“We may affirm on any ground supported by the record, regardless of whether that ground was relied upon or even considered below.”
How later courts described this case
- “We may affirm on any ground supported by the record, regardless of whether that ground was relied upon or even considered below.”
- stating that “equitable doctrines such as tolling or estoppel” should “be applied sparingly”
Written by the judges who cited it.
The opinion
USCA11 Case: 24-11442 Document: 40-1 Date Filed: 08/22/2025 Page: 1 of 13
[DO NOT PUBLISH]
In the
United States Court of Appeals
For the Eleventh Circuit
____________________
No. 24-11442
____________________
CHIDI AHANOTU,
Plaintiff-Appellant,
versus
THE RETIREMENT BOARD OF BERT BELL/PETE ROZELLE
NFL PLAYER RETIREMENT PLAN,
THE BERT BELL/PETE ROZELLE NFL PLAYER
RETIREMENT PLAN,
Defendants-Appellees.
USCA11 Case: 24-11442 Document: 40-1 Date Filed: 08/22/2025 Page: 2 of 13
2 Opinion of the Court 24-11442
____________________
Appeal from the United States District Court
for the Southern District of Florida
D.C. Docket No. 9:23-cv-80745-DMM
____________________
Before JORDAN, NEWSOM, Circuit Judges, and CORRIGAN,* District
Judge.
PER CURIAM:
After playing 12 seasons in the National Football League,
Chidi Ahanotu applied for two types of disability benefits from the
Bert Bell/Pete Rozelle NFL Player Retirement Plan. In a letter, the
Plan awarded him only the less generous benefit, without mention-
ing the other. Ahanotu alleges that one of the Plan’s employees
tampered with his application and that the Plan fraudulently con-
cealed that fact from him to deny him the more lucrative benefits.
He sued the Bert Bell/Pete Rozelle NFL Retirement Plan and Re-
tirement Board for retroactive benefits under 29 U.S.C.
§ 1132(a)(1)(B). The district court dismissed Ahanotu’s suit be-
cause it concluded that he hadn’t exhausted his administrative rem-
edies.
After carefully considering the issues, and with the benefit of
oral argument, we affirm the district court’s judgment. Although
* The Honorable Timothy J. Corrigan, United States District Judge for the
Middle District of Florida, sitting by designation.
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24-11442 Opinion of the Court 3
we assume without deciding that Ahanotu properly exhausted his
administrative remedies, we conclude that the district court was
right to dismiss his complaint in any event—not only because his
suit was barred by the Plan’s 42-month contractual limitations pe-
riod but also because he failed to plead a plausible claim to relief.
I
A
Chidi Ahanotu is a former NFL player who retired from the
League in 2005 after 12 seasons. In 2006, he applied for disability
benefits from the Bert Bell/Pete Rozelle NFL Player Retirement
Plan—an ERISA-governed pension- and welfare-benefit plan that
the NFL Management Council and NFL Players Association estab-
lished through collective bargaining.
The Plan provides two types of disability benefits: Line-of-
Duty and Total and Permanent Disability. Line-of-Duty benefits
are less generous and are meant for players who incur a “substan-
tial disablement” “arising out of League football activities.” Retire-
ment Plan at 32–33, Dkt. No. 53-1. They are paid out monthly, for
no more than 90 months, in an amount determined by multiplying
a Player’s “Credited Seasons” by the dollar amount assigned to that
Credited Season, but not less than a minimum of $1,000 per month.
Total and Permanent Disability benefits are more generous
and difficult to get. They are available to players who are “totally
and permanently disabled”—i.e., “substantially prevented from or
substantially unable to engage in any occupation or employment
for remuneration or profit.” Id. at 28. There are four levels of
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4 Opinion of the Court 24-11442
“T&P” benefits—the highest of which (so to speak) is called “Ac-
tive Football.” To qualify for this most lucrative type, the player
must have a disability that “results from League football activities,
arises while the Player is an Active Player, and causes the Player to
be totally and permanently disabled ‘shortly after’ the disabilit[y]
first arises.” Id. at 26. The Plan further specifies that “a Player who
becomes totally and permanently disabled more than 12 months
after a disabilit[y] first arises will be conclusively deemed not to
have become totally and permanently disabled ‘shortly after’ the
disabilit[y] first arises.” Id. at 27.
