hostile work environment to occur in Under Armour's workplace. 83459401 14 -Case Document 1-1 Filed 08/19/19 Page 17 of 30 PageID 26 47. The West Virginia Human Rights Act and other statutes and the common law of West Virginia state a substantial public policy that employees are entitled to be free of retaliation, sexual harassment, sexual discrimination and misconduct in the workplace. 48. As a result of the retaliation, sexual harassment and sex discrimination described above, Ms. Pajak was discharged by Defendants. 49. Ms. Pajak was discharged on December 10, 2018, because she reported sexual misconduct and other workplace misconduct that violated the substantial public policy of West Virginia and Under Armour?s own policies. 50. As a result of the actionable conduct by Defendants, Ms. Pajak suffered the damages described above (including past and future lost income and bene?ts, consequential damages, and emotional distress), and attorneys' fees. 51. Under Armour, Ine., Under Armour Retail, Inc, and Brian Boucher are liable for these damages asjoint tortfeasors, and for the reasons set out above. 52- The conduct by Defendants was willful, intentional, malicious, and in conscious and willful disregard of the rights of Ms. Pajak. Ms. Pajak therefore requests punitive damages against Defendants. Second Count: Violations of the West Vigginia Human Rights Act 53. Plaintiff incorporates by reference and reasserts all previous allegations contained in this Complaint as if ?rlly set forth herein. 54. This cause of action is asserted against all Defendants under the West Virginia Human Rights Act. 55. Section 5-11-9 of the West Virginia Human Rights Act states, ?It shall be an unlawful discriminatory practice . . . (7) For any person, employer, employment agency, labor 15 834 5940.2 Case Document 1-1 Filed 08/19/19 Page 18 of 30 PageID 27 organization, owner, real estate broker, real estate salesman or ?nancial institution to: (A) Engage in any form of threats or reprisal, or to engage in, or hire, or conspire with others to commit acts or activities of any nature, the purpose of which is to harass, degrade, embarrass or cause physical harm or economic loss or to aid, abet, incite, compel or coerce any person to engage in any of the unlawful discriminatory practices de?ned in this section; (B) Will?tlly obstruct or prevent any person from complying with the provisions of this article, . . . or (C) Engage in any form of reprisal or otherwise discriminate against any person because he or she has apposed any practices or acts forbidden under this article or because he or she has ?led a complaint, testi?ed or assisted in any proceeding under this article.? 56. Ms. Pajak suffered retaliation, harassment, and discrimination based on sex because of her protected activity described above, in that Defendants placed Ms. Pajak on a pretextual performance improvement plan and subsequently discharged her within a short period of time as the result of her protected activity in violation of West Virginia Code Section 5-11- As a result of the actionable conduct by Defendants, Ms. Pajak suffered the damages described above (including past and future lost income and bene?ts, consequential damages,.and emotional distress), and attorneys' fees. 53. Under Armour, Under Armour Retail, and Brian Boucher are liable for these damages as joint tortfeasors, and for the reasons set out above. 59. The conduct by Defendants was will?il, intentional, malicious, and in conscious and willful disregard of the rights of Ms. Pajak. Ms. Pajak therefore requests punitive damages against Defendants. 