Ronaldson v. Nat'l Ass'n of Home Builders

• Decision Date: 18 November 2020
• Docket Number: Civil Action No. 19-1034 (CKK)
• Citation: 502 F.Supp.3d 290
• Parties: Christina RONALDSON, Plaintiff, v. NATIONAL ASSOCIATION OF HOME BUILDERS, Defendant.
• Court: U.S. District Court — District of Columbia

502 F.Supp.3d 290

Christina RONALDSON, Plaintiff,

v.NATIONAL ASSOCIATION OF HOME BUILDERS, Defendant.

Civil Action No. 19-1034 (CKK)

United States District Court, District of Columbia.

Signed November 18, 2020

Robert C. Seldon, Charlene Bofinger, Molly E. Buie, Seldon Bofinger & Associates, P.C., Washington, DC, Omar Vincent Melehy, Melehy & Associates LLC, Silver Spring, MD, for Plaintiff.

Daniel E. Farrington, Fisher & Phillips LLP, Bethesda, MD, Samantha Sherwood Bononno, Fisher & Phillips, Philadelphia, PA, Theresa M. Connolly, Fisher & Phillips, Arlington, VA, Yoora Pak, Wilson Elser Moskowitz Edelman & Dicker, LLP, McLean, VA, Maryan Alexander, Wilson, Elser, Moskowitz, Edelman & Dicker, LLP, Baltimore, MD, for Defendant.

Memorandum Opinion

COLLEEN KOLLAR-KOTELLY, United States District Judge In her Amended Complaint, Ms. Christina Ronaldson ("Plaintiff") asserts claims against her former employer, National Association of Home Builders ("NAHB" or "Defendant"), under the District of Columbia Wage Payment and Collection Law, D.C. Code §§ 32–1301 et seq. , ("DCWPCL"), and the common law doctrine of unjust enrichment. As discussed herein, Ms. Ronaldson's claims focus on the size of her 2016 incentive commission from NAHB and the method by which NAHB calculated that incentive commission. NAHB has now moved to dismiss Ms. Ronaldson's DCWPCL and unjust enrichment claims as a matter of law under Federal Rule of Civil Procedure 12(b)(6), or, in the alternative, Federal Rule of Civil Procedure 12(c). See Def.’s Mot., ECF No. 43.

Upon consideration of the briefing, the relevant authorities, and the record as a whole,¹ the Court GRANTS NAHB's motion as to Ms. Ronaldson's DCWPCL claim in Count I of the Amended Complaint and DISMISSES that claim WITH PREJUDICE . See Am. Compl. ¶¶ 37–53. The Court, however, DENIES NAHB's motion to dismiss Ms. Ronaldson's claim for unjust enrichment in Count II of the Amended Complaint. See id. ¶¶ 54–59.

I. BACKGROUND

"NAHB is a non-profit organization with over 140,000 members that engages in wide-ranging activities with the overall purpose of promoting home ownership and home building." Am. Compl. ¶ 1. NAHB's "members are responsible for approximately 80% of new single-family home construction annually in the United States." Id. Of note in this case, NAHB generates revenue "in a variety of ways which include ... membership dues and contributions, advertisements in NAHB publications and at NAHB events, licenses of NAHB logos and intellectual property, and sponsorships of NAHB events and programs." Id. ¶ 2.

Beginning in December 2009, Christina Ronaldson began working at NAHB "as the Director of NAHB's revenue-generating Affinity Programs." Id. ¶ 1; see also id. ¶ 16. "The Affinity Programs generated revenue for NAHB by payments of flat fees and percentages of sales of products and services through [NAHB] partnerships." Id. ¶ 3. As director of the Affinity Programs, "Ms. Ronaldson was responsible for generating revenue for NAHB by creating national partnerships between NAHB and corporations with significant financial interests in the home building industry by marketing products and services to NAHB members, including builders, contractors and sub-contractors, and banks." Id. Plaintiff alleges that she was successful in her role as the Affinity Programs director. In particular, she alleges that NAHB gave her a positive employee review in 2015, in recognition of "the complexity of the programs she manage[d] and of the efforts she put forth to ensure their success." Id. ¶ 18. Plaintiff's 2015 NAHB review also noted that she "work[ed] diligently with [NAHB] affinity vendors" and promoted "a professional NAHB image." Id.

Throughout her tenure with NAHB, Plaintiff's compensation "comprised ... a base salary and an Incentive Compensation Plan" (the "Incentive Plan"). Id. ¶ 4; see also id. ¶ 16. Under her annual Incentive Plans, Plaintiff had the opportunity to receive an incentive commission "based on a formula tied to Affinity Department annual net revenue goals set by NAHB in advance of each year." Id. ¶ 4. More specifically, NAHB would pay Plaintiff an incentive commission "when Affinity Programs net revenue" for the prior year "reached 90% of its projected target," and an even larger commission "when net revenue reached or exceeded 100% of NAHB's projected target" for the year. Id. ¶ 22; see also Pl.’s Opp'n, Att. C at Ex. I (2016 Incentive Plan). In calculating these annual revenue totals, NAHB allegedly employed an "accrual-based" accounting system, which recognized revenue for the fiscal year "in which the income is earned," irrespective of whether the customer had paid for the product or service rendered in that same fiscal year. Id. ¶¶ 24–25.

