TABLE OF CONTENTS

......................................................................................................... Page(s)

TABLE OF AUTHORITIES................................................................... ii

STATEMENT REGARDING ORAL ARGUMENT............................... 1

STATEMENT OF JURISDICTION........................................................ 1

STATEMENT OF THE ISSUES............................................................. 2

STATEMENT OF THE CASE

A. Factual Background........................................................................... 2

B. Procedural Background..................................................................... 13

1. Denial of Summary Judgment and Sanctions..................................... 14

2. Denial of Reconsideration................................................................. 17

3. Trial and Denial of Directed Verdict.................................................. 18

4. Denial of Fees and Costs................................................................... 19

STANDARD OF REVIEW.................................................................... 23

SUMMARY OF ARGUMENT.............................................................. 23

ARGUMENT......................................................................................... 26

I. The District Court Did Not Abuse Its Discretion in Denying Pelzer’s

Post-Trial Motion for Attorney’s Fees Under Title VII................... 27

A. Under this Court’s precedent, the district court acted well within

within its discretion in holding that plaintiffs’ suit was

not frivolous, unreasonable, or groundless...................................... 27

B. None of Pelzer’s arguments justify concluding that the district court

abused its discretion in denying the company attorney’s fees

in this case...................................................................................... 34

.........

1. Pelzer’s arguments based on the Commission’s litigation conduct

do not establish that the district court’s denial of fees was an

abuse of discretion.......................................................................... 35

2. Pelzer’s challenges to various district court rulings also do not show

that the district court abused its discretion in refusing to award

Pelzer attorney’s fees...................................................................... 39

II. The District Court Did Not Abuse Its Discretion in Not Awarding

Pelzer Attorney’s Fees Under Federal Rule of Civil Procedure 11.. 51

CONCLUSION...................................................................................... 53

CERTIFICATE OF COMPLIANCE...................................................... 54

CERTIFICATE OF SERVICE

ADDENDUM

Designation of Relevant Documents................................................ A-1

TABLE OF AUTHORITIES

Cases............................................................................................... Page(s)

Alyeska Pipeline Service Co. v. Wilderness Society,

421 U.S. 240 (1975).......................................................................... 27

Babb v. Maryville Anesthesiologists P.C.,

942 F.3d 308 (6th Cir. 2019).................................................. 36-37, 39

Blizzard v. Marion Technical College,

698 F.3d 275 (6th Cir. 2012)............................................................. 37

Braithwaite v. Timken Co.,

258 F.3d 488 (6th Cir. 2001)........................................................ 16, 33

Brooks v. Center Park Associates,

33 F.3d 585 (6th Cir. 1994).......................................................... 50-51

Christiansburg Garment Co. v. EEOC,

412 U.S. 412 (1978).................................................................... passim

Crawford v. Metropolitan Gov’t of Nashville & Davidson County, Tenn.,

555 U.S. 271 (2009).......................................................................... 45

Dubuc v. Green Oak Township,

312 F.3d 736 (6th Cir. 2002).................................................. 47, 48, 50

EEOC v. Great Steaks, Inc.,

667 F.3d 510 (4th Cir. 2012)............................................................. 30

EEOC v. New Breed Logistics,

783 F.3d 1057 (6th Cir. 2015)........................................................... 14

EEOC v. Peoplemark, Inc.,

732 F.3d 584 (6th Cir. 2013)............................................ 29, 34, 47-48

EEOC v. Total System Services, Inc.,

221 F.3d 1171 (11th Cir. 2000).................................................... 17, 18

Garner v. Cuyahoga County Juvenile Court,

554 F.3d 624 (6th Cir. 2009)........................................................ 31,42

Gilooly v. Missouri Department of Health & Senior Services,

421 F.3d 734 (8th Cir. 2005).................................................. 17-18, 38

Harris v. Forklift System, Inc.,

510 U.S. 17 (1993)............................................................................. 35

Hubbell v. FedEx SmartPost, Inc.,

933 F.3d 558 (6th Cir. 2019)........................................................ 41-42

Hughes v. Rowe,

449 U.S. 5 (1980)........................................................................ 30, 49

Johnson v. University of Cincinnati,

215 F.3d 561 (6th Cir. 2000)............................................................. 15

Jolivette v. Husted,

694 F.3d 760 (6th Cir. 2012)............................................................. 43

Jones v. The Continental Corp.,

789 F.2d 1225 (6th Cir. 1986)................................................ 28, 30, 48

Kasuri v. St. Elizabeth Hospital Medical Center,

897 F.2d 845 (6th Cir. 1990)........................................................ 50-51

Lowery v. Jefferson County Board of Education,

586 F.3d 427 (6th Cir. 2009)................................. 23, 29, 34, 43, 49-50

McDonnell Douglas Corp. v. Green,

411 U.S. 792 (1973)......................................................... 14, 31, 32, 40

Miami Valley Fair Housing Center, Inc. v. Connor Group,

725 F.3d 571 (6th Cir. 2013)........................................................ 29, 48

Moffat v. Wal-Mart Stores, Inc.,

624 F. App’x 341 (6th Cir. 2015)...................................................... 45

Newman v. Piggie Park Enterprises, Inc.,

390 U.S. 400 (1968).......................................................................... 28

Reeves v. Sanderson Plumbing Products, Inc.,

530 U.S. 133 (2000)........................................................................... 2

Rentz v. Dynasty Apparel Industry, Inc.,

556 F.3d 389 (6th Cir. 2009)............................................................. 23

Riddle v. Egensperger,

266 F.3d 542 (6th Cir. 2001)........................................................ 27-29

Roadway Express, Inc. v. Piper,

447 U.S. 752 (1980).......................................................................... 49

Seeger v. Cincinnati Bell Tel. Co., LLC,

681 F.3d 274 (6th Cir. 2012)............................................................. 41

Sensations, Inc. v. City of Grand Rapids,

526 F.3d 291 (6th Cir. 2008)........................................................ 42-43

Smith v. Chrysler Corp.,

155 F.3d 799 (6th Cir. 1998)............................................. 15-16, 24, 37

Smith v. Smythe-Cramer Co.,

754 F.2d 180 (6th Cir. 1985).................................................. 27-30, 51

Villa v. CavaMezze Grill, LLC,

858 F.3d 896 (4th Cir. 2017)............................................................. 38

Wasek v. Arrow Energy Services, Inc.,

682 F.3d 463 (6th Cir. 2012)......................................................... 32, 36

Wilson-Simmons v. Lake County Sheriff’s Dept.,

207 F.3d 818 (6th Cir. 2000)............................................................. 48

Statutes and Rules

28 U.S.C. § 1291..................................................................................... 1

28 U.S.C. § 1331..................................................................................... 1

28 U.S.C. § 1920.................................................................................... 20

42 U.S.C. § 1988.................................................................................... 50

Title VII of the Civil Rights Act of 1964,

42 U.S.C. § 2000e et seq............................................................. passim

42 U.S.C. § 2000e-3(a)............................................................ 1, 14, 32

42 U.S.C. § 2000e-5(f)(3)................................................................... 1

42 U.S.C. § 2000e-5(k)............................................................... passim

Federal Rule of Civil Procedure 11................... 2, 16, 22-23, 26, 38, 51-52

Federal Rule of Civil Procedure 54(d)(1)............................................... 20

Federal Rule Appellate Procedure 4(a)(1)(B).......................................... 1

Other Authority

EEOC Enforcement Guidance on Retaliation & Related Issues,

2016 WL 4688886 (Aug. 25, 2016)............................................. 32, 36

STATEMENT REGARDING ORAL ARGUMENT

The Equal Employment Opportunity Commission (“EEOC” or “Commission”) believes that oral argument is unnecessary in this case. This Court’s precedent makes it clear that the district court did not abuse its discretion when it determined that the Commission’s retaliation case was not frivolous, unreasonable, or groundless, and when it denied defendant attorney’s fees and costs on that basis. However, the Commission will gladly participate in oral argument to the extent the Court concludes that it might assist in understanding the arguments and facts.

STATEMENT OF JURISDICTION

This is an enforcement action brought by the EEOC against HP Pelzer Automotive Systems, Inc. (“Pelzer”), pursuant to Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 2000e-3(a) (“Title VII”). The district court had jurisdiction under, inter alia, 28 U.S.C. § 1331 and 42 U.S.C. § 2000e-5(f)(3). On March 20, 2019, the district court entered final judgment on a jury verdict against the EEOC. Judgment, R.204 PageID#2631. On March 2, 2020, the district court denied Pelzer’s post-judgment motion for attorney’s fees and costs. Fees-Decision, R.224 PageID##3778-3796. Pelzer timely appealed from that decision on March 12, 2020. See Notice-of-Appeal, R.225 PageID#3797; Fed. R. App. P. 4(a)(1)(B). This Court has jurisdiction under 28 U.S.C. § 1291.

STATEMENT OF THE ISSUES

1. Did the district court abuse its discretion in concluding that the Commission’s retaliation case was not frivolous, unreasonable, or groundless, and in denying defendant attorney’s fees under Title VII on that basis?

2. When the district court denied defendant’s request for attorney’s fees under Federal Rule of Civil Procedure 11, did it abuse its discretion by not affirmatively stating that it could have sua sponte ordered a show-cause hearing on the matter?

STATEMENT OF THE CASE

A. Factual Background[1]

In 2014, Pelzer opened a plant in Athens, Tennessee, to manufacture automobile components. Strange-Dep., R.70-5 PageID#719. Pelzer hired Eric Weiss as Plant Manager in December 2013 and Larry Strange as Human Resources Manager in June 2014. Weiss-Dep., R.70-13 PageID#753; Strange-Dep., R.70-5 PageID#716.

Estela Black applied for a job at the new plant in August 2014. Black-Dep., R.70-4 PageID##673, 708. Strange interviewed and hired her as a welder in early fall. Id. at PageID##671, 673.

