Sleva

IN THE UNITED STATES DISTRICT COURT

FOR THE WESTERN DISTRICT OF PENNSYLVANIA

PITTSBURGH DIVISION

ROBERT HALF INC., ) Civil Action No. 2:25-CV-1515-JFC-CBB

)

) Senior United States District Judge

Plaintiff, ) Joy Flowers Conti

)

vs. )

) United States Magistrate Judge

MINDY SLEVA, CREATIVE ) Christopher B. Brown

)

FINANCIAL STAFFING LLC,

)

)

Defendants,

REPORT & RECOMMENDATION1

ON DEFENDANTS’ COMBINED MOTION FOR SUMMARY JUDGMENT

AND MOTION TO DISMISS, ECF NO. 18

Christopher B. Brown, United States Magistrate Judge

I. Recommendation

Plaintiff Robert Half, Inc. (“Robert Half”), a staffing company, brings this civil

action against its former employee Mindy Sleva (“Sleva”) and her current employer

Creative Financial Staffing, LLC (“CFS”). ECF No. 1. Robert Half alleges that Sleva

breached the restrictive covenants in Employment Agreement by misappropriating

trade secrets, by competing with Robert Half by working for its direct competitor, and

by actively soliciting Robert Half’s customers using the stolen confidential

information. Id. at ¶¶ 99-160.

Robert Half brings the following seven claims for relief:

1 This matter has been referred to the undersigned United States Magistrate Judge for a

Report and Recommendation pursuant to 28 U.S.C. § 636(b)(1) and Fed. R. Civ. P. 72(b).

• Count I – Breach of Contract against Defendant Sleva;

• Count II – Trade Secret Misappropriation under the Federal Defend

Trade Secret Act (“DTSA”) against Defendants Sleva and CFS;

• Count III – Trade Secret Misappropriation under the Pennsylvania

Trade Secrets Act (“PUTSA”) against Defendants Sleva and CFS;

• Count IV – Tortious Interference with Business Relations against

Defendants Sleva and CFS;

• Count V – Breach of the Duty of Loyalty against Defendant Sleva

• Count VI – Unfair Competition against Defendants Sleva and CFS

• Count VII – Tortious Interference with a Contract against Defendant

CFS

Id. at ¶¶ 99-160. The Court has subject matter jurisdiction under 28 U.S.C. § 1331

over the federal claims, and supplemental jurisdiction over the state law claims under

§ 28 U.S.C. 1367.

In response, Defendants filed a combined Rule 56 Motion for Summary

Judgment and Rule 12(b)(6) Motion to Dismiss. ECF No. 18. The Motion is fully

briefed and ripe for consideration. ECF Nos. 18-20, 26-27.

As set forth in more detail below, it is respectfully recommended that the

Motion for Summary Judgment be DENIED AS MOOT. As for the Motion to Dismiss,

it is respectfully recommended that:

• The Motion to Dismiss all claims against CFS for lack of involvement

be DENIED;

• The Motion to Dismiss Counts II-VI based on the gist of the action

doctrine be DENIED as premature;

• The Motion to Dismiss the breach of contract claim at Count I be

DENIED as premature;

• The Motion to Dismiss the trade secret misappropriation claims at

Counts II and III be DENIED.

II. Report

a. Factual Background

Robert Half is a nationwide staffing company that specializes in recruiting

and placing workers for temporary and permanent employment in specialized fields.

ECF No. 1 at ¶ 8. Per the Complaint, Robert Half’s success is due to its ability to

identify the subset of companies who use staffing services, and then maintain

goodwill and a good reputation with those clients. Id. at ¶¶ 11-13. More

specifically, Robert Half uses its expertise in the field to “identify those potential

clients who find value in using staffing agencies to fill temporary positions and are

willing to pay the associated fees, while excluding companies that . . . are unlikely

to retain a staffing company’s services.” Id. at ¶ 20.

Robert Half brings this action against its former employee Sleva as well as

her current employer, CFS. Id. at ¶¶ 2-3. Sleva worked at Robert Half as a

Contract Finance and Accounting Practice Director and later Branch Director in the

Wexford, PA office. Id. at ¶¶ 37-39. She later became the CFA Practice Director of

the Pittsburgh Area Region. Id. at ¶39. She signed an employment agreement at

the outset of her employment with Robert Half. Id. at ¶¶ 43-44. The Employment

Agreement contained restrictive covenants for non-competition, non-solicitation,

and non-disclosure. Id. at ¶ 43.

