Penn State’s effort to coerce me to sign a confidentiality agreement fails.
Yesterday, January 29, 2025, Judge Marshall issued a ruling in our case, denying Penn State’s request for a protective order. Because I am a participant in this ongoing litigation I cannot, and will not, discuss anything beyond the basic facts of the case.
To recap: On January 16th, our legal team and I attended a scheduled hearing to argue preliminary objections in our lawsuit. At the beginning of the hearing, Penn State announced they were dropping their preliminary objections (read about it here). Because we were before the judge, we took the opportunity to address the Motion for Protective Order that Penn State had filed January 6th. Penn State filed that order requesting the court compel me to sign agreements they had drafted, and which they had repeatedly demanded I sign before they would proceed with discussions regarding the issues at hand in our case.
Judge Marshall ruled:
“With respect to the Motion for Protective Order, Defendant has not made an adequate showing of need for a protective order at this time. The Court does not believe that it is appropriate to coerce one party into accepting a confidential agreement to which they object, and which was drafted by the other party. Specifically, the Court will not require Plaintiff to be bound by the confidentiality agreement proposed by Defendants when Plaintiff identified, at the January 16, 2025 hearing, at least two provisions in the agreement with which he does not agree.
“The Court also notes that the parties seemed to be in agreement on a provision for the confidentiality agreement that would prohibit Plaintiff from posting the provided information on his social media platforms, which agreement was made in open court on January 16, 2025 and has not yet been incorporated into the proposed Stipulated Confidential Agreement and Order.”
In reference to the two provisions mentioned by the judge in his ruling: first, we argued that the documents Penn State demanded I sign would prevent me from having deliberative and substantive discussions with other trustees regarding information I found. This prohibition would be a breach of my fiduciary duty and render any information useless. These are restrictions that, in our opinion, clearly violate Pennsylvania Title 15 Section 5512.
Secondly, we argued that Penn State was asking the court to allow them to impose parameters of the new bylaws that are both illegal and improper. We highlighted several issues with the new bylaws (approved two weeks after I filed my initial lawsuit) that are incongruent with Pennsylvania law and are fundamentally unsound governance. In our view, and supported by evidence, these changes were enacted to pretextually silence, remove, and ban from the Board any trustee attempting to exercise their fiduciary duties.
Penn State also argued that they were afraid I would post confidential information on social media, and we immediately assured them that we were happy to include a provision that we would not*.
Judge Marshall’s order continues:
“1) The court declines to rule on Defendant’s Preliminary Objections at this time, understanding that they will be withdrawn.
2) Defendant’s Motion for a Protective Order is hereby DENIED.
3) This Court’s Orders dated October 9, 2024 and October 11, 2024, and the injunction imposed thereby, remain in effect.”
In regards to the injunctions referenced in Point 3:
Order (October 9, 2024): AND NOW, this 9th day of October, 2024, Plaintiff’s Emergency Motion for Preliminary Injunction is hereby GRANTED. Defendants are hereby ENJOINED from removing Plaintiff from the Board of Trustees by vote. This Preliminary Injunction will remain in effect until the earliest of (i) its dissolution by the Court, (ii) the conclusion of the underlying litigation in this matter, or (iii) the conclusion of all terms for which Plaintiff has been duly elected to the Board.
Amended Order (October 11, 2024): AND NOW, this 11th day of October, 2024, this Court reaffirms its October 9, 2024 grant of a Preliminary Injunction. Defendants remain ENJOINED from removing Plaintiff from the Board of Trustees by vote. This Preliminary Injunction will remain in effect until the earliest of (i) its dissolution by the Court, (ii) the conclusion of the underlying litigation in this matter, or (iii) the conclusion of all terms for which Plaintiff has been duly elected to the Board. Continuation of this Preliminary Injunction is conditioned upon Plaintiff posting a bond with the Prothonotary of Centre County in the amount of $2,500 (two-thousand five-hundred dollars) by 4 pm on October 16, 2024. Failure to post bond by the required date will result in automatic dissolution of the injunction.
(The bond was paid October 15, 2024)
* I have never, and will never, share on social media any confidential information regarding Penn State.
We are moving forward with our case as expeditiously as possible. In the meantime, I have received the fifty nominations required to be a candidate for re-election as an Alumni Trustee. Thank you to all alumni who nominated me. It is my honor to serve as your voice on the Penn State Board of Trustees.
According to the new bylaws, my candidacy will now be reviewed by a selection committee to determine whether I am qualified. I believe I have capably demonstrated that I bring a valuable skill set to the job of trustee, including critical thinking and the ability to work with others by educating them in areas of concern they might be unaware of. I have also been an ally of and supporter of the trustees who champion issues of concern to the university community.
Our goal should be a strong, independent group of trustees who follow the law and can make the tough, informed decisions necessary to ensure Penn State becomes, once again, a premier institution of higher education.
Support for our legal fight
I am so happy to let you know about another win for our team. It has only been made possible by your support. We are 85% of the way to our goal of raising $20,000 for legal expenses on GoFundMe. If you have already donated, thank you. If you have the means to do so and want to see Penn State back in the hands of trustees who understand legal university governance, your donation will go to a very good cause. Whether or not you have the means to contribute personally, please help us spread the word and forward the GoFundMe information to all the Penn Staters in your circle.
