Carroll v. Guardant Health, Inc.

• Decision Date: 05 January 2021
• Docket Number: Civil Action No. 20-3183
• Parties: Bill CARROLL v. GUARDANT HEALTH, INC.
• Court: U.S. District Court — Eastern District of Pennsylvania

511 F.Supp.3d 623

Bill CARROLL

v.GUARDANT HEALTH, INC.

Civil Action No. 20-3183

United States District Court, E.D. Pennsylvania.

Filed January 5, 2021

Edward T. Fisher, Francine Friedman Griesing, Melissa Hazell Davis, Griesing Law LLC, Philadelphia, PA, for Bill Carroll.

Brian K. Nagatani, Mary Wang, Hixson Nagatani LLP, Santa Clara, CA, Denise M. Keyser, Tara L. Humma, Ballard Spahr LLP, Cherry Hill, NJ, for Guardant Health, Inc.

MEMORANDUM

KEARNEY, District Judge

Employment discrimination arises in many forms. We today address discrimination claims and evidence adduced by a fifty-seven-year-old sales executive fired by his employer after weeks on the job. The employer now seeking judgment as a matter of law dismissing a terminated employee's discrimination claims must demonstrate no genuine issue of material fact. We are often called upon to decide whether the employer's stated reason for terminating the employee is pretext, or a cover-up, for discrimination against the employee based on his age or gender. We are not a super-personnel oversight department second-guessing an employer's decision. But we must refer credibility decisions on genuine issues of material fact to trial if we find demonstrated inconsistencies in the employer's practices which could suggest disparate treatment of the former sales executive. We do so today as to the sales executive's claim for discrimination based on his age.

Our issue arises from a national medical testing employer with a uniform human resources policy firing an at-will fifty-seven-year-old sales executive within weeks of recruiting him. His performance over his first weeks played no role in his firing. The employer fired him only because co-workers quoted him as asking, "what the f*** is Lesli's problem?" and referring to women co-workers as "gals" or "f***ing chicks." The sales executive claims he never said these words. He swears the male and female co-workers lied because they did not like him as the new guy recruited and mentored by the employer's influential chief medical director. The parties do not tell us when he allegedly made these statements or when they reported these statements to their supervisors. The sales executive's male supervisor and others investigated the alleged statements shortly after his colleagues exchanged text messages critical of the sales executive. The supervisor shortly thereafter decided to fire him. The parties dispute whether the supervisor made his decision without affording him an independent investigation, an opportunity to specifically address the challenged remarks, or imposing less severe corrective action seemingly consistent with discipline under the employer's policy and past investigations of similarly situated men for gender-based physical and verbal harassment directed at women.

Following discovery, the adduced evidence confirms the employer did not similarly fire at least three younger males for their disputed physical and verbal harassment of female employees. It instead investigated the contradicted charges, prepared internal memoranda, and issued warnings or counseling consistent with its human resources policy. While true the investigated younger males worked for different departments with different supervisors, the employer required all employees be similarly subject to the same standards and training to ensure a full, fair and proper investigation of gender-based harassment claims against co-workers.

The sales executive adduces genuine issues of material fact as to whether his former employer discriminated against him on the basis of his age on a disparate treatment theory. The sales executive otherwise does not offer genuine issues of material fact precluding summary judgment as a matter of law dismissing his claims for: retaliation on the basis of his age; discrimination or retaliation on the basis of his sex; breach of contract; fraudulent inducement; defamation; and tortious interference with contractual relations.

I. Undisputed Facts¹

Bill Carroll is a fifty-seven-year-old man experienced in biotechnology and pharmaceutical sales.² Mr. Carroll worked as a Senior Regional Sales Director, Northeast-Midwest for Veracyte, Inc. in early 2019.³ Mr. Carroll earned between $350,000 to $400,000 in Veracyte stock options by early 2019.