16 334 5940.2 Case Document 1-1 Filed 08/19/19 Page 19 of 30 PageID 28 Third Count: Negligent am] Reterm 60. Plaintiff incorporates by reference and reasserts all previous allegations contained in this Complaint as if fully set forth herein. The Defendants Under Amour and Under Armour Retail negligently andfor recklessly hired andfor supervised and/or retained Defendant Boucher as an employee, agent, and supervisor despite the Defendants? knowledge that Defendant Boucher has repeatedly, intentionally, maliciously and grossly violated Plaintiff's rights as protected under the West Virginia Human Rights Act and other applicable laws. 62. As a direct and proximate result of the Defendants Under Armour and Under Armour Retail?s actions, the Plaintiff has been retaliated against by Defendant Boucher, acting on behalf of the Defendants Armour and Under Armour Retail, in violation of the Plaintiffs rights under West Virginia law. 63. As a direct and proximate result of the Defendants? actions, the Plaintiff has suffered, and will continue to suffer, lost wages and bene?ts in an amount to be determined by thejury. 64. As a direct and proximate result of Defendant Boucher?s actions, the Plaintiff is entitled to damages for indignity, embarrassment, humiliation, emotional distress, annoyance and inconvenience in an amount to be determined by the jury. 65. Defendant Boucher?s actions were willful and malicious and violated West Virginia law entitling the Plaintiff to attorney fees and costs pursuant to West Virginia Code l-13 earlier the decisions of the West Virginia SuPreme Court of Appeals. 66. The Defendants actions were willful and malicious and violated the West Virginia Human Rights Act, Harless v. First National Bank of Fairmom, 162 W. Va. 246 8.13241! 17 3345940.2 . Case Document 1-1 Filed 08/19/19 Page 20 of 30 PageID 29 270, 275 (1973), and Williamson v. Greene. 200 W. Va. 421, 423, 490 23, 25 (I997), entitling the Plaintiff to attorney fees and costs pursuant to the decisions of the West Virginia Supreme Court of Appeals. ?rth Cogt: Intentiorgl ln?jction of Emotional Distress or Tort of Outrage 67. Plaintiff incorporates by reference and reasserts all previous allegations contained in this Complaint as if fully set forth herein- 68. The Defendants? conduct in effecting the retaliatory discharge, harassment, discrimination, and misconduct was atrocious, intolerable, and so extreme and outrageous as to exceed the bounds of decency. 69. Defendants acted with the intent to in?ict emotional distress, or acted recklessly when it was certain or substantially certain emotional distress would result from their conduct. 70. These 1wrongful actions of the Defendants have been done intentionally, maliciously, willfully, wantonly, recklessly, and with utter disregard of the Plaintiff?s legal rights. 71. As a direct and proximate result of such wrongful conduct, Plaintiff has suffered and continues to suffer severe emotional distress. 72. As a direct and proximate result of such wrongful and unlawful conduct the Plaintiff has sustained and is thereby entitled to recover such damages as are more fully set forth below. JURY DEMAND 73. Ms. Pajak requests trial byjury. 18 83459402 Case Document 1-1 Filed 08/19/19 Page 21 of 30 PagelD 30 PRAYER FOR RELIEF 74. Ms. Pajak requests that Defendants be required to appear and answer, and that, upon ?nal hearing, Ms. Pajak have judgment against Defendants, jointly and severally, a. for money damages (including compensatory damages, adverse tax consequences, attorneys? fees, expenses, exPert witness fees, and punitive damages), 1). an order of reinstatement if the Court rules it to be appropriate (although Ms. Pajak contends that such reinstatement under the circumstances present in this lawsuit would be futile and inappropriate and subject her to further retaliation), c. prej udgment interest as provided for by law, (1. and such other relief to which Ms. Pajak may be justly entitled. Dated this 15th day ofJuly, 2019 ?Nb ?il tattoo nits-tits H151 or D. PAJAK By Counsel, R?obert M. Steptoe, Jr. (WV Bar P11033305) Larry J. Rector (WV Bar No. 6418) Allison B. Williams (W Bar No. 11329) STEPTOE JOHNSON PLLC 400 White Oaks Boulevard Bridgeport, WV 26330 (304) 933-81 51 (telephone) (304) 933?8753 (facsimile) Email: Counseffar Plaintiff 19 33459402 Case Document 1-1 Filed 08/19/19 Page 22 of 30 PageID 31 IN THE CIRCUIT COURT OF HARRISON COUNTY, WEST VIRGINIA D. PAJAK, Plaintiff, V- CIVIL ACTION N0. 