When a player applies for benefits, that triggers the Plan’s
two-stage administrative-review process. First, the Plan’s Disabil-
ity Initial Claims Committee decides all initial claims. Then, if a
player’s claim is denied in whole or in part, he can, within “180 days
from the receipt of an adverse benefit determination,” “file a writ-
ten request for review of the initial decision to the Retirement
Board”—the Plan’s named fiduciary. Id. at 47. The Plan also dic-
tates that “[n]o suit or legal action with respect to an adverse ben-
efit determination may be commenced more than 42 months from
the date of the final decision on the claim for benefits (including the
decision on review).” Id. at 50.
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24-11442 Opinion of the Court 5
We now turn to Ahanotu’s 2006 application—the first page
of which had the following markings:
Application at 2, Dkt. No. 53-2. Ahanotu’s application also in-
cluded a filled-out section covering Line-of-Duty benefits, the sig-
nature page, and an attachment titled “Line of Duty Disabilities.”
It did not include the section for T&P benefits or any list of “T&P
Disabilities.”
After reviewing Ahanotu’s application, the Initial Claims
Committee awarded him Line-of-Duty benefits. In the letter in-
forming Ahanotu of that decision, the Committee did not mention
T&P benefits, nor did it state that Ahanotu had 180 days to request
the Board’s review of any adverse benefit determination. Ahanotu
did not request review of the Committee’s determination or other-
wise follow up regarding the application.
Fifteen years later, in 2021, Ahanotu requested and received
from the Plan a copy of his 2006 application. 1 Upon receiving it,
he emailed the Plan and alleged that “[s]omeone tampered with
1 Ahanotu asserts that he “did not retain a copy of [his] 2006 application”
around the time he submitted it. Second Am. Compl. ¶ 35, Dkt. No. 53. He
does not allege that he asked for a copy of his 2006 application any time before
2021, or that the Plan ever withheld the application from him.
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6 Opinion of the Court 24-11442
[his] disability application”—specifically, that “[s]omeone [c]rossed
out ‘both LOD and T&P’ and checked LOD only.” Email at 2, Dkt.
No. 61-8. Ahanotu demanded that the Plan make up for this pur-
ported malfeasance by paying him “T&P funds retroactively to
2005 when [he] applied for disability initially.” Id. The Plan re-
sponded that the 2006 decision was final and “not subject to further
administrative review.” Second Am. Compl. ¶ 46, Dkt. No. 53.
B
Ahanotu sued the Retirement Plan and Board under
29 U.S.C. § 1132(a)(1)(B), an ERISA provision that authorizes a ben-
efit-plan participant or beneficiary “to recover benefits due to him
under the terms of his plan.” In his second amended complaint,2
he alleged that the defendants engaged in “fraudulent conceal-
ment” by tampering with his 2006 application, granting him only
Line-of-Duty benefits, and declining to inform him about their de-
cision regarding T&P benefits or the 180-day timeline to seek re-
view. See Second Am. Compl. ¶¶ 55–102. As recompense,
Ahanotu demanded, among other things, “[p]ast T & P disability
benefits under the ‘Active Football’ category benefits from 2006,”
2 The district court dismissed Ahanotu’s first amended complaint for reasons
that largely mirror its ultimate dismissal of the second amended complaint.
The first dismissal was without prejudice: The district court decided to “grant
[Ahanotu] one final opportunity to amend his complaint,” even though it was
“not convinced that [its] defects c[ould] be cured.” First Order Granting Mot.
to Dismiss at 7, Dkt. No. 44.
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24-11442 Opinion of the Court 7
as well as “[f]uture T & P disability benefits as if he was classified
under the ‘Active Football’ category since 2006.” Id. ¶ 102.
Upon the defendants’ motion, the district court dismissed
Ahanotu’s second amended complaint. It determined that
Ahanotu had failed to exhaust his administrative remedies given his
“explicit[] admi[ssion] . . . that he did not appeal the 2006 decision”
as required by the Plan’s two-stage process. Second Order Grant-
ing Mot. to Dismiss at 5, Dkt. No. 69. The district court also held
that Ahanotu had not adequately established any proper grounds
for excusing his failure to exhaust.
This is Ahanotu’s appeal. 3
II
The district court dismissed Ahanotu’s suit based on its con-
clusion that he had not exhausted his administrative remedies. On
this appeal, we assume—without deciding—that Ahanotu did ex-
haust his administrative remedies. Nonetheless, we affirm the dis-
trict court’s dismissal on two alternate grounds: (1) because
Ahanotu’s suit was barred by the Plan’s 42-month contractual
3 We review de novo the district court’s decision to dismiss the complaint,
“accepting the allegations in the complaint as true and construing them in the
light most favorable to the plaintiff.” Checker Cab Operators, Inc. v. Miami-Dade
Cnty., 899 F.3d 908, 915 (11th Cir. 2018) (citation modified). “To withstand a
motion to dismiss under Rule 12(b)(6), a complaint must include enough facts
to state a claim to relief that is plausible on its face”—i.e., the plaintiff must
plead enough “factual content [to] allow[] the court to draw the reasonable
inference that the defendant is liable for the misconduct alleged.” Id. (citation
modified).