Robert Half describes Sleva as a high-level employee with managerial

authority, who was entrusted with confidential and trade secret information such as

the Client and Candidate Databases. Id. at ¶¶ 21-36, 41-42, 145. The Client and

Candidate Databases identify all customers in the Pittsburgh area and have

extensive information including contact information, particular client requirements

and preferences, pay rates or fees, price ranges, number and type of candidates, and

skill sets, among others. Id. at ¶¶ 22-25.

To protect the information in the Client and Candidate Databases, Robert

Half has a company-wide written policy that restricts “the disclosure or use of this

information other than for official company purposes.” Id. at ¶ 30. Robert Half

“requires each of its staffing professionals to execute employment agreements and

other documents with strict confidentiality provisions as a condition of

employment.” Id. The Databases are password protected, and Robert Half

“restricts and limits who can access and use such information; requires each user to

execute a confidentiality pledge each time she or she accesses the system; and

strictly controls remote access to the database by employees.” Id. Robert Half also

has its employees attend a training and certify that they understand that the

information is confidential and a protected trade secret. Id. at ¶ 54.

On May 16, 2025, Sleva used her company-issued computer to interview with

the Chief Executive Officer of Defendant CFS. Id. at ¶ 62. Shortly thereafter, from

May 19-May 28, 2025, Sleva began accessing and saving documents that did not

have anything to do with the daily activities of her job. Id. at ¶¶ 63-73. This

includes: running 18 searches “unrelated to her daily activities” in the Client and

Candidate Databases; searching all of her clients and candidates; searching all job

orders she was working on in Pittsburgh; searching all clients and candidates in

Wexford; accessing seven documents including a sample letter to candidates using

Robert Half’s form Terms & Conditions; and accessing “dozens” of documents on

Robert Half’s SharePoint, including documents containing Robert Half’s bonus

structure, performance metrics, and documents about customers. Id. at ¶¶ 63-73.

Robert Half alleges Sleva then took this information by connecting her

personal Google Drive and DropBox to the computer and connecting two thumb

drives. Id. at ¶¶ 71-72, 73. Robert Half also alleges Sleva tried to “cover her tracks”

by deleting her search history. Id. at ¶ 72. One day after she connected the thumb

drives to her computer, she resigned. Id. at ¶ 60.

After Sleva began working at CFS, CFS began posting jobs for Robert Half

clients. For example, the Complaint alleges that CFS posted two jobs for Robert

half clients in Pittsburgh “that Ms. Sleva knew from her days at Robert Half.” Id.

at ¶ 86. CFS “filled one of these postings with a preferred Robert Half candidate

with whom Ms. Sleva had worked extensively.” Id. at ¶ 87. In September 2025,

Robert Half received a call from one of its active candidates, who in turn had

received a call from a CFS recruiter who reports directly to Sleva. Id. at ¶ 88. That

CFS recruiter told the Robert Half candidate Sleva had directed the recruiter to call

the candidate because Sleva said that the candidate was “really good.” Id.

b. Standard of Review – Motion for Summary Judgment (Fed. R.

Civ. P. 56)

The standard for assessing motions for summary judgment is well-settled.

Summary judgment is appropriate “if the movant shows that there is no genuine

dispute as to any material fact and the movant is entitled to judgment as a matter

of law.” Fed. R. Civ. P. 56(a). The Court must ask whether the evidence presents “a

sufficient disagreement to require submission to a jury or whether it is so one-sided

that one party must prevail as a matter of law.” Anderson v. Liberty Lobby, Inc.,

477 U.S. 242, 251-52 (1986).

In making this determination, “all reasonable inferences from the record

must be drawn in favor of the nonmoving party and the court may not weigh the

evidence or assess credibility.” Goldenstein v. Repossessors Inc., 815 F.3d 142, 146

(3d Cir. 2016) (cleaned up). “Only disputes over facts that might affect the outcome

of the suit under the governing law will properly preclude the entry of summary

judgment.” Anderson, 477 U.S at 247-48. An issue is “genuine” if a reasonable jury

could hold in the nonmovant’s favor with respect to that issue. Id.

c. Standard of Review – Motion to Dismiss for Failure to State a

Claim (Fed. R. Civ. P. 12(b)(6))

A Fed. R. Civ. P. 12(b)(6) motion challenges whether the complaint states an

actual claim. A complaint must contain a “short and plain statement of the claim

showing that the pleader is entitled to relief,” Fed. R. Civ. P. 8(a)(2), and can be

dismissed for “failure to state a claim upon which relief can be granted.” Fed. R.