Plaintiff's present claims against NAHB arise from a dispute regarding the calculation of Plaintiff's 2016 incentive commission. In their motion papers, both Plaintiff and Defendant have attached a copy of the operative 2016 Incentive Plan, which states that "[m]anagement reserves the right to amend, modify, or discontinue the Incentive Plan at any time." Pl.’s Opp'n, Att. C at Ex. I (2016 Incentive Plan); see also Def.’s Mot., Ex. 1 (2016 Incentive Plan). Nonetheless, Plaintiff alleges that her 2016 incentive commission was too low, because NAHB did not calculate her commission based upon the "gross revenue of approximately $2,758,562.00 that [she] generated for Affinity Programs in 2016, but rather a lower figure." Am. Compl. ¶ 42. Namely, Plaintiff alleges that NAHB did not account for the sales revenue she generated in 2016 through an annual royalty payment received from Lowe's for the use of NAHB intellectual property. See id. ¶¶ 23, 45. Plaintiff asserts that the 2016 revenue from this Lowe's sale alone was no less than $879,028.80, see id. ¶ 24, and alleges that her 2016 incentive commission from the Lowe's sale, by itself, should have totaled at least $46,149.01, see id. ¶ 47. According to Plaintiff, however, NAHB did not consider the Lowe's sale when calculating her 2016 incentive commission. See id. ¶ 45. In sum, Plaintiff alleges that her 2016 incentive commission, received on June 27, 2017, did not reflect the full value of the revenue she had generated for NAHB in 2016. See id. ¶ 49.

NAHB ultimately terminated Plaintiff on August 18, 2017 because "she supposedly did not communicate effectively with NAHB staff and vendors." Id. ¶ 31. Plaintiff, however, alleges that her termination was pretextual. See id. ¶¶ 31–36. And even after her termination, Plaintiff allegedly did not receive any additional incentive commission payments to reflect the revenue earned from the 2016 Lowe's sale. Id. Consequently, Plaintiff now alleges that "[b]y failing to pay [her] the incentive bonus or commission due her on the Lowe's sale in 2016 alone in an amount not less than $46,149.01, [NAHB] violated the [DCWPCL]." Id. ¶ 50. Plaintiff also asserts a common law claim for unjust enrichment. Therein, she alleges that NAHB unjustly retained a financial benefit from the 2016 revenue she generated and, correspondingly, withheld a fair commission from her on that revenue. See id. ¶¶ 54–59.

In turn, NAHB has now moved to dismiss Plaintiff's operative complaint under Federal Rule of Civil Procedure 12(b)(6), or, in the alternative, Federal Rule of Civil Procedure 12(c), arguing that Plaintiff's claims for relief under the DCWPCL and the doctrine of unjust enrichment both fail as a matter of law. See Def.’s Mot. at 1–2. The briefing on Defendant's motion, which includes Plaintiff's sur-reply briefing, see Pl.’s Sur-Reply, ECF No. 64, has now closed. Accordingly, Defendant's motion is now ripe for this Court's review.

II. LEGAL STANDARD

The Federal Rules of Civil Procedure require that a complaint contain " ‘a short and plain statement of the claim showing that the pleader is entitled to relief,’ in order to ‘give the defendant fair notice of what the ... claim is and the grounds upon which it rests.’ " Bell Atl. Corp. v. Twombly , 550 U.S. 544, 555, 127 S.Ct. 1955, 167 L.Ed.2d 929 (quoting Conley v. Gibson , 355 U.S. 41, 47, 78 S.Ct. 99, 2 L.Ed.2d 80 (1957) ). Although "detailed factual allegations" are not necessary to withstand a Rule 12(b)(6) motion to dismiss, to provide the "grounds" of "entitle[ment] to relief," a plaintiff must furnish "more than labels and conclusions" or "a formulaic recitation of the elements of a cause of action." Twombly , 550 U.S. at 555, 127 S.Ct. 1955. Instead, a complaint must contain sufficient factual matter, accepted as true, to "state a claim to relief that is plausible on its face." Id. at 570, 127 S.Ct. 1955. "A claim has facial plausibility when the plaintiff pleads factual content that allows the court to draw the reasonable inference that the defendant is liable for the misconduct alleged." Ashcroft v. Iqbal , 556 U.S. 662, 678, 129 S.Ct. 1937, 173 L.Ed.2d 868 (2009) (citing Twombly , 550 U.S. at 556, 127 S.Ct. 1955 ).

In evaluating a Rule 12(b)(6) motion to dismiss for failure to state a claim, a court must construe the complaint in a light most favorable to the plaintiff and must accept as true all reasonable factual inferences drawn from well-pled factual allegations. Erickson v. Pardus , 551 U.S. 89, 93, 127 S.Ct. 2197, 167 L.Ed.2d 1081 (2007) ; In re United Mine Workers of Am. Employee Benefit Plans Litig. , 854 F. Supp. 914, 915 (D.D.C. 1994). However, a plaintiff must provide more than just "a sheer possibility that a defendant has acted unlawfully." Iqbal , 556 U.S. at 678, 129 S.Ct. 1937. Where the well-pled facts set forth in the complaint do not permit a court, drawing on its judicial experience and common sense, to infer more than the "mere possibility of misconduct," the complaint has not shown that the pleader is entitled to relief. Id. at 679, 129 S.Ct. 1937. Under Rule 12(b)(6), a court is limited to considering the facts alleged in the complaint, any documents attached to or incorporated in the complaint, matters...