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United States Court of Appeals for the First Circuit
July 13, 2022, Decided
[*44] LYNCH, Circuit Judge. This interlocutory appeal from the denial of summary judgment turns on an issue of law: the proper interpretation of the whistleblower protection provision, Section 1514A, of the Sarbanes-Oxley Act. See 18 U.S.C. § 1514A. ] That provision limits protection under Sarbanes-Oxley to whistleblower claims about "a violation of [*45] section 1341, 1343, 1344, or 1348, any rule or regulation of the Securities and Exchange Commission, or any provision of Federal law relating to fraud against shareholders." Id. at § 1514A(a)(1).
Plaintiff Earl Donald Baker is a former employee of Smith & Wesson ("S&W") who sued S&W asserting a claim under Section 1514A for whistleblower retaliation. Baker concedes that his whistleblowing did not involve a violation of any enumerated statute or "any provision of Federal law relating to fraud against [**2] shareholders."1 He also concedes that his claim of purported wrongdoing was not based on a Securities and Exchange ("SEC") rule or regulation. Rather, his argument is that the phrase "any rule or regulation of the Securities and Exchange Commission" also refers to statutes within the enforcement power of the SEC. Baker's particular whistleblower claim is based on an alleged violation of 15 U.S.C. § 78m(b)(2), (5), a Foreign Corrupt Practices Act ("FCPA") provision.
After the completion of discovery, S&W moved for summary judgment and argued, inter alia, that Baker's actions did not fall within any of the definitions of protected activity under Section 1514A. The district court interpreted the statute differently and denied S&W's motion for summary judgment as to the whistleblower retaliation claim.
On interlocutory appeal, we reverse the district court's denial of summary judgment as to the Section 1514A claim and remand with instructions to the district court to enter summary judgment in favor of S&W.
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40 F.4th 43 *; 2022 U.S. App. LEXIS 19296 **
EARL DONALD BAKER, Plaintiff, Appellee, v. SMITH & WESSON, INC., f/k/a Smith & Wesson Corp., Defendant, Appellant.
Prior History: [**1] APPEAL FROM THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF MASSACHUSETTS. Hon. Mark G. Mastroianni, U.S. District Judge.
regulation, shareholders, protected activity, federal law, whistleblower, summary judgment, federal statute, district court, retaliation, parties, argues
Business & Corporate Compliance, Whistleblower Protection Act, Scope & Definitions, Protected Activities, Civil Procedure, Standards of Review, Harmless & Invited Errors, Invited Errors Doctrine, Appeals, Reviewability of Lower Court Decisions, Preservation for Review, Appellate Jurisdiction, Interlocutory Orders, De Novo Review, Governments, Legislation, Interpretation, Labor & Employment Law, Evidence, Burdens of Proof, Courts, Judicial Precedent