On October 6, 2014, Black and some ten or twelve other new hires attended a one-day orientation. Black-Dep., R.72-1 PageID##990-991. During a short break in the presentations, Montieth-Dep., R.70-20 PageID#816, all of the employees except Black and another woman, Sarah Kennedy, left the room.[2] Black-Dep., R.70-4 PageID##674-675. While they were gone, Strange began discussing the new dress code, mentioning that the company would not permit employees to wear tank tops or undershirts sometimes known as “wife-beaters,” but would permit shorts. Black-Dep., R.70-4 PageID#710. On hearing these requirements, Black jokingly remarked, “I [don’t] want to see no crack.” Black-Dep., R.72-1 PageID#993. According to Kennedy, she and Black may have “chuckled” at the remark. Kennedy-Dep., R.72-8 PageID#1048; cf. Kennedy-Aff., R.70-23 PageID#825. However, according to Black, Strange responded, “[D]rop your pants. I’ll take a picture of you and use you as an example.” Black-Dep., R.70-4 PageID#675. Black said nothing. Id. At that point, employees began filtering back into the room. See Kennedy-Dep., R.72-8 PageID#1041.

Some days later, Black and other employees participated in noise level testing on the shop floor. Pelzer’s-Interrogatory-Responses, R.72-9 PageID#1056. As the employees were leaving the meeting, Black heard Strange say, “[T]he only way that you women understand is to be yelled at.” Black-Dep., R.72-1 PageID#997. Black identified a current employee, Katherine Morris, as a “witness” to that comment. Id.

Black initially did not tell anyone about Strange’s comments because the pants comment in particular was “embarrassing” and made her feel “degraded.” Black-Dep., R.72-1 PageID#998. Moreover, she was afraid to complain because she “needed the job” and “[Strange] was the man [who] had hired [her].” Id. at PageID#995. Under the company’s sexual harassment policy, employees who believe they have been the victim of sexual harassment were encouraged to complain to management. Policy, R.70-8 PageID##732-733. However, the policy also specified that if the company determines an employee has “purposefully falsified a claim of harassment,” she would be subject to discipline up to and including termination. Id.

Despite her initial reticence, on November 6 or 7, Black decided to tell her team leader, Stacey Wade, what Strange had said. See Black-Dep., R.72-1 PageID#995-996, 998. On hearing that the alleged harasser was the Human Resources Manager, Wade escalated the complaint up to the Plant Manager, Eric Weiss. Wade-Dep., R.70-12 PageID#746. Later that day, Black spoke to Weiss in his office, where she described the two incidents and other concerns. Black-Dep., R.70-4 PageID##675-78. At Weiss’s request, she identified Kennedy as a witness to the pants incident and Morris as a witness to the shop floor comment. Black-Dep., R.72-1 PageID#997. The record does not include any notes Weiss maintained of his discussion with Black. Weiss agreed to investigate.

The following week, during a break on November 13 or 14, Black saw Weiss on the production floor and asked him how the investigation was progressing. Black-Dep., R.72-1 PageID#1000. Responding that he “didn’t have time to look into it,” he complained that Black had “cornered him,” was “being confrontational,” and should go back to work (even though it was her break). Id.; see also Weiss-Dep., R.72-14 PageID#1085 (stating Black got “right into my face” wanting to know why the investigation was not complete). Because the company’s Chief Operating Officer, Stuart McRobbie, was in town visiting the plant at that time, Black asked Weiss if McRobbie knew what had happened, to which Weiss responded, “[N]o, and I’d rather you not go over my head.” Black-Dep., R.72-1 PageID#1000. Nevertheless, Black complained to McRobbie. Id. at PageID##1001-1003. McRobbie told Weiss to “professionally handle the investigation.” Weiss-Dep., R.70-13 PageID#754.

After speaking to McRobbie, Weiss contacted Lynn Schnepp, the Michigan-based Corporate Director of Human Resources, alerting her to the complaint. Schnepp-Dep., R.72-4 PageID#1025; Schnepp-Aff., R.70-30 PageID#850-851. Schnepp told Weiss to interview Black, get the names of any witnesses she identified, and interview them and any other witnesses. Schnepp-Aff., R.70-30 PageID#851. Though she admittedly was “[n]ot specifically” aware of any experience Weiss had in investigating claims, she was “confident” he could handle the investigation because plant managers are often involved in labor issues, grievances, and investigations. Schnepp-Dep., R.70-16 PageID#795. There are no notes from that discussion. Id. at PageID#794. After talking to Weiss, Schnepp called Strange to advise him in general terms that an employee from the new employee orientation had made a complaint against him. Schnepp-Aff., R.70-30, PageID#851. Strange denied saying or doing anything inappropriate. Id. There are no notes from that discussion either.

As explained above, Weiss had already talked to Black and obtained the names of two people Black identified as witnesses, Morris and Kennedy. On November 17, Weiss and Jody Montieth, a human resources employee who worked closely with Strange, interviewed Morris. Montieth-Aff., R.70-21 PageID#820; Montieth-Dep., R.70-20 PageID#815. As noted above, Black had identified Morris as a witness to Strange’s shop floor comment. Black-Dep., R.72-1 PageID#997. Weiss and Montieth asked Morris whether she had “observed any harassment of . . . Black on the floor by . . . Strange.” Morris-Aff., R.72-11 PageID#1077. Morris said no, she did not observe Strange “treat . . . Black in a discriminatory way,” Id.; see also Montieth-Aff., R.70-21 PageID#820 (noting Morris denied seeing Strange “harass or discriminate against Ms. Black”). But Weiss did not give Morris any “specifics” on the allegations, Montieth-Dep., R.70-20 PageID#817, and no evidence indicates Morris was ever asked if she heard Strange say that women will only understand when you yell at them. Montieth also mistakenly testified that Morris was “part of the group” at the orientation, id., although, as a current employee, Morris did not attend the orientation and would not have known about anything that happened there, Morris-Aff., R.72-11 PageID#1077. Montieth admitted that she has no notes from any of the interviews she attended. Montieth-Dep., R.70-20 PageID#817 (adding she did not “see the relevance in all of this” and found it “absurd” that Weiss and she had to go through this process).

Before talking to Kennedy, Weiss decided to interview a third woman, Theresa Miller, who had also attended the orientation. Miller told them Strange “never said to Ms. Black that she should drop her pants.” Miller-Aff., R.70-26 PageID#839. However, whether by design or inadvertence, Weiss did not distinguish between people who attended the orientation and those who remained in the room during the break (only Strange, Black, and Kennedy, see Kennedy-Dep., R.72-8 PageID#1047). Miller was not among them. At her deposition, Miller specified that she “absolutely” left the room to smoke a cigarette during the break, stating, “You’re darn skippy” I “took [my] whole break during orientation.” Miller-Dep., R.70-25 PageID##835. She therefore could not have witnessed the pants incident. Her statements shed no light on Black’s complaint.

The only real potential witness to the pants incident besides Strange and Black was Kennedy. She had quit her job at Pelzer within a few days of the orientation because, she said, she had found a “better job” doing “sales [and] business development” for Platinum Recruiting, a temporary employee placement agency. Kennedy-Dep., R.78-3 PageID#1200. Although Weiss and Montieth had spoken to Miller and Morris in person, Weiss contacted Kennedy by phone without Montieth. He caught her as she was leaving work on November 17. She was reluctant to get involved, and they had only a “short conversation.” Id. at PageID#1201; Kennedy-Dep., R.70-14 PageID#778 (noting she was “a little guarded on what [she] was allowed to say or not allowed to say” and “didn’t know [Weiss’s] position” or whether she “should or shouldn’t”). According to Kennedy’s deposition, she was “not really sure what information” she gave Weiss; it was “probably a little limited.” Kennedy-Dep., R.70-14 PageID#778. She added that Weiss probably did not specify who made the allegation and whom it was against. Id.

Kennedy’s affidavit said that Weiss asked her generally whether “anything harassing or disturbing” occurred during the orientation, and she described Black’s comments about not wanting to see “butt cracks.” Kennedy-Aff., R.70-23 PageID#826. She also stated that Weiss asked her if Strange himself “had said anything about ‘butt cracks,’” and she responded in the negative. Id. Kennedy did not say that she and Weiss talked about whether Strange told Black she should pull her pants down for a picture, as Black alleged in her complaints to the company. But Kennedy denied in her deposition that Strange had made any such comment. Kennedy-Dep., R.70-14 PageID#780.

Kennedy had good reason not to be forthcoming about Strange’s comments during the orientation. Her new company supplied temporary employees to area businesses. Cf. Service-Agreement, R.84-3 PageID#1264. Pelzer was the new game in town and, according to Kennedy, every recruiter in the area — including herself — was attempting to place employees with the company. Kennedy-Dep., R.72-8 PageID##1042, 1049. She testified that Pelzer “was the biggest facility, they were using a very large number of temps.” Id. at PageID#1049. Although Platinum Recruiting signed a formal agreement to do business with Pelzer in February 2015, Service-Agreement, R.84-3 PageID##1264-1266; Peguese-Dep., R.84-2 PageID#1261 (inferring from contract that companies began doing business together in 2015), efforts at soliciting Pelzer’s business began before that time. Kennedy testified that she began contacting Strange and Montieth regarding potential placements “[i]mmediately” after she began her new job, in approximately October 2014. Kennedy-Dep., R.72-8 PageID#1041-1042; see also id. at PageID#1045 (noting Montieth and Strange initially told her they were not interested, but she “didn’t stop making calls”).