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8 Opinion of the Court 24-11442
limitations period; and (2) because Ahanotu failed to state a plausi-
ble claim to relief. See Waldman v. Conway, 871 F.3d 1283, 1289
(11th Cir. 2017) (“We may affirm on any ground supported by the
record, regardless of whether that ground was relied upon or even
considered below.”). We discuss each of these grounds in turn.
A
The Plan states that “[n]o suit or legal action with respect to
an adverse benefit determination may be commenced more than
42 months from the date of the final decision on the claim for ben-
efits (including the decision on review).” 4 Retirement Plan at 50.
Ahanotu submitted his application on February 4, 2006, and the de-
fendants sent him the letter awarding only Line-of-Duty benefits
two months later, on April 13, 2006. Ahanotu sued more than 17
years later—in May 2023.
Ahanotu’s suit is untimely by a considerable margin—even
if we accept his contention that the defendants’ letter “failed to no-
tify [him of] . . . any adverse benefit determination” regarding the
T&P benefits. Br. of Appellant at 8. Our decision in Witt v. Metro-
politan Life Insurance Co., 772 F.3d 1269 (11th Cir. 2014), is instruc-
tive. That appeal involved a dispute over when the limitations pe-
riod for the plaintiff’s ERISA claim began to run. The plaintiff
maintained that “the limitations period did not begin to run until
May 4, 2012, when MetLife issued a final, conclusive, and written
4 When he applied, Ahanotu had access to a full copy of the Retirement Plan,
which he also attached to his complaint.
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24-11442 Opinion of the Court 9
decision denying him benefits.” Id. at 1275. Witt alleged that “he
never received MetLife’s 1997 letter terminating his benefits and,
therefore, the statute of limitations did not begin running back in
1997.” Id. MetLife, meanwhile, “contend[ed] that the limitations
period began to run when MetLife stopped making monthly pay-
ments to Witt because, at that point, Witt knew or should have
known that his claim had been denied.” Id.
We ruled in MetLife’s favor. Looking to caselaw from three
sister circuits, we observed that those courts had “squarely con-
cluded that an ERISA cause of action accrues—and the limitations
period begins to run—when the claimant has reason to know that
the claim administrator has clearly repudiated the claim or amount
sought.” Id. at 1276–77 (collecting cases). Applying that rule, we
concluded that “[e]ven assuming that Witt did not receive Met-
Life’s termination letter sent on May 22, 1997, MetLife’s conduct
nonetheless demonstrated a clear and continuing repudiation of
Witt’s rights by failing to provide him any monthly benefits after
April 30, 1997.” Id. at 1278. “Even if we were to require an entire
year of denied payments before holding MetLife’s nonpayment to
constitute a ‘clear and continuing’ repudiation of Witt’s rights,
Witt would undoubtedly have had reason to know of the repudia-
tion at least by May 1, 1998, and the six-year statute of limitations
expired by May 1, 2004, at the latest.” Id. There thus was no need
to “decide the exact number of missing monthly benefits payments
that were required to put Witt on notice that his claim had been
clearly repudiated and thus denied.” Id. We did, however, firmly
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10 Opinion of the Court 24-11442
“reject Witt’s attempt to inexorably tie the start of the limitations
period to a formal denial letter.” Id.
Witt’s logic is fatal to Ahanotu’s case. He received the de-
fendants’ letter in April 2006, but filed his complaint in May 2023.
He contends that the defendants’ 2006 letter wasn’t a final adverse
determination because it didn’t clearly deny his claim for T&P ben-
efits. Even if that’s right, it doesn’t help him. For Ahanotu’s com-
plaint to have been timely, the decision must not have become final
until November 2019—i.e., 42 months before he filed his com-
plaint. Ahanotu’s position, therefore, must be that for 13 years he
had no idea that the defendants denied his claim for T&P benefits.