Civ. P. 12(b)(6). A defendant has the burden to show a complaint fails to state a

claim. See Gould Elecs. Inc. v. United States, 220 F.3d 169, 178 (3d Cir. 2000).

To survive a motion to dismiss, “a complaint must contain sufficient factual

matter, accepted as true, to ‘state a claim to relief that is plausible on its face.’”

Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009) (quoting Bell Atl. Corp. v. Twombly, 550

U.S. 544, 570 (2007)). A complaint must be dismissed if it merely alleges

entitlement to relief without supporting facts. Fowler v. UPMC Shadyside, 578

F.3d 203, 211 (3d Cir. 2009). This “‘does not impose a probability requirement at

the pleading stage,’ but instead ‘simply calls for enough facts to raise a reasonable

expectation that discovery will reveal evidence of’ the necessary element.’” Phillips,

515 F.3d 224, 234 (3d Cir. 2008) (quoting Twombly, 550 U.S. at 556). The court

need not accept as true “unsupported conclusions and unwarranted inferences,”

Doug Grant, Inc. v. Great Bay Casino Corp., 232 F.3d 173, 183–84 (3d Cir. 2000),

nor a plaintiff's “bald assertions or legal conclusions.” Morse v. Lower Merion Sch.

Dist., 132 F.3d 902, 906 (3d Cir. 1997). The court's role is limited to determining if

a plaintiff is entitled to offer evidence in support of their claims – not if they will

ultimately prevail. Scheuer v. Rhodes, 416 U.S. 232, 236 (1974) (overruled on other

grounds).

d. Discussion

i. Motion for Summary Judgment

Defendants first move for summary judgment on all claims against CFS

because Robert Half named the wrong entity in the Complaint. ECF No. 19 at 2.

Creative Financial Staffing, LLC is named as a Defendant in this action. ECF No. 1

at ¶ 3. Per Defendants’ Concise Statement of Material Facts, “Creative Financial

Staffing, Inc.” employs Defendant Sleva and is the appropriate Defendant in this

action, not “Creative Financial Staffing, LLC” which has no employees. ECF No. 20

at ¶¶ 3-4.

Defendants say in a footnote that they have met and conferred with Robert

Half on this issue and might be able to resolve it via stipulation. ECF No. 19 at n.

1. Robert Half also agrees that this issue can be resolved via stipulation. ECF No.

26 at 13. Defendants, in their Reply, again reiterate their willingness to stipulate

to this and request a stipulation from Plaintiff. ECF No. 27 at 1.

It is clear from the briefing that the Parties are willing to resolve this point

through stipulation. Therefore, it is respectfully recommended that the Motion for

Summary Judgment be denied as MOOT on this point, and that the Parties be

permitted to substitute Creative Financial Staffing, Inc. as the appropriate

Defendant in this action via stipulation.

ii. Motion to Dismiss

Defendants have also moved to dismiss all of the claims in the Complaint on

the merits. ECF Nos. 18-19. These arguments are discussed in turn.

1. All claims against CFS

In one brief paragraph, Defendants argue that all claims made against CFS

should be dismissed because (1) CFS, LLC is the incorrect entity, and (2) because

the Complaint only “contains unsubstantiated, boilerplate allegations” against CFS.

ECF No. 19 at 3. Robert Half opposes and argues that CFS is liable for Sleva’s

actions within the scope of her employment and that the Complaint has otherwise

alleged CFS’s involvement. ECF No. 26 at 27-28. Defendants do not respond to

these arguments in their Reply. ECF No. 27.