Despite the pressure to do business with Pelzer, Kennedy denied misrepresenting what happened with Strange during the orientation in order to curry favor with the company. She claimed that because she did not get any commissions while she pursued Pelzer’s business, only her employer benefited from her hard work. Kennedy-Dep., R.72-8 PageID#1049; see also Kennedy-Dep., R.72-8 PageID#1044 (“potential source of business” for her employer). Kennedy emphasized, however, that “[her] job was important,” Pelzer “could have been a very large account for [her] office,” and “[her] boss made it very clear that he wanted that business.” Kennedy-Dep., R.72-8 PageID##1049-1050.

Weiss testified that at some point, he also talked to Strange. Weiss-Dep., R.70-13 PageID#755. According to Weiss, Strange stated that the “questionable remark” “did not occur.” Id. at PageID##755-756. Strange signed an affidavit stating that he told Weiss he had not told Black that she should pull down her pants for a picture. Although Strange’s affidavit also denied making the comment that women understand only if they are yelled at, it did not claim that he had discussed that comment with Weiss. Strange-Aff., R.70-3 PageID#652. The record does not contain any notes that Weiss maintained of what the two discussed.

On November 18, Weiss sent Schnepp his handwritten notes of his November 17 interviews with Morris, Miller, and Kennedy. Notes, R.70-24 PageID##829-831; Schnepp-Aff., R.70-30 PageID##851-852. The notes included only a single sentence about the interview with Morris, stating that “she knows nothing about any issue” with Strange and Black. Notes, R.70-24 PageID#829. As for Kennedy, the notes observed that she was “reluctant to discuss any issues,” id. at PageID#831, and the notes did not describe any discussion of the “pants” comment. PageID#830 (referencing Black’s joke about the “crack” and stating that Kennedy did not think Strange had been involved in the joking). While acknowledging that it is “important” to make and keep written records relating to harassment complaints, Weiss failed to make or keep a written record of what Black or Strange had said about the complaint. Weiss-Dep., R.70-13 PageID#765.

Weiss then called Schnepp to report the results of his investigation. According to Weiss’s deposition, they concluded that because Morris, Miller, and Kennedy did not corroborate Black’s story, she was “lying” about what had happened. Weiss-Dep., R.72-14 PageID#1093. They did not discuss whether Black had “purposely falsified” the complaint, as the sexual harassment policy requires, Weiss-Dep., R.70-13 PageID#765, and Weiss admitted he could not think of “any reason” why Black would make a false complaint. Id. at PageID#757. If Weiss asked Black what her motives were in falsifying her complaint, he never reported the answer to Schnepp, who acknowledged that might be “important” information. Schnepp-Dep., R.70-16 PageID#792.

Weiss confirmed that he was not aware of any other conduct by Black indicating she was not a good employee. Weiss-Dep., R.70-13 PageID#768. Nevertheless, he and Schnepp decided that Black should probably be fired. Schnepp gave Weiss a series of steps he should follow in conveying his findings to Black. First, he should tell her what he had found and ask if she had any comments or additional information. If she had additional information, he should follow up on it. If she did not, he should then give her two choices: resign or be terminated under the sexual harassment policy. Schnepp-Dep., R.70-16 PageID#793. As Weiss understood it, if Black did not “fess[] up” or make any kind of real statement, “then go ahead and terminate” because “[s]he [had] made a sexual harassment claim against the HR manager, and there was no proof of it.” Weiss-Dep., R.70-13 PageID#756-757.

Weiss did not follow the steps. Rather, on November 21, he asked Wade to escort Black to his office to discuss the investigation. Weiss then told Black that none of the women he interviewed had corroborated her complaints, so he concluded she was lying. Weiss-Dep., R.70-13 PageID#756, 763; Wade-Dep., R.70-12 PageID#747. Black responded, “[T]his is bullshit” and left the room. Weiss-Dep., R.70-13 PageID#756-757. Wade and another woman escorted Black to her locker and then out of the building. Black-Dep., R.70-4 PageID#684. Having skipped the first step Schnepp identified — that is, explain the investigation and ask the complainant for any additional information — Weiss never gave Black an opportunity to offer evidence in response to the company’s allegation that she had lied. See Weiss-Dep., R.70-13 PageID#763. Schnepp, however, believed he had in fact “asked if [Black] had any other evidence.” Schnepp-Aff., R.70-30 PageID#853.

Three days later, Weiss emailed Schnepp and Strange, summarizing his investigation, attaching his interview notes, and making clear that Strange had been exonerated. Email-chain, R.72-2 PageID##1015-1016. Schnepp responded, copying Strange, thanking Weiss “for taking [his] valuable time to clear Larry of any wrongdoing.” Id.

B. Procedural Background

Black filed an administrative charge with the EEOC alleging sexual harassment and retaliation in violation of Title VII. EEOC Charge, R.70-35 PageID#869. After an investigation, the Commission found reasonable cause to believe that Pelzer had retaliated against Black for complaining about Strange’s conduct. The Commission did not find cause on the harassment claim. EEOC-Cause-Determination, R.70-36 PageID##871-872.

The Commission then brought suit alleging that Pelzer violated the retaliation provision of Title VII, 42 U.S.C. § 2000e-3(a), by firing Black for complaining about Strange’s conduct. Complaint, R.1 PageID##1-10. Black intervened. Intervenor’s-Complaint, R.23 PageID##84-90.

1. Denial of Summary Judgment and Sanctions

After the close of discovery, the district court denied Pelzer’s motion for summary judgment and sanctions. SJ-Decision, R.92 PageID##1297-1315. In analyzing plaintiffs’ retaliation claim, the court applied the burden-shifting framework set forth in McDonnell Douglas Corp. v. Green, 411 U.S. 792 (1973). Under that framework, a plaintiff must first establish a prima facie case of retaliation. SJ-Decision, R.92 PageID##1301. The defendant then has the burden of producing evidence of a “legitimate, nondiscriminatory reason” for its action, after which the burden returns to the plaintiff to show that the proffered reason is “pretext” for retaliation. Id.; see also, e.g., EEOC v. New Breed Logistics, 783 F.3d 1057, 1066 (6th Cir. 2015).

The district court first held that plaintiffs presented sufficient evidence to establish a prima facie case of retaliation by showing, inter alia, that Black’s complaints to her superiors about Strange’s conduct were protected by Title VII’s retaliation provision. SJ-Decision, R.92 PageID##1308-1309. To make this showing, the court explained, plaintiffs had to establish that Black had a “reasonable and good faith belief” that Strange’s conduct violated Title VII, even if his conduct was “ultimately found to be lawful.” Id. at PageID##1301-1302 (citing Johnson v. Univ. of Cincinnati, 215 F.3d 561, 579-80 (6th Cir. 2000)). Although Pelzer had argued that Black did not have such a belief because, it claimed, the events she reported never happened, the court explained that Black stated that the incidents did occur. The court concluded that it must resolve this factual dispute in plaintiffs’ favor at summary judgment. Id. at PageID#1308.

The district court next determined that Pelzer satisfied its burden of production to identify a nonretaliatory reason for firing Black — “that she did not have a good faith belief that her report was truthful.” Id. at PageID##1309-1310. The court explained that the burden therefore returned to plaintiffs to establish that defendant’s proffered reason was pretext for retaliation. Id. at PageID#1310. The court observed that a plaintiff cannot show pretext if “the defendant honestly believed in the proffered reason given for terminating the employee,” even if the employer’s belief was mistaken. Id. at PageID##1310-1311 (citing Smith v. Chrysler Corp., 155 F.3d 799, 806 (6th Cir. 1998)). To determine whether an employer had such an honest belief, the court explained, this Court’s precedent requires it to “look[] to whether the employer can establish its reasonable reliance on the particularized facts that were before it at the time the decision was made.” PageID#1311 (quoting Braithwaite v. Timken Co., 258 F.3d 488, 494 (6th Cir. 2001)). The “key inquiry” is “whether the employer made a reasonably informed and considered decision before taking an adverse employment action.” Id. (quoting Smith, 155 F.3d at 807).

Applying these principles to the facts of the case, the district court held that the dispute over the quality of Pelzer’s investigation was “material” — “if the investigation [was] so flawed as plaintiffs allege, then there could be no basis in fact for defendant to believe Black was lying.” Id. at PageID#1312; see also id. at PageID#1307 (describing plaintiffs’ arguments that the investigation was flawed because, inter alia, Pelzer uncovered no affirmative evidence of dishonesty and instead relied on statements by (1) certain individuals who were not present for the alleged events; and (2) an individual who worked for a company that sought to do business with Pelzer). The court emphasized that it could not “ascertain the reasonableness of this defendant’s belief” without evaluating the “credibility” of relevant witnesses, which is barred on summary judgment. Id. at PageID#1314.

The district court then denied Pelzer’s request for attorney’s fees and other sanctions under Federal Rule of Civil Procedure 11 and Title VII. Id. at PageID##1314-1315. The court concluded it was “inappropriate to grant sanctions” because plaintiffs’ claim survived summary judgment and was “not frivolous.” Id. at PageID#1315.

2. Denial of Reconsideration

The district court denied Pelzer’s subsequent request for reconsideration, or to alter or amend the judgment. Reconsideration-Decision, R.106 PageID##1396-1402. The court held it did not commit “clear error” in its summary judgment ruling when it concluded that “the questions regarding the quality of defendant’s investigation, and thus the reasonableness of its belief in its asserted reason for firing Black, were genuine disputes of material fact best left up to the jury to decide.” Id. at PageID##1398, 1400.

The district court acknowledged Pelzer’s reliance on EEOC v. Total System Services, Inc., 221 F.3d 1171 (11th Cir. 2000), which affirmed a grant of summary judgment to a defendant on what Pelzer claimed were similar facts. Reconsideration-Decision, R.106 PageID#1400. But see Total Sys., 221 F.3d at 1177 (not addressing the adequacy of the employer’s investigation and explaining that the plaintiff there, also the EEOC, provided no evidence that the employer lacked a good faith belief that the employee lied). The district court noted, however, that Gilooly v. Missouri Department of Health & Senior Services, 421 F.3d 734 (8th Cir. 2005)), had “[found] sufficient evidence of pretext to deny a defendant’s motion for summary judgment” on similar facts where “there was ‘no independently verifiable evidence’ that the plaintiff had lied,” and the employer had “instead based its determination on ‘little more than a description of conflicting stories.’” Reconsideration-Decision, R.106 PageID##1400-1401 (quoting Gilooly, 421 F.3d at 740-71).