Under Witt, that’s too tall an order. At some point in those 13
years, the defendants’ refusal to pay him his requested benefits—
even without a formal denial letter—constituted “a clear and con-
tinuing repudiation of [Ahanotu’s] rights.” See Witt, 772 F.3d at
1278. That’s especially true because, by then, Ahanotu had reap-
plied several times for T&P benefits. Because Ahanotu’s suit thus
was untimely, the district court was right to dismiss it.
B
Even if we disregarded both exhaustion and untimeliness,
Federal Rule of Civil Procedure 8 would still compel dismissal.
Rule 8 requires the plaintiff to provide “a short and plain statement
of the claim showing that [he] is entitled to relief.” Fed. R. Civ. P.
8(a)(2). Although “the pleading standard Rule 8 announces does
not require ‘detailed factual allegations,’” it does “demand[] more
than an unadorned, the-defendant-unlawfully-harmed-me
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24-11442 Opinion of the Court 11
accusation.” Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009) (citation mod-
ified). “To survive a motion to dismiss,” the Iqbal Court held, “a
complaint must contain sufficient factual matter, accepted as true,
to state a claim to relief that is plausible on its face.” Id. (citation
modified). “Where a complaint pleads facts that are merely con-
sistent with a defendant’s liability, it stops short of the line between
possibility and plausibility of entitlement to relief.” Id. (citation
modified).
Even when viewed through a plaintiff-friendly lens,
see Checker Cab Operators, 899 F.3d at 915, Ahanotu’s second
amended complaint does not state a plausible claim to relief. In-
deed, his allegations fall short in two respects. First, the complaint
does not plausibly show that Ahanotu was entitled to the T&P ben-
efits that he now seeks retroactively. Ahanotu baldly asserts that
he “is entitled to the full amount of T&P disability benefits under
the ‘Active Football’ category provided under the Plan calculated
from the 2006 application and in the future.” Second Am. Compl.
¶ 71. The only factual support he marshals is the copy of his 2006
application that he obtained in 2021. But that attachment contains
no description of injuries that would qualify for those benefits; all
it does, in fact, is list his “Line of Duty Disabilities.” See Application
at 4. This is not enough “factual matter, accepted as true, to state
a claim” for retroactive T&P benefits in the most generous “Active
Football” category. See Iqbal, 556 U.S. at 678.
Second, Ahanotu’s allegations do not plausibly sustain the
theory of fraudulent concealment upon which his ERISA claim is
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12 Opinion of the Court 24-11442
premised. At best, Ahanotu offers two “factual” assertions:
(1) “[w]ithout Chidi O. Ahanotu’s consent, his selection in the ap-
plication of both LOD and T&P benefits was crossed out, and an
unknown person at [the Plan’s] office selected only LOD benefits,”
Second Am. Compl. ¶ 23; and (2) when Ahanotu received a copy
of his application in 2021, “pages were missing,” “meaning some-
one at the benefit office had to . . . discard the pages,” id. ¶¶ 38–40.
These two allegations, standing alone, do not satisfy Rule 8’s plau-
sibility requirement—i.e., they don’t provide enough “factual con-
tent [to] allow[] the court to draw the reasonable inference that the
defendant is liable for the misconduct alleged.” Iqbal, 556 U.S. at
678. Ahanotu offers nothing but speculation about what an un-
known person working for the defendants must have done. He
also fails to explain why he did not reach out about the 2006 appli-
cation for 15 years—a period during which he submitted several
more benefits applications. Thus, even if we assume that someone
did alter the application, that fact alone still would not plausibly
suggest that the defendants committed a fraud to deprive him of
the benefits to which he hasn’t shown he was entitled. 5
5 For similar reasons, Ahanotu has not established that he is entitled to equita-
ble estoppel or equitable tolling. See Ferry v. Hayden, 954 F.2d 658, 661–62 (11th
Cir. 1992) (“In order for a court to apply equitable estoppel, the party claiming
the estoppel must have relied on its adversary’s conduct in such a manner as
to change his position for the worse, and that reliance must have been reason-
able in that the party claiming the estoppel did not know nor should it have
known that its adversary’s conduct was misleading.” (citation modified)); Nat’l
R.R. Passenger Corp. v. Morgan, 536 U.S. 101, 113 (2002) (stating that “equitable
doctrines such as tolling or estoppel” should “be applied sparingly”).
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24-11442 Opinion of the Court 13
III
Even assuming that Ahanotu exhausted his administrative
remedies, his claim is still barred by the Plan’s contractual limita-
tions period, and he did not state a plausible claim to relief, in any
event. We therefore AFFIRM the district court’s dismissal of his
second amended complaint.