CFS is named in Counts II-IV, and VI-VII in the Complaint. With respect to

this particular argument, the Motion to Dismiss does not specifically address which

of the allegations made against CFS in these five counts are “unsubstantiated” or

“boilerplate.” Rather, the argument refers to the allegations and CFS generally. It

is respectfully recommended that the motion be DENIED on this basis.

as discussed above, Defendants’ arguments about the correct CFS

entity can be resolved via a stipulation between the Parties.

, the Complaint has adequately alleged CFS’ involvement in the

“scheme” to use Robert Half’s confidential trade secret information and knowingly

assist Sleva in violating her Employment Agreement with Robert Half in each of the

five counts. ECF No. 1 at ¶¶ 85-88, 94-95, 113, 120, 129, 138-41, 152-53, 158. With

respect to Counts II-III, and VI, the Complaint alleges that CFS has been using the

trade secret information because CFS posted jobs for two Robert Half clients in the

Pittsburgh area “that Ms. Sleva knew from her days at Robert Half,” and that CFS

“filled one of these posting with a prefer Robert Half candidate with whom Ms.

Sleva had worked extensively.” Id. at ¶¶ 86-87. As to Counts IV & VII, Plaintiff

alleges they “repeatedly reached out” to CFS to make sure Sleva would comply with

her non-compete employment agreement but were ignored. Id. at 90.

The Defendants did not elaborate on exactly what they though was missing

or “threadbare” in these allegations against CFS. ECF No. 19 at 3; ECF No. 27.

Accordingly, without more from the Defendants, and reading the Complaint in the

light best suited for the Plaintiff, the Complaint adequately alleges CFS’

involvement. It is therefore respectfully recommended that the Motion to Dismiss

all five claims against CFS be DENIED on this basis.

2. Counts II-VI - Gist of the Action

Defendants next move to dismiss Counts II-VI under the gist of the action

doctrine. ECF No. 19 at 3-4. It is respectfully recommended that the Motion to

Dismiss these claims be DENIED as premature.

Defendants argue these six claims should be dismissed because they “merely

repeat the same allegations as Plaintiff’s [breach of] contract claim,” at Count I, and

that nothing differentiates them. Id. at 4; ECF No. 27 at 6. The six claims that

Defendants single out include:

• Count II – Trade Secret Misappropriation re DTSA against Defendants

Sleva and CFS;

• Count III – Trade Secret Misappropriation re PUTSA against

Defendants Sleva and CFS;

• Count IV – Tortious Interference with Business Relations against

Defendants Sleva and CFS;

• Count V – Breach of the Duty of Loyalty against Defendant Sleva

• Count VI – Unfair Competition against Defendants Sleva and CFS

• Count VII – Tortious Interference with Contract against Defendant

CFS

Robert Half disagrees and argues that it is premature to discuss the gist of

the action doctrine at this early stage, and that Defendants’ argument is otherwise

inapplicable. ECF No. 26 at 24-27.

The Court agrees it is premature at this stage to dismiss six counts from the

Complaint on this basis. Deciding whether the “gist of the action” arises in tort or

contract law is a fact intensive inquiry, and it is “better addressed on a full record

after the conclusion of discovery.” Hydro-Labs, Inc. v. Coopers Creek Chem. Corp.,

No. 24-1191, 2024 WL 7091586, at *1 (W.D. Pa. Oct. 9, 2024). In fact, Courts

throughout the Third Circuit “caution against deciding whether the gist of the

action is a contract or tort at the motion to dismiss stage.” Southersby Dev. Corp. v.

Twp. of S. Park, No. 14-1248, 2015 WL 1757767, at *16 (W.D. Pa. Apr. 17, 2015)

(collecting cases). See also Kappe Assocs., Inc. v. Chesapeake Env'tl. Equip., LLC,

No. 15-2211, 2016 WL 1257665, at *10 (E.D. Pa. Mar. 31, 2016) (collecting cases

that declined to apply the gist of the action doctrine at the pleading stage); Sensus

USA, Inc. v. Elliot Bay Eng'g, Inc., No. 10-1363, 2011 WL 2650028, at *7 (W.D. Pa.

July 6, 2011) (“Because the application of the gist of the action doctrine depends on

the facts of each particular case . . . this issue is best left for resolution on a . . . post-

discovery motion for summary judgment”).