The district court concluded that Total Systems and Gilooly demonstrate that the issue presented in this case “is far from settled.” Reconsideration-Decision, R.106 PageID#1401. The court also observed that this Court has not issued any decisions addressing employers claiming to have fired an employee for falsifying a harassment complaint. Id. As a result, the district court determined that its summary judgment decision was not clearly erroneous and did not create manifest injustice. Id.

3. Trial and Denial of Directed Verdict

The case was tried to a jury over five days in March 2019. See Minutes, R.201 PageID#2626. At the close of all the evidence, the district court orally denied Pelzer’s request for a directed verdict. Fees-Decision, R.224 PageID##3779, 3789-3790. Based on the evidence the parties had just presented, the court concluded that the jury could reasonably find that Pelzer “did not reasonably rely on particularized facts in making the decision to terminate Ms. Black” and therefore “did not have an honest belief that Ms. Black purposely falsified her complaint.” Id. at PageID##3789-3790 (quoting Transcript of Record, Mar. 15, 2019, which is not publicly available).

Specifically, the district court explained that, viewing the evidence in the light most favorable to plaintiffs, questions had arisen regarding, inter alia, (1) Pelzer’s limited documentation of the investigation, including its conversations with Black; (2) aspects of how Pelzer approached interviews with witnesses; (3) the absence of affirmative evidence that Black lied; (4) Pelzer’s failure to provide Black with an opportunity to provide evidence in response to its allegations against her; and (5) Weiss’s reliance on a witness who “was in a position to have a continuing professional relationship” with Strange and defendant. Id.

Thereafter, the district court sent the case to the jury. The jury deliberated for more than five hours, Minutes, R.201 PageID#2626, before finding for Pelzer on the retaliation claim, Verdict, R.202 PageID#2627-2628.

4. Denial of Fees and Costs

Pelzer filed a post-judgment motion for over $600,000 in attorney’s fees and costs, which the district court referred to a magistrate judge.[3] Fees-Motion, R.213 PageID##3363-3364; Fees-Memo, R.214 PageID#3365-3385. The magistrate judge recommended that the motion be denied. R.221 PageID##3749-3753 (Report & Recommendation (“R&R”)). The judge explained that, under Christiansburg Garment Co. v. EEOC, 412 U.S. 412 (1978), Pelzer could not recover the fees it sought under Title VII unless plaintiffs’ suit was “frivolous, unreasonable, or without foundation.” R&R, R.221 PageID#3751. The judge observed that the district court had determined that plaintiffs’ case “had sufficient foundation to preclude summary judgment” for Pelzer, and he stated that “[a] case substantive enough to submit to a jury is not frivolous, unreasonable, or without foundation.” Id. at PageID#3752. The judge added that this case was “not the extreme, egregious situation” contemplated by Christiansburg. Id. at PageID##3752-3753.

Defendant filed objections, but the district court adopted the magistrate judge’s opinion and incorporated it into its own opinion denying Pelzer’s fee motion. Fees-Decision, R.224 PageID#3778. The court first addressed Pelzer’s request for fees under Title VII. The court agreed with defendant that the magistrate judge’s statement that “[a] case substantive enough to submit to a jury is not frivolous, unreasonable, or without foundation” was arguably “too unequivocal”; there are exceptions. Id. at PageID##3782-3783. But, the court stated, it is “nonetheless true” that it is “unusual” for a case that survived summary judgment to meet the Christiansburg standard. Id. at PageID#3783; see also id. at PageID#3784 (noting Pelzer cited only two such decisions). The court explained why such cases are rare — when ruling on a summary judgment motion, a court “typically” has before it a well-developed record and can “pierce any boilerplate in the pleadings and assess the parties’ substantive proof.” Id. at PageID#3784 (citation omitted).

The district court observed that this Court most often upholds fee awards in cases where the “defects in the suit were of such magnitude” that the plaintiff’s “ultimate failure was clear from the beginning or at some significant point in the proceedings.” Id. at PageID##3787-3788 & n.5 (brackets and citation omitted). This case, the court ruled, was not the “exceptional case justifying an award of attorney fees.” Id. at PageID#3788. Instead, the court emphasized that it had “ruled implicitly and explicitly that the case was not frivolous, unreasonable, or without foundation not once, but three times” — in denying Pelzer summary judgment, reconsideration of that ruling, and a directed verdict, the last of which was “particularly relevant because the Court made its ruling after hearing all the evidence.” Id. at PageID##3788-3791 (describing in detail why the first and third decisions showed this suit was not frivolous).

The district court next rejected Pelzer’s argument that the EEOC’s decision not to bring a sexual harassment claim against the company “exposes the baselessness” of its retaliation claim. Id. at PageID#3791. The court explained that “[p]ursuing a retaliation claim the EEOC believed it could prove under a different legal standard than the standard for a sexual harassment claim represents a reasonable strategic litigation decision.” Id.

The district court also disagreed with Pelzer’s contention that, under Title VII, the bad-faith pursuit of a non-frivolous claim provides an “independent basis” for awarding fees, explaining that Pelzer’s position is contradicted by Christiansburg and other case law. Accordingly, the court held, once the magistrate judge determined plaintiffs’ suit was not frivolous, unreasonable, or groundless, he did not need to address whether the EEOC’s litigation conduct showed bad faith. Id. at PageID##3792-3793.

Finally, the district court held that to the extent that Pelzer also moved for fees under Federal Rule of Civil Procedure 11, its motion was denied for two independent reasons: Pelzer did not comply with certain procedural requirements imposed by Rule 11, and the case was not frivolous. Id. at PageID##3794-3795.

STANDARD OF REVIEW

This Court reviews the district court’s order denying attorney’s fees under Title VII and Federal Rule of Civil Procedure 11 for abuse of discretion. See, e.g., Lowery v. Jefferson Cty. Bd. of Educ., 586 F.3d 427, 437 (6th Cir. 2009); Rentz v. Dynasty Apparel Indus., Inc., 556 F.3d 389, 395 (6th Cir. 2009).

SUMMARY OF ARGUMENT

This Court should affirm the district court’s order denying defendant attorney’s fees under Title VII and Federal Rule of Civil Procedure 11. Under the Supreme Court’s decision in Christiansburg Garment Co. v. EEOC, attorney’s fees under Title VII may be awarded to a prevailing defendant only if the plaintiff’s suit was “frivolous, unreasonable, or groundless.” 434 U.S. 412, 421-22 (1978). This Court has emphasized that awarding fees against a Title VII plaintiff is an extreme sanction that should be limited to truly egregious cases of misconduct. Courts must deny fees where plaintiffs had an arguable basis for pursuing the suit, even if they ultimately lost on a dispositive motion or after trial.

The district court, which was intimately familiar with the facts and arguments in this case, acted well within its substantial discretion in finding that this Title VII enforcement action was not frivolous, unreasonable, or groundless. The suit involved a single retaliation claim, and the district court ruled three times that the plaintiffs presented enough evidence to submit the case to a jury — it denied Pelzer summary judgment, reconsideration of that ruling, and a directed verdict. As those rulings make clear, this case involved nothing more than a garden-variety dispute over material facts: the plaintiffs could have prevailed if the jury had believed their witnesses and evidence, but Pelzer ultimately prevailed because the jury was persuaded by its witnesses and evidence.

In particular, the plaintiffs alleged that Pelzer fired Estela Black in retaliation for complaining about two incidents she reasonably believed constituted sexual harassment. Pelzer, by contrast, maintained that Black was fired because the company thought that she had purposely falsified her harassment complaint. The case largely turned on the application of this Court’s “modified honest belief” rule, under which an employer will not be considered to have an “honest belief” in a claimed reason for terminating an employee unless it “reasonabl[y] rel[ied] on the particularized facts that were before it at the time the decision was made.” Smith v. Chrysler Corp., 155 F.3d 799, 807 (6th Cir. 1998). After carefully reviewing the evidence both after discovery and trial, the district court held that a jury could reasonably find that Pelzer did not make a reasonably informed and considered decision and therefore did not have a good faith belief that Black lied.

Under this Court’s precedent, it will generally be difficult to deem a claim frivolous where a plaintiff survives a defendant’s dispositive motion (or, as here, three such motions). As the district court recognized, there may be exceptional circumstances warranting an award of fees even in such cases. Pelzer, however, has not established that any such circumstances are present here, much less that the district court’s contrary conclusion was an abuse of discretion.

For example, although Pelzer asserts that the Commission’s suit was necessarily frivolous because it brought this case to challenge this Court’s honest belief rule, the EEOC did no such thing. To the contrary, the Commission assumed the rule’s validity, arguing that a reasonable jury could find that Pelzer’s investigation into Black’s complaint was sufficiently flawed that the company lacked a good faith belief, based on particularized facts, that Black had purposefully falsified her complaint. Similarly, Pelzer’s challenges to the district court’s decisions denying it summary judgment and a directed verdict fail on their own terms and are, in any event, largely irrelevant: even if Pelzer’s attacks on those decisions had merit (which they do not), they do not come anywhere close to establishing that the district court abused its considerable discretion in concluding that, at a minimum, the Commission’s retaliation claim had an arguable basis in the law and facts, thereby clearing the Christiansburg threshold.

