United States District Court, E.D. Wisconsin
MICHAEL R. CASHMAN, Plaintiff,
BAYLAND BUILDINGS, INC., STEVE AMBROSIUS, and ABRAHAM FARLEY, Defendants.
DECISION AND ORDER GRANTING DEFENDANTS' MOTION
FOR SUMMARY JUDGMENT
William C. Griesbach, Chief Judge
Michael R. Cashman filed a complaint alleging ERISA and state
law claims against his former employer, Bayland Buildings,
Inc.; Steve Ambrosius, Bayland's president; and Abraham
Farley, its chief operating officer. Arising under federal
law, the ERISA claims provide this Court with jurisdiction
under 28 U.S.C. § 1331. The Court has supplemental
jurisdiction over the state law claims under 28 U.S.C. §
1367. Defendants Bayland, Ambrosius, and Farley have filed a
motion seeking summary judgment on all of Cashman's
claims. For the reasons below, Defendants' motion will be
granted with respect to Cashman's ERISA claims. With the
federal claims gone, the Court will follow the general rule
and decline to exercise jurisdiction over the state law
claims, which will be dismissed without prejudice.
based in Hobart, Wisconsin, is a general contractor in
commercial, agricultural, and industrial markets. Steve
Ambrosius is the president of Bayland, and Abraham Farley is
its chief operating officer. Bayland is employee-owned
through an employee stock ownership plan (the Plan).
Employees participating in the Plan receive stock in Bayland
pursuant to the Plan's terms and conditions. The Plan
identifies Bayland as the plan administrator but indicates
Bayland may authorize an individual to act as the
administrator on its behalf. (ECF Nos. 38-1 & 49-2.)
Bayland has done so, and the Plan is administered by a
third-party entity, Principal Financial Group. (Def.'s
Proposed Findings of Fact (DPFOF) ¶ 6, ECF No. 36.) The
Plan provides that “the Company shall determine the
amount of any contribution made to the Plan” and
allocates any contribution among qualifying participants
based on “point determinations.” (ECF No. 38-1.)
began working for Bayland as its vice president of sales in
2007. Cashman's 2007 employment agreement required that
Bayland pay him a base salary, plus commission based on the
price of each sales contract, as well as other benefits,
including health insurance and inclusion in the Plan. (ECF
No. 38-3.) In 2013, Bayland divided the sales department into
two sectors: commercial sales and agricultural sales. Cashman
became Bayland's vice president of commercial sales and
signed a new employment agreement in 2013 reflecting the
position change. (ECF No. 38-4.) The agreement incorporated a
new commission formula, under which Cashman received
commission on the net profit of all commercial sales and
agricultural projects. Bayland remained obligated to pay
Cashman a base salary, provide benefits, and include Cashman
in the Plan. (Id.)
employment contract with Bayland was not for a set term. As a
result, his employment was “at will”; Bayland was
free to terminate Cashman's employment at any time as
long as the termination was not contrary to a fundamental and
well-defined public policy. Brockmeyer v. Dun &
Bradstreet, 113 Wis.2d 561, 573, 335 N.W.2d 834 (1983).
Bayland terminated Cashman's employment on March 26,
claims that he was terminated in bad faith after he raised
concerns about certain company expenditures for the private
benefit of one of its officers. He also claims that he was
not paid commissions and other compensation he had earned
before his termination. Though somewhat lacking in detail,
his complaint asserts eleven “claims for relief.”
The first three seek relief under ERISA, and the remaining
eight assert various claims under Wisconsin statutory and
common law. See Compl. Counts 1-3 (ERISA), Count 4
(non-payment of wages under Wis.Stat. §§ 109.03 and
109.11), Counts 5-10 (breach of contract and alternative
quasi-contractual claims), and Count 11 (breach of duty of
ERISA claims are based on an alleged attempt by Farley to
bill the cost of a garage he had built for his own home to a
company account. In November or December 2014, Cashman
discovered that Farley billed materials for a garage built at
his home to a Bayland project referred to as the
“Koehne Chevrolet project.” (Pl.'s Proposed
Findings of Fact (PPFOF) PPFOF ¶¶ 15, 17.) The
Koehne Chevrolet project involved a contract Bayland had with
Chade Koehne, the president of Koehne Buick-Pontiac-GMC,
Inc., to construct a new automobile dealership in Marinette,
Wisconsin. Cashman discussed Farley's conduct with Jeff
Juse, the project's head estimator, in December 2014.
(PPFOF ¶ 18.) Cashman contends that by billing expenses
for his personal project to a company account, Farley
decreased Bayland's profits and thereby negatively
affected the Plan and its participants, including Cashman.
Cashman claims Ambrosius, Farley, and Dan Verhagan,
Bayland's chief financial officer, falsified Bayland
records in billing the garage materials to the Koehne
Chevrolet project and engaged in tax fraud. (PPFOF
¶¶ 30-34, 44.)
admits that he did track expenses for his garage to the
Koehne Chevrolet project, but claims that by combining the
purchase of the materials for his garage with those needed
for the Koehn project, he saved money for both by getting a
better price on a larger volume of materials. (Farley Dep.
Tr. 35, ECF No. 53; Decl. of Abraham Farley ¶ 26, ECF
No. 39.) The costs of material for his garage were not
charged to or paid by Koehne, however, nor were they paid by
Bayland, because Farley reimbursed Bayland for the materials
by deducting $11, 522.74 from his end-of-the-year bonus.
(DPFOF ¶ 54.)
judgment is appropriate when the moving party shows that
there is no genuine issue as to any material fact and that
the moving party is entitled to judgment as a matter of law.
Fed.R.Civ.P. 56(a). All reasonable inferences are construed
in favor of the nonmoving party. Foley v. City of
Lafayette, 359 F.3d 925, 928 (7th Cir. 2004). The party
opposing the motion for summary judgment must “submit
evidentiary materials that set forth specific facts showing
that there is a genuine issue for trial.” Siegel v.
Shell Oil Co., 612 F.3d 932, 937 (7th Cir. 2010)
(citations omitted). “The nonmoving party must do more
than simply show that there is some metaphysical doubt as to
the material facts.” Id. Summary judgment is
properly entered against a party “who fails to make a
showing sufficient to establish the existence of an element
essential to the party's case, and on which that party
will bear the burden of proof at trial.” Parent v.
Home Depot U.S.A., Inc., 694 F.3d 919, 922 (7th Cir.
2012) (internal quotations omitted).
is aimed at providing “‘a panoply of remedial
devices' for participants and beneficiaries of
[employer-provided] benefit plans.” Larson v.
United Healthcare Ins. Co., 723 F.3d 905, 910 (7th Cir.
2013) (quoting Firestone Tire & Rubber Co. v.
Bruch, 489 U.S. 101, 108 (1989)). Cashman asserts two
kinds of ERISA claims: a claim for benefits due pursuant to
29 U.S.C. § ...