2019-13- He (H3 3- 3 UNDER ARMOUR, INC, UNDER ARMOUR RETAIL, me, and BRIAN BOUCHER, Defendants. CIVIL SUMMONS T0: Under Armour, Inc. clo CT Corporation System 1627 Quarrier Street Charleston, WV 2531l2 IN THE NAME OF THE STATE OF WEST VIRGINIA, you are hereby summoned and required to serve upon Robert M. Steptoe, 11:, Larry J. Rector, Allison B. Williams and Bonnie J. Thomas, Plaintiff's attorneys, whose address is Steptoe Johnson PLLC, 400 White Oaks Boulevard, Bridgeport. West Virginia 26330, an Answer, including any related Counterclairn you may have, to the Complaint ?led against you in the above-styled civil action, a true copy of which is herewith delivered to you. You are required to serve your answer within thirty (30) days after service of this Civil Summons upon you, exclusive of the day of service. If you fail to do so, judgment by default will be taken against you for the relief demanded in the Complaint and you will be thereafter barred from asserting in another action any claim you may have which must be asserted by Counterclaim in the above-styled action. CLERK OF COURT Dated: 343633 5. I Case Document 1-1 Filed 08/19/19 Page 23 of 30 PageID 32 IN THE CIRCUIT COURT OF HARRISON COUNTY, WEST VIRGINIA D. PAJAK, Plaintiff, V- CIVIL ACTION No. 2019 c- 3 3* UNDER ARMOUR, INC, 19 UNDER ARMOUR RETAIL, INC, and BRIAN BOUCHER, Defendants. CIVIL SUMMONS TO: Brian Beecher 52 Overton Road Windham, NH 03037 IN THE NAME OF THE STATE OF WEST VIRGINIA, you are hereby summoned and required to serve upon Robert M. Steptoe, Jr., Larry J. Rector, Allison B. Williams and Bonnie J. Thomas, Plaintiff's attorneys, whose address is Steptoe at Johnson PLLC, 400 White Oaks Boulevard, Bridgeport, West Virginia 26330, an Answer, including any related Counterclaim you may have, to the Complaint ?led against you in the aboveestyled civil action, a true copy of which is herewith delivered to you. You are required to serve your answer within twenty (20) days after service of this Civil Summons upon you, exclusive of the day of service. If you fail to do so, judgment by default will be taken against you for the relief demanded in the Complaint and you will be thereafter barred from asserting in another actiOn any claim you may have which must be asserted by Counterclaim in the above-styled action. CLERK OF COURT 1W Dated: 9'4 Criq 84868] 1. I Case Document 1-1 Filed 08/19/19 Page 24 of 30 PagelD 33 IN THE CIRCUIT COURT OF HARRISON COUNTY, WEST VIRGINIA D. PAJAK, Plaintiff, V- CIVIL ACTION N0. 2019-0 3 - UNDER ARMOUR, INC, MIC 33 UNDER ARMOUR RETAIL, INC, and BRIAN BOUCHER, Defendants. QIVIL SUMMONS T0: Under Armour Retail, Inc. Clo Thomas J. Sippel 98 Church Street Roekville, Ml) 20850 IN THE NAME OF THE STATE OF WEST VIRGINIA, you are hereby summoned and required to serve upon Robert M. Steptoe, Jr-, Larry J. Rector, Allison B. Williams and Bonnie J. Thomas, Plaintiff?s attorneys, whose address is Steptoe 3: Johnson PLLC, 400 White Oaks Boulevard, Bridgeport, West Virginia 263 30, an Answer, including any related Counterclaim you may have, to the Complaint ?led against you in the above-styled civil action, a true copy of which is herewith delivered to you. You are required to serve your answer within thirty (30) days after service of this Civil Summons upon you, exclusive of the day of service. If you fail to do so, judgment by default will be taken against you for the relief demanded in the Complaint and you will be thereafter barred from asserting in another action any claim you may have which must be asserted by Counterclaim in the above-styled action. 