Pelzer’s two remaining arguments fare no better. First, contrary to Pelzer’s contention, Christiansburg and this Court’s precedent make clear that where, as here, a district court determines that a plaintiff’s case was not frivolous, unreasonable, or groundless, fees must be denied under Title VII, regardless of any allegation that the plaintiff’s suit was brought in bad faith. Second, Pelzer offers no basis for reversing the district court’s denial of sanctions under Federal Rule of Civil Procedure 11. Although Pelzer argues that the district court should have affirmatively stated that it possessed the authority sua sponte to order a show-cause hearing addressing the matter, the court was under no such obligation when it chose not to exercise that authority.

ARGUMENT

This is an appeal from the district court’s denial of Pelzer’s post-judgment motion for over $600,000 in attorney’s fees for defending against a single retaliation claim in this Title VII enforcement action. During the course of the litigation, the district court held three times that the EEOC had presented sufficient evidence to warrant submitting this case to a jury — in denying Pelzer summary judgment, reconsideration of that ruling, and a directed verdict. This case involved a garden-variety dispute over material facts, which a jury ultimately resolved in favor of Pelzer after a five-day trial and over five hours of deliberation. The district court, which oversaw all of the litigation and was intimately familiar with all of the evidence, concluded that the EEOC’s suit “was not frivolous, unreasonable, or groundless” and, therefore, did not cross the high threshold warranting a fee award to a prevailing defendant in a suit under Title VII. Pelzer offers no basis for taking the extraordinary step of upsetting the district court’s considered judgment under the highly deferential abuse-of-discretion standard.

I. The District Court Did Not Abuse Its Discretion in Denying Pelzer’s Post-Trial Motion for Attorney’s Fees Under Title VII.

A. Under this Court’s precedent, the district court acted well within its discretion in holding that plaintiffs’ suit was not frivolous, unreasonable, or groundless.

The general rule in federal courts is that litigants must bear their own counsel fees. See, e.g., Alyeska Pipeline Serv. Co. v. Wilderness Soc’y, 421 U.S. 240, 247 (1975). There are, however, some exceptions. As pertinent here, section 706(k) of Title VII, 42 U.S.C. § 2000e-5(k), states that in any Title VII action, “the court, in its discretion, may allow the prevailing party, other than the Commission or the United States, a reasonable attorney’s fee.”

In Christiansburg Garment Co. v. EEOC, the Supreme Court construed that provision to impose a heightened standard when prevailing defendants seek fee awards in Title VII actions. 434 U.S. 412, 415-18 (1978). Whereas prevailing plaintiffs should ordinarily recover fees in all but special circumstances, prevailing defendants may do so only upon a finding by the district court that “the plaintiff’s action was frivolous, unreasonable, or without foundation, even though not brought in subjective bad faith” or that “the plaintiff continued to litigate after it clearly became so.” Id. at 421-22; see also, e.g., Riddle v. Egensperger, 266 F.3d 542, 547-48 (6th Cir. 2001); Smith v. Smythe-Cramer Co., 754 F.2d 180, 182-83 (6th Cir. 1985).

Christiansburg explained that, unlike Title VII defendants, Title VII plaintiffs (including the Commission) are the “chosen instruments of Congress to vindicate ‘a policy that Congress considered of the highest priority.’” 434 U.S. at 418 (quoting Newman v. Piggie Park Enters., Inc., 390 U.S. 400, 402 (1968)). “[A]ssessing attorney’s fees against plaintiffs simply because they do not finally prevail would substantially add to the risks inhering in most litigation and would undercut the efforts of Congress to promote the vigorous enforcement of . . . Title VII.” Id. at 422. Imposing a heightened requirement for awarding fees to prevailing defendants was aimed at avoiding that result while at the same time affording defendants some protection from “burdensome litigation having no legal or factual basis.” Id. at 420.

In applying the Christiansburg standard, this Court has repeatedly emphasized two important points. First, an “award of attorney fees against a losing plaintiff in a civil rights action ‘is an extreme sanction, and must be limited to truly egregious cases of misconduct.’” Riddle, 266 F.3d at 547 (quoting Jones v. The Continental Corp., 789 F.2d 1225, 1232 (6th Cir. 1986)). Second, a “district court [must] resist the understandable temptation to engage in post hoc reasoning by concluding that, because a plaintiff did not ultimately prevail, his action must have been unreasonable or without foundation.” Id. (quoting Christiansburg, 434 U.S. at 421-22)). “This kind of hindsight logic could discourage all but the most airtight claims, for seldom can a prospective plaintiff be sure of ultimate success.” Id. (quoting Christiansburg, 434 U.S. at 421).

“Awards to prevailing defendants will depend on the factual circumstances of each case.” Smith, 754 F.2d at 183; see also id. at 184 (“legal or factual sufficiency of the claim”); Miami Valley Fair Hous. Ctr., Inc. v. Connor Grp., 725 F.3d 571, 581 (6th Cir. 2013). “It generally will be difficult to deem a claim frivolous where the plaintiff has . . . presented sufficient evidence at trial to prevent the entry of a judgment against him as a matter of law.” Lowery, 586 F.3d at 438 (citation omitted); see also, e.g., Miami Valley, 725 F.3d at 581 (noting that denial of fees was appropriate where, inter alia, plaintiff’s case survived a motion for a directed verdict after plaintiff had presented its case at trial). This Court has also stated that it may consider factors such as “whether plaintiff presented sufficient evidence to establish a prima facie case” and “whether the trial court dismissed the case prior to trial.” EEOC v. Peoplemark, Inc., 732 F.3d 584, 591 (6th Cir. 2013) (citation omitted) (also noting courts may consider whether defendant offered to settle the case, which did not occur here). However, even where a court grants a defendant summary judgment, that does “not necessarily mean . . . that the plaintiff ha[d] no basis for filing a complaint” under Christiansburg. Riddle, 266 F.3d at 551. And even “allegations that, upon careful examination, prove legally insufficient [at the motion-to-dismiss stage] . . . are not, for that reason alone, ‘groundless’ or ‘without foundation’ as required by Christiansburg.” Hughes v. Rowe, 449 U.S. 5, 15-16 (1980) (per curiam).

Under these principles, if a district court concludes that a Title VII plaintiff has brought or pursued a suit that is “devoid of any evidence of discrimination” or involves “defects . . . of such magnitude that the plaintiff’s ultimate failure is clearly apparent,” the court may exercise its discretion to award attorney’s fees to that defendant. Smith, 754 F.2d at 183-84 (citation omitted). But this Court has emphasized that even where a district court finds a plaintiff’s position to be “erroneous as a factual matter,” that alone “does not render her claim frivolous, unreasonable[,] or groundless.” Jones, 789 F.2d at 1233 (noting record contained nothing to indicate that plaintiff was “completely unjustified” in believing her discharge resulted from racial or retaliatory motives).

“The fixing of attorney’s fees is peculiarly within the province of the trial judge, who is on the scene and able to assess the oftentimes minute considerations which weigh in the initiation of a legal action.” EEOC v. Great Steaks, Inc., 667 F.3d 510, 515 (4th Cir. 2012) (citation omitted). As this Court has explained, “the applicable abuse-of-discretion standard of review requires [it] to give substantial deference to the [district] court’s [frivolousness] finding in light of a district court’s superior understanding of the litigation and the desirability of avoiding frequent appellate review of what essentially are factual matters.” Garner v. Cuyahoga Cty. Juvenile Court, 554 F.3d 624, 636 (6th Cir. 2009) (citation and some brackets omitted) (affirming district court finding on frivolousness even though “there might be room for reasonable disagreement” if this Court were to conduct de novo review).

The district court carefully adhered to these principles in deciding whether Pelzer was entitled to any attorney’s fees for defending this Title VII retaliation claim. The court was on the scene overseeing the litigation from beginning to end, and it had reviewed the entire factual and legal record both on paper and in person, in deciding not only Pelzer’s motion for summary judgment — which the court denied, thus sending the case to trial — but also its motion for a directed verdict — which the court also denied, thus sending the case to the jury.

In denying Pelzer’s summary judgment motion, the district court assessed the strength of plaintiffs’ claim, holding that plaintiffs presented sufficient evidence to make out a prima facie case of retaliation under the framework described in McDonnell Douglas Corp. v. Green, 411 U.S. 792 (1973). Most relevant here, a jury could reasonably conclude from Black’s testimony and her complaints to her superiors about Human Resources Manager Strange’s comments to her, Black-Dep., R.70-4 PageID##675-680, that Black complained about behavior she reasonably believed in good faith amounted to sexual harassment. The court therefore held that a jury could determine that Black engaged in activity protected by Title VII’s retaliation provision, 42 U.S.C. § 2000e-3(a), one of the elements of the plaintiffs’ prima facie case. See SJ-Decision, R.92 PageID#1308; Wasek v. Arrow Energy Servs., Inc., 682 F.3d 463, 469 (6th Cir. 2012) (employee engages in protected activity if he has a “reasonable and good faith belief that the harassing acts he was reporting were Title VII violations” (citation omitted)); EEOC Enforcement Guidance on Retaliation & Related Issues, 2016 WL 4688886, at *7-10 (Aug. 25, 2016) (describing standard).

In its summary judgment ruling, the district court also determined that the plaintiffs had produced sufficient evidence to support a finding that defendant’s claimed reason for firing Black — that she made a purposely false complaint of harassment — was a pretext for unlawful retaliation under McDonnell Douglas. See SJ-Decision, R.92 PageID#1314. The court explained that, under this Court’s “honest belief” rule, an employee cannot establish pretext if the defendant “honestly believed” in the reason asserted for terminating an employee. Id. at PageID#1310. The court observed that, when determining whether Pelzer honestly believed in its proffered reason, this Court’s precedent requires it to “look[] to whether the employer can establish its reasonable reliance on the particularized facts that were before it at the time the decision was made.” Id. at PageID#1311 (quoting Braithwaite v. Timken Co., 258 F.3d 488, 494 (6th Cir. 2001)).