Whether the “gist of this action” arises in contract or tort is a question for

after discovery and it is simply too early in the litigation to make that

determination now. Accordingly, it is respectfully recommended that Defendants’

Motion to Dismiss Counts II-VI under the gist of the action doctrine be DENIED.

3. Count I – Breach of Contract

At Count I, Robert Half brings a breach of contract claim against Defendant

Sleva to enforce the restrictive covenants in her Employment Agreement, including

non-competition, non-solicitation, and non-disclosure provisions. ECF No. 1 at ¶¶

43-53, 99-107. Defendants move to dismiss the breach of contract claim, arguing

the restrictive covenants are unenforceable because they are manifestly

unreasonable and excessively burdensome. ECF No. 19 at 4-9. As set forth in more

detail below, it is respectfully recommended that the Motion to Dismiss on these

grounds be DENIED as well.

To state a claim for breach of contract, a plaintiff must allege: “‘(1) the

existence of a contract, including its essential terms, (2) a breach of duty imposed by

the contract [,] and (3) resultant damages.’” ATG Trust Co. v. Schlichtmann, 314 F.

Supp. 3d 718, 725 (E.D. Pa. 2018) (quoting Whitaker v. Herr Foods, Inc., 198 F.

Supp. 3d 476, 486 (E.D. Pa. 2016)). Defendants are not challenging these elements

of the breach of contract claim. ECF No. 19 at 4-9.

Instead, Defendants are arguing the restrictive covenants are unreasonable,

and therefore unenforceable. Id. The unreasonableness of a restrictive covenant is

an affirmative defense, and “[g]enerally speaking,” Courts do “not rely on an

affirmative defense to trigger dismissal of a complaint under Rule 12(b)(6).2

Victaulic Co. v. Tieman. 499 F.3d 227, 234 (3d Cir. 2007) (citing In re Tower Air, 416

F.3d 229, 238 (3d Cir.2005)). That is reason enough to deny Defendants’ Motion.

There is, however, another reason to deny Defendants’ Motion at this stage –

whether a restrictive covenant is unreasonable is a fact-intensive inquiry that is

best suited for summary judgment. As the Third Circuit Court of Appeals explained

in Victaulic, “[w]hether a covenant not to compete is unreasonable is a holistic

inquiry.” 499 F.3d at 238. This analysis “requires balancing the employer's need to

protect its investment and disclosures against the employee's need to earn a living

2 Defendants also argue Robert Half’s breach of contract claim fails because they have not

“plead facts showing that the restrictive covenant plausibly might be necessary to protect its

legitimate business interest.” ECF No. 27 at 2. See also ECF No. 19 at 4. The undersigned first

notes the case law actually asks whether the “restrictions are designed to protect the legitimate

interests of the employer.” Socko v. Mid-Atl. Sys. of CPA, Inc., 126 A.3d 1266, 1274 (Pa. 2015)

(setting forth the four requirements that restrictive covenants must meet in order to be enforceable)

(emphasis added). Robert Half alleged this in the Complaint. See ECF No. 1 at ¶¶ 43-53. Whether

the restrictions actually meet the requirements to be enforceable under Pennsylvania law is, as

discussed below, a question for a more developed factual record.

in his chosen field and the public interest, and then determining whether the

covenant comes reasonably close to that balance.” Id. Therefore, “[a]t the pleadings

stage, a court rarely knows enough about the substance of this balancing act to

make a judgment as to whether the covenant is reasonable.” Id.

Courts have held the same thing regarding each type of restrictive covenants

at issue here – non-compete, non-solicitation, and non-disclosure. See Nat'l Trench

Safety Inc. v. US Shoring Inc., No. 2:25-CV-07875, 2026 WL 821339, at *6 (D.N.J.