099mm 4?.Wmm CLERK OF COURT Dated: (7'4 Lrlci 848684 6. Case Document 1-1 Filed 08/19/19 Page 25 of 30 PageID 34 - I EP I OE 400 White Oaks Boulevard Writer's Contact Information Bridgeport. WV 26330 OHNSON (304) 933-8000 (304) 933-8183 Fax Phone: (304) 933-8151 . E-mail Address' ATT 0 RN Y5 AT LAW July 31,2019 Albert Marano. Clerk Circuit Court of Harrison County Harrison County Courthouse 301 W. Main Street Clarksburg WV 26301 Re: I). Pajak v. Under Armour, Inc., et :11. Civil Action No. l9-C-183-3 Dear Mr. Marano: Enclosed please find ?Proof of Service? in the above-referenced matter. Please mark this document ??led? and place it in the appropriate Court file. Thank you for your assistance in this matter. If you should have any questions, please do not hesitate to contact me. Very tru yours, 3 1 6? r! . Larry J. Rectu 2.. LJ R/mal :0 Enclosure 68416000001 3 85313011 \an/eminiq 0 Chin Kentuckv - 0 Texas Colorado sexingunmu Case Document 1-1 Filed 08/19/19 Page 26 of 30 PageID 35 Civil Action No; l9-C-183?3 Harrison County, West Virginia PRQOF OF SERVICE SERVED DATE: duty 24, 2019 at 8:35 a.m. PLACE: 52 Overton Road, Windham, NH DOCUMENTS SERVED: SERVED ON: Brian Boucher MANNEROFSERVICE: In hand to wife, Christine SERVED BY: Rona} Bertheim Process Server DECLARATION OF SERVER I declare under; penalty of perjury under the laws of the State of New Hampshire that the foregoing infom?tation' contained in this Proof of Service is true and correct. Executed on: d. July 24. 2019 or simmer. 2523 Pteasant Street, Methuen. MA 01844 ADDRESS OF SERVER STATE OF Massachusetts COUNTY OF Essex .to-wil: The foregoing ?Proof of Service? was acknowledged before me this of am 2019, by Rona'l Bertheim 7 $3 My commission expires: 5(15l16 :3 gotary Public 3 Christine Canup CHRISTINE A. CANIJP 9" Notary Public Commonwealth of ?uted-mum My Commission lupin: May 15. me ATTN: Laurie Smith Case Document 1-1 Filed 08/19/19 Page 27 of 30 PagelD 36 Of?ce of th?erSecr?tary of State Building 1?Suite 157-K 1900 Kanawha E. Charleston. WV 25305 Mao Warner Secretary of State State of West Virginia PhonE 30 less-soon ?'38 43633 it nline: .mcom Donald L. Koop Harrison County Courthouse 301 W. Main St. Suite 301 Clarksburg. WV 26301-2967 1 1.31103 1 H191 ti bred Control Number: 242051 Agent: C. T. Corporation System Defendant: UNDER ARMOUR. County: Harrison 1627 QUARRI ER ST. . CHARLESTON. wv 25311-2124 US Civil Actlon- 1943-183 Certl?ed Number: 92148901 125134100002552531 Service Date: it18i2019 I am enclosing: 1 summons and complaint which was served on the Secretary at the State Capitol as your statutory attomey-ln-fact. According to law. I have accepted service of process in the name and on behalf of your corporation. Please note that this o?ice has no connection whatsoever with the enotosed documents other than to accept service of process in the name and on behetf of your corporation as your ettorney?in-faot. Piease address any questions about this document directty to the court or the pteintitt?s attorney, shown in the enclosed paper. not to the Secretary of State 5 office. Sincerely, 77/? z/W Mao Warner Secretary of State Case Document 1-1 Filed 08/19/19 Page 28 of30 PageID 37 1. IN THE CIRCUIT COURT OF HARRISON COUNTY, WEST VIRGINIA o. PAJAK, Plaintiff, Va CIVIL ACTION NO. 2019-C- {Ct- o?xsis- 3 UNDER ARMOUR, INC, UNDER ARMOUR RETAIL, INC, and BRIAN BOUCHER, Defendants. - rif' ?5 Jen: CIVIL SUMMONS a . z: H1?g a T0: Under Armour, Inc. 5. 1'12 do CT Corporation System It? ?g 162? Quarrier Street in Charleston, WV 253112 99 THE NAME OF THE STATE OF WEST VIRGINIA, you are hereby summoned and required to serve upon Robert M. Steptoe, In, Larry J. Rector, Allison B. Williams and Bonnie J. Thomas, Plaintiffs attorneys, whose address is Steptoe 3: Johnson PLLC, 400 White Oaks Boulevard, Bridgeport, West Virginia 26330, an Answer, including any related Counterclaim you may have, to the Complaint ?led against you in the above-styled civil . action;- a true .copy ofwhich IS herewith delivered to you. You are required to serve your answer w1th1n -tlnr?y (30) days after service of this Civil Summons upon you, exclusive of the day of I .H: service fit, you fail to do so, judgment by default will be taken against you for the relief dcmandedan the _Complaint and you will be thereafter barred from asserting in another action 5? - any claiin you may have which must be asserted by Counterolaim' 1n the above- styled action mam CLERK OF COURT . .. Dated: qri (D?lq 1' [l .. 