The EEOC’s summary judgment brief pointed to a number of flaws in Pelzer’s investigation on which a jury could rely in finding Pelzer did not reasonably rely on particularized facts and therefore did not honestly believe Black had falsified her harassment complaint. These include (1) Plant Manager Weiss’s alleged reliance on two witnesses who were not present for one or both of the comments Black had complained about; and (2) Weiss’s alleged conclusion that Black must have purposefully falsified her complaint because her claims were not corroborated by three coworkers, even though the only coworker present for the key incident (in which Strange asked Black to drop her pants) had reason not to report any harassment. (That coworker had recently assumed a new job in which she solicited business from Strange and Pelzer.)^{^[4]} The district court explained that the “dispute over the quality of [Pelzer’s] investigation is material,” elaborating that “if the investigation was so flawed as plaintiffs allege, then there could be no basis in fact for defendant to believe Black was lying.” SJ-Decision, R.92 PageID##1311-1312; see also id. at PageID#1307. In the court’s view, the case came down to credibility of the relevant witnesses, and, based on the evidence, a jury could find for plaintiffs. Id. at PageID#1314. The court reaffirmed this ruling in denying Pelzer’s request for reconsideration, Reconsideration-Decision, R.106 PageID#1401, and it reached similar conclusions in denying Pelzer a directed verdict after hearing all of the evidence at trial, Fees-Decision, R.224 PageID##3789-3790.

This case is a straightforward one under this Court’s precedents, given that the district court determined that plaintiffs presented sufficient evidence to establish a prima facie case of retaliation and concluded three times, “after discovery and trial,” that “a material question of fact exist[ed]” over whether Pelzer engaged in unlawful retaliation, Lowery, 586 F.3d at 438; see also, e.g., Peoplemark, 732 F.3d at 591. Under the case law discussed above, the district court acted well within its considerable discretion when it held that the EEOC’s case was not frivolous, unreasonable, or groundless and therefore denied attorney’s fees under Title VII.

B. None of Pelzer’s arguments justify concluding that the district court abused its discretion in denying the company attorney’s fees in this case.

Pelzer mounts an array of attacks on the EEOC’s conduct of this litigation and the district court’s rulings in an effort to show that the district court abused its discretion in ruling that the plaintiffs’ claims were not frivolous, unreasonable, or groundless. None provides a basis for upsetting the district court’s considered judgment.

1. Pelzer’s arguments based on the Commission’s litigation conduct do not establish that the district court’s denial of fees was an abuse of discretion.

First, defendant appears to argue that plaintiffs’ retaliation claim was frivolous because the Commission concluded during the administrative proceedings in this case that there was no reasonable cause to believe that Black was subjected to unlawful sexual harassment. Brief 4, 28, 32; see EEOC-Cause-Determination, R.70-36 PageID#872. But the EEOC elected not to pursue Black’s sexual harassment claim not because it concluded that the events she reported never occurred or were unobjectionable, but because harassment, to be actionable, must be “sufficiently severe or pervasive to alter the conditions of the victim’s employment and create an abusive working environment.” Harris v. Forklift Sys., Inc., 510 U.S. 17, 21 (1993). The incident Black alleged involving Strange’s comment about dropping her pants — even if combined with his subsequent statement that the women must be yelled at to understand, see Black-Dep., R.72-1 PageID#997 — would not suffice under this standard.

The Commission’s determination not to pursue a harassment claim on behalf of Black is entirely consistent with its decision to nevertheless file a retaliation claim. It is well established that an employee “does not need to oppose actual violations of Title VII in order to be protected from retaliation”; instead, she engages in activity protected by Title VII’s retaliation provision as long as she had a “reasonable and good faith belief that the harassing acts [s]he was reporting [to her employer] were Title VII violations.” Wasek, 682 F.3d at 469 (citation omitted); EEOC Enforcement Guidance on Retaliation & Related Issues, 2016 WL 4688886, at *7-10 & nn. 54-55 (describing case law). Pelzer has never disputed that if Black’s complaints about Strange’s conduct were true, she had a reasonable and good faith belief that the events she reported violated Title VII. And, as explained supra pp. 31-32, the district court properly determined that a reasonable jury could believe Black’s complaints were truthful. The court therefore did not abuse its discretion when it concluded in its fee ruling that “[p]ursuing a retaliation claim the EEOC believed it could prove under a different legal standard than the standard for a sexual harassment claim represents a reasonable strategic litigation decision.” Fees-Decision, R.224 PageID#3791.

Second, defendant argues that the EEOC’s suit was frivolous because, according to Pelzer, the Commission brought this suit to challenge this Court’s “honest belief rule,” and its retaliation claim was bound to fail under that rule. Brief 5, 12, 15-20, 32. This Court has referred to that rule as a “modified honest belief rule,” Babb v. Maryville Anesthesiologists P.C., 942 F.3d 308, 322-23 (6th Cir. 2019) (citing Blizzard v. Marion Tech. Coll., 698 F.3d 275, 286 (6th Cir. 2012)), or a “version” of the honest belief rule used in some other circuits, Smith v. Chrysler Corp., 155 F.3d 799, 806 (6th Cir. 1998). Under this Court’s standard, “in order for an employer’s proffered non-discriminatory basis for its . . . action to be considered honestly held” and therefore non-pretextual, the employer “must be able to establish its reasonable reliance on the particularized facts that were before it at the time the decision was made.” Id. at 807. And even if the employer makes that showing, the plaintiff “can still overcome the ‘honest belief rule’ by pointing to evidence that ‘the employer failed to make a reasonably informed and considered decision before taking the adverse employment action.’” Babb, 942 F.3d at 322-23 (emphasis omitted) (holding that the employee there made such a showing).

Pelzer’s contention that the Commission brought this action to “eradicate[] the honest good faith belief defense,” Brief 5, 12, 32, is complete fiction. Far from challenging the honest belief rule, the Commission argued at length in district court that its retaliation claim was meritorious when the honest belief rule was applied to the facts of this case. In its opposition to Pelzer’s motion for summary judgment, for example, the Commission argued that, under this Court’s honest belief cases, a reasonable jury could conclude that Pelzer’s investigation into Black’s harassment complaints was sufficiently flawed that Pelzer lacked an honest belief that Black had purposefully falsified her harassment complaints. See SJ-Opp., R.72 PageID##971-79; supra p. 33; see also, e.g., Reconsideration-Opp., R.96 PageID##1359-68.^{^[5]} As explained above, viewing all of the evidence, the district court concluded — three times — that this case raised issues of fact regarding the quality of Pelzer’s investigation that would have to be resolved by a jury. The Commission’s conduct was not unreasonable.

Pelzer’s related argument (Brief 17-19) that the Commission should have known its retaliation claim was doomed based on precedent in certain other circuits fares no better. Even to the extent Pelzer is correct that those cases establish that an employer may fire an employee as long as it has an honest, good faith belief that she intentionally falsified a discrimination complaint, the Commission’s arguments in this case did not take issue with that general rule. Instead, as just explained, the Commission reasonably argued in district court that, under this Court’s binding “modified honest belief rule,” Babb, 942 F.3d at 322-23, there was a genuine dispute of material fact over whether Pelzer had an honest, good faith belief that Black intentionally falsified her complaints.

2. Pelzer’s challenges to various district court rulings also do not show that the district court abused its discretion in refusing to award Pelzer attorney’s fees.

Defendant also challenges numerous rulings of the district court. All are unavailing.

a. First, apparently recognizing that the district court’s denial of Pelzer’s motion for summary judgment complicates Pelzer’s argument that the court abused its discretion in determining that plaintiffs’ claim was not frivolous, Pelzer asserts a variety of attacks on the district court’s summary judgment ruling. None comes close to establishing that the district court’s ruling on the fee motion was an abuse of discretion.

As an initial matter, Pelzer contends that the district court misunderstood and misapplied the summary judgment standard when, according to Pelzer, it “found” that Pelzer “honestly believed Black lied based on its investigation and still refused to credit Defendant with this defense out of fear that it eroded the province of the jury.” Brief 20; see also id. at 24-25. But the district court made no such finding. Pelzer’s argument to the contrary appears to rely on a misinterpretation of a separate ruling by the district court: its conclusion that Pelzer satisfied its limited burden, at the second step of the McDonnell Douglas burden-shifting analysis, of producing evidence of a legitimate, nondiscriminatory reason for firing Black — “that she did not have a good faith belief that her report was truthful.” SJ-Decision, R.92 PageID#1301, 1309-1310. At no point in issuing that ruling did the district court find — or conclude that the evidence in the record would compel a jury to find — that Pelzer honestly believed in its claimed reason. Id.

Quite the opposite, the honest belief issue arose only in evaluating the third step of the McDonnell Douglas analysis concerning whether Pelzer’s claimed reason was pretextual. In analyzing pretext, the district court held that “a reasonable jury could infer [from the facts about Pelzer’s flawed investigation of Black’s complaint] that defendant could not honestly believe Black was lying.” SJ-Decision, R.92 PageID#1312. The court elaborated that “the reasonableness of defendant’s decision” — which is critical to determining whether an employer has an “honest belief” under this Court’s case law — “is a question best left to the jury.” Id. at PageID##1311-1313.^{^[6]}

Pelzer also argues that the district court “wrongly announced” that, under the summary judgment standard, it was required to credit Black’s testimony, as the non-moving party, and therefore “must infer that Black’s complaint [of harassment] was true.” Brief 20. To the contrary, defendant baldly asserts, because the plaintiffs’ claim was for retaliation, not for sexual harassment, the court was not required to assume that Black’s harassment complaint was true. Id. at 20-21. The company misunderstands the summary judgment standard. That standard requires courts to view the facts, not just the elements of the claim, in the light most favorable to the non-moving party. See, e.g., Seeger v. Cincinnati Bell Tel. Co., LLC, 681 F.3d 274, 281 (6th Cir. 2012) (“the facts and the inferences drawn from it”) (discussing summary judgment); cf. Hubbell v. FedEx SmartPost, Inc., 933 F.3d 558, 568 (6th Cir. 2019) (same for denial of judgment as a matter of law).