In spring 2019, Richard B. Lanman, Jr., M.D., Chief Medical Officer of Guardant Health, Inc., contacted Mr. Carroll regarding a position at Guardant.⁴ Guardant, a precision oncology company, developed a blood test to enable timely therapy selection for cancer

patients.⁵ Dr. Lanman knew Mr. Carroll from their twenty-year friendship, including working together at Veracyte, and Mr. Carroll considered Dr. Lanman a mentor.⁶

On Dr. Lanman's recommendation, Mr. Carroll flew to Texas and interviewed for the Regional Sales Director position at Guardant.⁷ Mr. Carroll interviewed with Steven Collora, Vice President of United States Oncology Sales.⁸ Mr. Collora told Mr. Carroll he "[saw] the company going a long way"; "he's building a team that's going to last"; and "we're going to be here for a while."⁹ He also "sold [Mr. Carroll] on ... the future of the company," and told Mr. Carroll "the company would be better with [him], and that's why he wanted to get [him] in."¹⁰ Mr. Carroll made clear to Guardant he would not leave Veracyte, including $350,000 to $400,000 in existing stock options, to take a position with Guardant unless "they" assured him of a long-term opportunity, and he told Danielle Usilton, National Sales Director, he wanted to be "100 percent certain" he had a position at Guardant before resigning from Veracyte.¹¹ Mr. Collora and Ms. Usilton led him to believe Guardant wanted him to be part of the company "long-term" and help grow Guardant over the next decade.¹² Mr. Carroll claims Guardant, through Mr. Collora's and Ms. Usilton's comments during the interview process, fraudulently induced him to leave his position at Veracyte to accept the Regional Sales Direction position at Guardant.

Mr. Carroll signs Guardant's Employee Handbook ten days before resigning from Veracyte.

In late May or early June 2019, Mr. Carroll reviewed Guardant's Employee Handbook, which included an employee acknowledgment section confirming, among other things:

• he received the Employee Handbook and is responsible for reading it and complying with its policies;

• the Employee Handbook provides "guidelines only and are not intended to create any contractual rights or obligations, express or implied ...";

• his "employment with [Guardant] is at-will and not guaranteed for a specified length of time and can be terminated at any time, for any reason or for no reason, with or without cause or notice, by me or the company." • "no statements or representations regarding my employment can alter this policy."

• "this Acknowledgment contains a full and complete statement of the agreements and understandings that it recites, that no one has made any promises or commitments to me contrary to the foregoing, and that this Acknowledgment supersedes all previous agreements, whether written or oral, express or implied, relating to the subjects covered in this Acknowledgment."¹³

Mr. Carroll signed the employee acknowledgment on June 3, 2019.¹⁴ As Mr. Carroll's counsel admitted during oral argument, Mr. Carroll signed the Acknowledgment confirming a potential position as an at-will executive approximately ten days before he resigned from Veracyte.

Guardant's Employee Handbook signed by Mr. Carroll before he resigned from Veracyte and weeks before accepting employment with Guardant contains a section entitled "Reporting and Investigating Harassing Conduct" providing, in part:

• incidents of harassment should be reported to Human Resources, which is responsible for investigating harassment complaints;

• every reported complaint of harassment will be investigated thoroughly and promptly;

• the investigation will include an interview of the employee who lodged the harassment complaint to obtain complete details regarding the alleged harassment, and interviews of anyone who is alleged to have committed the acts of harassment to respond to the claims as well as interviews of employees who may have witnessed, or who may have knowledge of, the alleged harassment;

• Human Resources, or other company official responsible for the investigation, will notify the employee who lodged the harassment complaint of the results of the investigation; and

• the investigation will be handled in as confidential a manner as possible consistent with a full, fair, and proper investigation.¹⁵

Guardant offers Mr. Carroll employment as an at-will Sales Director.

Following background checks, Guardant offered Mr. Carroll the position of Guardant Regional Sales Director reporting to National Sales Director Danielle Usilton on June 26, 2019.¹⁶ Guardant's offer detailed, among other items, Mr. Carroll's salary and benefits and confirmed his June 3, 2019 understanding of at-will employment, specifying: employment with Guardant is "for no specified period and constitutes at-will employment" terminable by either party; Guardant "is free to conclude its employment relationship with you at any time, with or without cause, and with or without notice"; and "[t]his policy of at-will employment is the final and entire agreement as to how your employment may be terminated and may only be modified in an express written agreement signed by the Chief Executive Officer of the Company that expressly changes your at-will status."¹⁷ Mr. Carroll signed the offer confirming his acceptance on June 27, 2019.¹⁸

Mr. Carroll begins his position as Regional Sales Director .

Mr. Carroll began working for Guardant as Regional Sales Director on July 15, 2019.¹⁹ He became Guardant's oldest Regional Sales Director on the team.²⁰ As Regional Sales Director, Guardant expected Mr. Carroll to manage five sales team members consisting of one man and five women: Joe Bianco; Pam Olsen; Kim Johnson, Candace Steed,...