131:.- -I II I 3436835J - Case Document 1-1 Filed 08/19/19 Page 29 of 30 PagelD 38 - STEPTOE 400 White Oaks Boulevard Writer's Contact Information Bridgeport. WV 26330 JOHNSON Wm (304) 93343183 Fax Phone: (304) 933?8151 Fax: (304)933-8753 E-mail Address: A TT 0 A A August 2, 2019 VIA HAND-DELIVERY Albert Marano, Clerk Circuit Court of Harrison County Harrison County Courthouse 301 W. Main Street Clarksburg WV 26301 Re: D. Pajak v. Under Armour, Inc., et al. Civil Action No. 19-C-183-3 Dear Mr. Marano: Enclosed please ?nd ?Proof of Service? in the above-referenced matter. Please mark this document ??led? and place it in the appropriate Court tile. Thank you for your assistance in this matter. If you should have any questions, please do not hesitate to contact me. Very tru ,1 yours, L53 1 - 37.: ll"; F: any J. Rector :33 CC: I 11:. LJ R/mal Enclosure 6841600000] 99 iJ- 37' .0 8543061 .1 Weerirtrinia 0 Ohio Kentucky 0 Texas Colorado 5 IE5 .B A. Lat; . . Ca$e Document 1-1 Filed 08/19/19 Page 30 of 30 PageID 39 Civil Action No.: Harrison County. West Virginia PROOF OF SERVICE 98 Cinch Strul Rockv?l. ?020850 SERVED (gurgling, 5ij $33 [albnnaupn Statement. le Summon-a SERVFIJHN "10:an 3:pr kvu'v Wt . 5 to?! Jar- TITIF . PmnSuw .- .. OF SERVER I declare under penalty of perjury under the laws of the State of Maryland mm the foregoing ml?umtallun in this Proof of Sewncc l5 and correct. Executed un. slummah or SERVER 2047 77mm CT mni'rss smrn' STATE or MARYLAND. COUNTY OF Cm n3! 1 . m-wn: The "Pmul'uf Service" was ackno?edgcd beforc mi: Il?lls ELEV i; LOUD .30an . 3g? @ng 202.2. a? ??Il?slgl?m, 7 a Nahum \l ?l?o'irimuw?s9) Pubhc .23 ?074115, If, =5 ?Hf ?until": '3 u: I {Wham If?. in?rm Case Document 1-2 Filed 08/19/19 Page 1 of 2 PageID 40 IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF WEST VIRGINIA D. PAJAK, Plaintiff, v. CIVIL ACTION N0. UNDER ARMOUR, INC, UNDER ARMOUR RETAIL, INC, and BRIAN BOUCHER, Defendants. DECLARATION OF LOREN PEARL CITY OF BALTMORE, STATE OF I. My name is Loren Pearl and I am currently employed by Under Armour, Inc. as its Vice President, Global Tax. My business address is 2601 Port Covington Drive, Baltimore, MD 21230. 2. I am over the age of 13 and have personal howledge of the facts contained in this Declaration or have obtained knowledge of these facts through the regular course of business. 3. Under Armour, Inc. and Under Armour Retail, Inc. are comerations established under the laws of Maryland, and both corporations have their principal places of business located in Baltimore, Maryland. 4. Both Under Armour, Inc. and Under Armour Retail, Inc?s corporate headquarters and executive of?ces, where its senior of?cers direct, control, and coordinate signi?cant corporate decisions, are located in Baltimore Maryland. EXHIBIT 4323-2127?1969? I Case Document 1-2 Filed 08/19/19 Page 2 of 2 PageID 41 5. Most of Under Armour, Inc. and Under Armour Retail, Inc.?s executive and administrative ?mctions, including corporate ?nance, payroll, human resources, and information technology, are directed from Baltimore, Maryland. These functions are n_ot located in West Virginia. 6. Under Annour Retail, Inc. does not maintain any retail operations in West Virginia, and only employs a handful of people who live in West Virginia. In 2018, Under Amour Retail, Inc. never employed more than ten employees who lived in West Virginia. 7. Aside from wholesale distribution, Under Armour, Inc. does not have any operations in West Virginia. In 2018, Under Amour, Inc. only employed one person who resided in West Virginia. 8. I certify under penalty of perjury that the foregoing is true and correct. Executed on this 19th day August, 2019. (. L- Loren Pear 4823-2127-1969.v1 RECEIVED ON 8/19/19 Keeley Case 1:19-cv-00160-IMK Document 1-3 Filed 08/19/191:19-CV-160 Page 1 of 1Judge PageID #: 42