Finally, Pelzer asserts that the district court was wrong to conclude that there was a genuine issue of material fact on the reasonableness of its investigation in this case; Pelzer contends that “bare assertions of a flawed investigation” are insufficient and asserts that “the EEOC provided no evidence of pretext.” Brief 21-25. But, as explained, the EEOC relied on substantial evidence in support of its arguments that Pelzer’s investigation was seriously flawed such that Pelzer could not have honestly believed that Black intentionally falsified her complaint. See supra p. 33 (summarizing the evidence). Pelzer’s challenge to how the district court assessed that evidence provides no basis for concluding that the district court, which was intimately familiar with the record and the arguments in this case, abused its considerable discretion in concluding that the Commission’s retaliation claim was not frivolous. Cf., e.g., Garner, 554 F.3d at 637 (noting the “substantial deference” due to a district court’s frivolousness finding “in light of a district court’s superior understanding of the litigation and the desirability of avoiding frequent appellate review of what essentially are factual matters”). Indeed, even if Pelzer were correct that the district court should have granted it summary judgment on these facts (which it is not), the Commission had at least “an arguable basis for pursuing [its] claim” and “could not have known of [any such] hypothetical legal conclusion in advance.” Sensations, Inc. v. City of Grand Rapids, 526 F.3d 291, 303 (6th Cir. 2008) (explaining fee awards must be reversed in such circumstances).

b. Pelzer next sets its sights on the district court’s denial of its request for a directed verdict after the court and the jury had heard all of the evidence. As noted above, it “generally will be difficult to deem a claim frivolous where the plaintiff has . . . presented sufficient evidence at trial to prevent the entry of a judgment against him as a matter of law.” Lowery, 586 F.3d at 438. Notwithstanding that precedent, Pelzer never made any arguments in its fee briefing in district court about the court’s denial of its request for a directed verdict. For the first time in this Court, however, Pelzer attempts to bolster its argument on frivolousness by contending that the district court’s denial of its request for a directed verdict “fail[ed] to apply the honest good faith belief rule.” Brief 25. Pelzer has forfeited any such contention by not raising it in district court. See, e.g., Jolivette v. Husted, 694 F.3d 760, 770 (6th Cir. 2012). In any event, the company’s arguments do not show that the district court’s ruling on the fee motion was an abuse of discretion.

In denying Pelzer a directed verdict, the district court faithfully applied this Court’s honest belief rule, holding that the jury could “reasonably find that the defendant did not reasonably rely on particularized facts in making the decision to terminate Ms. Black.” Fees-Decision, R.224 PageID#3789. “Thus,” the court explained, “the jury could reasonably find that defendant did not have an honest belief that Ms. Black purposely falsified her complaint.” Id. The court outlined the flaws that a reasonable juror could find in Pelzer’s investigation, noting, inter alia, that Pelzer did not uncover any “affirmative fact . . . indicat[ing] that Ms. Black lied” and that Weiss’s alleged conclusion that Black lied was based only on the lack of corroboration by other apparent witnesses, including one whose “credibility” was called into question because “she was employed at an agency where . . . she was in a position to have a continuing professional relationship with Mr. Strange and the defendant.” Id. at PageID##3789-3790. The court also noted that questions had been raised about Pelzer’s limited documentation of the investigation, how Pelzer approached its interviews with witnesses, and the company’s failure to provide Black the opportunity to provide evidence in response to the falsification allegations it leveled against her. Id.

Defendant takes issue (Brief 26-28) with the district court’s reliance on particular evidence, such as the facts tending to show that the only witness to the critical incident (the “pants” comment) was not credible because she had recently started another job in which she solicited business from Strange and Pelzer, see supra pp.9-10 (summarizing the evidence). Defendant argues that accepting the district court’s “logic” would mean that “no employer could ever rely upon the statement of a witness who worked for the employer,” because all of them have a “financial incentive to appease their employer especially if they are managed by the alleged harasser.” Brief 26-27. But that conclusion does not follow for a number of reasons. For one, Congress has attempted to encourage current employees truthful participation in an employer’s investigation into a Title VII discrimination complaint by protecting such employees against retaliation under Title VII. See Crawford v. Metro. Gov’t of Nashville & Davidson Cty., Tenn., 555 U.S. 271, 273 (2009). For another, Pelzer ignores the unique role of the witness in question that distinguishes her from most other employees or former employees — she was actively soliciting business from Strange and Pelzer, a circumstance that could cause a reasonable jury to question whether she would be willing to report any harassing conduct that she had witnessed.

Pelzer similarly quibbles with the district court’s reliance on other pieces of evidence (Brief 26-27), arguing that certain pieces are insufficient, on their own, to establish that it did not have an honest belief that Black’s harassment complaint was a lie. But the honest belief rule requires the court to take account of the totality of all of the relevant evidence. See, e.g., Moffat v. Wal-Mart Stores, Inc., 624 F. App’x 341, 348-49 (6th Cir. 2015). And, as was the case with the district court’s ruling on summary judgment, Pelzer’s challenge to how the district court assessed this evidence — which was presented over the course of a five-day trial — provides no basis for taking the extraordinary step of holding that the district court abused its substantial discretion in concluding that the Commission’s retaliation claim was not frivolous. See supra pp. 42-43.

c. Pelzer’s remaining arguments attack the district court’s fee decision, the decision on review in this Court. Curiously, defendant contends that the district court abused its discretion by adopting the magistrate judge’s report and recommendation while at the same time acknowledging that the magistrate judge arguably overstated one point: that “a case substantive enough to submit to a jury is not frivolous, unreasonable, or without foundation.” Brief 28-29 (alteration omitted) (quoting Fees-Decision, R.224 PageID#3738 (quoting R&R, R.221 PageID#3752)). In making this argument, defendant cites case law holding that the denial of a defendant’s dispositive motion does not necessarily preclude its recovery of attorney’s fees. Brief 29-30

But, as the district court’s ten-page discussion of this issue makes clear, the court did not conclude that the denial of Pelzer’s motions for summary judgment and a directed verdict operated as a per se bar to its recovery of attorney’s fees. To the contrary, the district court acknowledged the line of cases on which Pelzer relies, noting in passing that those cases are largely from other circuits. Fees-Decision, R.224 PageID##3784-3787. The court observed that, while there are scattered cases where an award of fees was upheld despite a plaintiff’s having survived a defendant’s motion for summary judgment, such cases are “unusual.” Id. at PageID#3783. The court explained that, when ruling on a summary judgment motion, a court “typically” has before it a well-developed record. Thus, a court that has never been presented with such a motion would be “more likely” to find a case frivolous after it went to trial than a court that had previously denied a defendant summary judgment. Id. at PageID##3784-3785.

After conducting this analysis, the district court held that this “is not the exceptional case justifying an award of attorney’s fees.” Id. at PageID#3788; see also R&R, R.221 PageID##3752-3753 (following the statement to which Pelzer objects with the additional conclusion that “[t]his case is not the extreme, egregious situation” contemplated by Christiansburg). Pelzer wholly ignores this analysis of the district court and thus offers no basis for second-guessing the court’s conclusion on this point. The district court’s incorporation of the magistrate judge’s opinion into its own decision, see Fees-Decision, R.224 PageID#3778, thus did not amount to an abuse of discretion.^{^[7]}

It bears emphasizing that, in cases governed by the Christiansburg standard, this Court has affirmed awards and denials of fees, see, e.g., Peoplemark, 732 F.3d at 593 (award); Wilson-Simmons v. Lake Cty. Sheriff’s Dept., 207 F.3d 818, 824 (6th Cir. 2000) (award); Miami Valley, 725 F.3d at 581 (denial), and it has reversed awards of fees, see, e.g., Dubuc, 312 F.3d at 755; Jones, 789 F.3d at 1232-33. But defendant has cited not a single case where this Court did what defendant is urging the Court to do — reverse a district court’s determination that a case before it was not frivolous, unreasonable, or groundless and hold the court’s refusal to award fees was an abuse of discretion. This case should not be the first.

d. Finally, Pelzer argues that the district court “erroneously held that [the magistrate judge] ‘did not need to address whether the EEOC’s litigation conduct demonstrated the level of bad faith that would support an award of attorney fees under [Title VII]’ once he found that the plaintiffs’ claim was not ‘frivolous, unreasonable, [or] groundless.’” Brief 30 (quoting Fees-Decision, R.224 PageID#3793). In defendant’s view, a court may award fees against a losing plaintiff under Title VII if the court finds that plaintiff brought suit or litigated in bad faith even if the claims are not frivolous, unreasonable, or groundless.

The district court correctly held that “the bad faith pursuit of a non-frivolous claim does not provide an independent basis for awarding attorney fees [to a defendant] under the Christiansburg standard.” Fees-Decision, R.224 PageID#3792. Christiansburg rejected the contention that Title VII adopted a bad-faith standard for awarding fees to prevailing defendants, explaining that “if that had been the intent of Congress, no statutory provision would have been necessary, for it has long been established that even under the American common-law rule attorney’s fees may be awarded against a party who has proceeded in bad faith.” 434 U.S. at 419. Christiansburg went on to establish a clear rule: a plaintiff “should not” be liable for his opponent’s fees “unless a court finds that his claim was frivolous, unreasonable, or groundless, or that the plaintiff continued to litigate after it clearly became so.” Id. at 422.^{^[8]} The Court explained that if a plaintiff is found to have pursued “such a claim” in bad faith, there will be an “even stronger basis” for requiring him to pay fees. Id. The Court’s use of the phrase “such a claim” is significant: a finding of bad faith, standing alone, is an insufficient basis on which to award fees against a plaintiff under Title VII.

In Lowery v. Jefferson County Board of Education, this Court likewise rejected a bad-faith or “motive-only test” as an independent basis for awarding fees to a defendant under Christiansburg. 586 F.3d at 438-39. The Court explained that, “[i]t may be that, when anger or revenge lie behind a frivolous suit, a court has all the more reason to impose sanctions,” noting the language in Christiansburg referring to “sanctions for the ‘bad faith’ filing of a frivolous claim.” Id. at 438 (quoting 434 U.S. at 422). “But it is quite another matter to award sanctions for the bad faith filing of a legitimate claim.” Id. at 438-39. The Court noted that “neither the district court nor the defendants have identified a case in which a court awarded . . . fees [under 42 U.S.C. § 1988],” a provision parallel to Title VII’s fee provision, “due solely to the plaintiffs’ motivation in bringing the lawsuit, as opposed to the merits of the claim.” Id. (also noting motives-only test would be hard to apply and possibly chilling).

Ignoring Lowery, Pelzer states that this Court “has consistently interpreted Christiansburg to allow for attorneys’ fees under [Title VII] upon a finding of bad faith.” Brief 31 (citing Brooks v. Ctr. Park Assocs., 33 F.3d 585, 587 (6th Cir. 1994); Kasuri v. St. Elizabeth Hosp. Med. Ctr., 897 F.2d 845, 854 (6th Cir. 1990); Dubuc, 312 F.3d at 754). However, one of these three decisions, Dubuc, actually supports the Commission’s position. It observed that fee awards under Christiansburg “are limited to instances of egregious misconduct by a plaintiff, based ‘upon a finding that the plaintiff’s action was frivolous, unreasonable, or without foundation.’” It then went on to quote Christiansburg’s discussion of “a plaintiff . . . found to have brought or continued such a claim in bad faith.” Dubuc, 312 F.3d at 754 (emphasis added and omitted) (quoting Christiansburg, 434 U.S. at 421-22).

The other two decisions Pelzer cites each include a solitary boilerplate sentence stating that fees may be awarded against a plaintiff who pursues an action in bad faith. See Brooks, 33 F.3d at 587 (vacating award of fees); Kasuri, 897 F.2d at 854 (affirming denial of fees). Even assuming both statements concern fees under Title VII, they were dictum, as neither decision discussed the issue further, let alone awarded fees — or affirmed an award of fees — under Christiansburg on the basis of a finding of bad faith. The same is true of a similar statement in this Court’s decision in Smith, upon which Pelzer does not rely. See 754 F.2d at 183 (reversing award of fees). Indeed, we are aware of no decision of this Court allowing an award of fees under Christiansburg based on a finding of bad faith.^{^[9]}

II. The District Court Did Not Abuse Its Discretion in Not Awarding Pelzer Attorney’s Fees Under Federal Rule of Civil Procedure 11.

Finally, defendant argues that the district court abused its discretion because it “fail[ed] to identify that it had the authority under [Federal Rule of Civil Procedure] 11(c)(3) to sua sponte issue a show cause hearing and . . . award . . . attorneys’ fees.” Brief 32. But the district court never denied that it had such authority. And the court certainly was under no obligation to describe all types of authority relating to the case that it could have invoked sua sponte, but that it chose not to.

The district court did address Rule 11 sanctions in its fee decision in response to Pelzer’s arguments requesting them. Fees-Decision, R.224 PageID##3793-3795. The court explained that Rule 11 fees were not appropriate for several reasons, including defendant’s repeated failure to comply with the procedural requirements of the rule and the fact that the court had already “determined that the case is not frivolous.” Id. at PageID##3793-3794. Defendant does not argue that these rulings constituted an abuse of discretion and has forfeited any such argument by not raising it in its opening brief.

CONCLUSION

This Court should affirm the district court’s decision denying attorney’s fees to the defendant.

Respectfully submitted,

SHARON FAST GUSTAFSON

General Counsel

JENNIFER S. GOLDSTEIN

Associate General Counsel

SYDNEY A.R. FOSTER

Assistant General Counsel

s/ Barbara L. Sloan_______________

BARBARA L. SLOAN

Attorney

EQUAL EMPLOYMENT

OPPORTUNITY COMMISSION

Office of General Counsel

131 M Street, N.E., 5th Floor

Washington, DC 20507

(202) 663-4721

barbara.sloan@eeoc.gov

CERTIFICATE OF COMPLIANCE

This brief complies with the type-volume limitation of Fed. R. App. P. 32(a)(7)(B)(i) because it contains 12,057 words, from the Statement of Jurisdiction through the Conclusion, as determined by Microsoft Word for Office 365. This brief also complies with the typeface and type-style requirements of Fed. R. App. P. 32(a)(5)-(6) because it was prepared in Times New Roman 14-point font, a proportionally spaced typeface.

s/ Barbara L. Sloan

Attorney for Equal Employment

Opportunity Commission

Dated: June 24, 2020

[1] Because Pelzer’s arguments on appeal are based, in part, on challenges to the district court’s decisions denying it summary judgment and a directed verdict, the facts are largely presented in the light most favorable to the Commission. See, e.g., Reeves v. Sanderson Plumbing Prods., Inc., 530 U.S. 133, 150-51 (2000) (in reviewing motion for summary judgment or judgment as a matter of law, court must review record as a whole, drawing all legitimate inferences in nonmoving party’s favor).

[2] Kennedy is also referred to in the evidence as Sarah Knox and Sarah Holloway.

[3] It is not clear how Pelzer was using the term “costs” in its motion, but it appears from its supporting documentation as if it was seeking reimbursement for attorney’s fees and travel expenses. See Fees-Memo, R.214-6 PageID##3418-3538. For simplicity, this brief refers to the request as one seeking “fees.” Pelzer separately filed a bill of costs pursuant to Federal Rule of Civil Procedure 54(d)(1) and 28 U.S.C. § 1920, see Bill-of-Costs, R.215 PageID##3581-3660, which was granted in part, see Clerk’s-Findings, R.220 PageID##3738-3748. Pelzer has not challenged that ruling in this appeal.

[4] SJ-Opp., R.72 PageID#975-79 (citing Email, R.72-2 PageID##2015-2016; Schnepp-Dep., R.72-4 PageID##1026-1027; Schnepp-Aff, R.72-5 PageID##1030-1032; Kennedy-Dep., R.72-8 PageID##1040-1042, 1047-1048; Morris-Aff., R.72-11 PageID#1077; Miller-Dep., R.72-13, PageID#1083; Weiss Dep., R.72-14 PageID##1089-1090, 1097). See generally supra pp. 6-11 (describing this evidence).

[5] The solitary page in the record that Pelzer cites in support of its remarkable assertion also appears in the Commission’s opposition to summary judgment, SJ-Opp., R.72 PageID#982, and does not support defendant’s allegation. Although that page notes that Federal Rule of Civil Procedure 11(b)(2) “allows parties to fight to reverse existing case law,” id., the Commission did not state it was seeking to reverse this Court’s honest belief rule, which the filing elsewhere assumed was valid, see id. at PageID##971-79. The Commission’s statement was instead made as one of several responses to Pelzer’s claim that the Commission should be sanctioned because it did not drop its claim following the issuance of a Fourth Circuit decision, Villa v. CavaMezze Grill, LLC, 858 F.3d 896 (4th Cir. 2017). See SJ-Opp., R.72 PageID#982. Villa has no bearing on the honest belief issue in this case because the plaintiff there “concede[d] lack of pretext,” so the court did not need to, and did not, decide “how clear the employer’s evidence of the employee’s fabrication [of a discrimination complaint] must be . . . [to establish as a matter of law that] the employee’s dishonesty was the employer’s true reason for acting.” Villa, 858 F.3d at 903 n.3 (also distinguishing Gilooly v. Mo. Dep’t of Health & Senior Servs., 421 F.3d 734 (8th Cir. 2005), on that ground); see also id. at 905; SJ-Decision, R.92 PageID##1303-1304, 1313.

[6] Also without merit is Pelzer’s somewhat related contention that the district court’s ruling “ignored 13 [out-of-circuit] appellate court judges.” Brief 22 (apparently referencing certain opinions cited at Brief 17-19). Even if Pelzer is correct that the cited out-of-circuit decisions — and opinion dissenting in relevant part — establish that an employer may fire an employee as long as it has an honest, good faith belief that she intentionally falsified a discrimination complaint, the district court’s decision was consistent with that general rule. As just explained, the district court held that, under this Court’s honest belief case law, there was a dispute of fact as to whether Pelzer honestly believed that Black intentionally falsified her discrimination complaints.

[7] The district court also observed that defendant had pursued attorney’s fees “to punish” the Commission for litigating this case. Fees-Decision, R.224 PageID#3778. But attorney’s fees under Title VII “cannot be awarded in an effort to teach [a party] a lesson.” Dubuc v. Green Oak Tp., 312 F.3d 736, 755 (6th Cir. 2002).

[8] See also, e.g., Hughes, 449 U.S. at 14 (explaining that Christiansburg held that a defendant may recover fees under Title VII “only if the District Court finds that the plaintiff's action was frivolous, unreasonable, or without foundation, even though not brought in subjective bad faith” (emphasis added) (citation omitted)); Roadway Exp., Inc. v. Piper, 447 U.S. 752, 762 (1980)) (similar).

[9] Because bad faith conduct provides no independent basis for awarding fees under Title VII, we do not further address Pelzer’s allegations that the Commission engaged in bad faith conduct in this case. See Brief 32. We deny those allegations, however. And, in the course of addressing arguments on other issues, we have already explained why Pelzer’s arguments fail with respect to two of the three EEOC actions Pelzer specifically challenges in the Argument section of its brief, id. See supra pp.35-16, 37-38.