Mar. 25, 2026) (“At this stage of the litigation, the Court finds an analysis and

determination as to whether and to what extent the Non-Compete Clause and Non-

Solicitation Clauses should be limited is premature at this time”); CrossCountry

Mortg., Inc. v. Am. Neighborhood Mortg. Acceptance Co., LLC, No. 22-1119, 2023

WL 2158930, at *5 (D.N.J. Feb. 22, 2023) (“Accordingly, this Court will not delve

into the validity of the non-solicitation provision contained in Matheny's

Employment Agreement”); Powervar, Inc. v. Power Quality Scis., Inc., No. CV 20-

5908, 2021 WL 2986417, at *4 (E.D. Pa. July 15, 2021) (declining to analyze validity

of non-compete and non-disclosure covenants until factual record is developed

further); Aerotek, Inc. v. Beacon Hill Staffing Grp., LLC, No. CV 18-2645, 2019 WL

1455337, at *4 (E.D. Pa. Apr. 2, 2019) (collecting cases where courts decline to rule

on the enforceability of restrictive covenants at the motion to dismiss stage).

Defendants’ arguments here require the type of fact-intensive analysis that is

inappropriate at this stage. Defendants argue the covenants are overbroad because

they cover an undefined set of companies, restrain her from working for any

customer around the world, prevent her from working for any staffing company and

any unknown affiliate, and prohibit her from accepting unsolicited business. ECF

No. 19 at 4-9. Robert Half, of course, disputes this, and argues that they are

reasonable based on the scope of Defendant Sleva’s role. ECF No. 26 at 10-19. This

is exactly the type of analysis that the Third Circuit Court of Appeals contemplated

in Victaulic – a careful balancing of the employer’s needs against the employee’s.

499 F.3d at 238. This is an argument best reserved for summary judgment as

discovery is needed to determine whether the restrictive covenants are reasonable.

It is notable too that the case law cited by Defendants likewise supports the

need for more discovery; each of the cases Defendants rely on were decided based on

a more developed record. Socko v. Mid-Atl. Sys. of CPA, Inc., 126 A.3d 1266 (Pa.

2015) (summary judgment); Diodato v. Wells Fargo Ins. Services, USA, Inc., 44 F.

Supp. 3d 541 (M.D. Pa. 2014) (summary judgment); WellSpan Health v. Bayliss, 869

A.2d 990 (Pa. Super. 2005) (permanent injunction decided on the basis of two day

evidentiary hearing for preliminary injunction); Adhesives Rsch., Inc. v. Newsom,

No. 1:15-CV-0326, 2015 WL 1638557 (M.D. Pa. Apr. 13, 2015) (preliminary

injunction based on hearing and additional post-hearing briefing); Pittsburgh

Logistics Sys., Inc. v. Ceravolo, No. 135 WDA 2017, 2017 WL 5451759, at *1 (Pa.

Super. Ct. Nov. 14, 2017) (preliminary injunction based on three-day evidentiary

hearing); Sidco Paper Co. v. Aaron, 465 Pa. 586, 601, 351 A.2d 250, 257 (1976)

(preliminary injunction with developed record); Boldt Mach. & Tools, Inc. v.

Wallace, 366 A.2d 902 (Pa. 1976) (decided after trial).

It is therefore recommended that Defendants’ Motion to Dismiss Robert

Half’s breach of contract claim at Count I be DENIED, and that Defendants be

permitted to raise the question of the reasonableness of the restrictive covenants

again at summary judgment.

4. Counts II and III – Trade Secret Misappropriation

At Counts II and III, Robert Half brings claims for trade secret appropriation

under the DTSA and the PUTSA. ECF No. 1 at ¶¶ 108-131. Robert Half alleges

that its Candidate and Client Databases are trade secrets, and that it has taken

“significant measures” to maintain the secrecy. Id. at ¶¶ 111-14, 124-26. It also

alleges that it “derives independent economic value” from the Databases because

they are not generally known or readily ascertainable to other companies that could

similarly use the information. Id. at ¶¶ 114, 125. Robert Half also alleges Sleva

misappropriated these trade secrets by accessing, downloading, and sharing the

information in the Databases with CFS, who then used the information to compete

with Robert Half. Id. at ¶¶ 108-131.

Separate from their arguments that Plaintiff’s trade secret claims should be

dismissed under the gist of the action doctrine, discussed infra, Defendants also

argue the claims should be dismissed because the Complaint fails to allege the

information is a trade secret or that Defendants misappropriated it. ECF No. 19 at

9-12. It is respectfully recommended that the motion to dismiss on these grounds be

DENIED.

The DTSA and PUTSA protect the same type of information, and the claims

are often analyzed together. NRA Grp., LLC v. Durenleau, 154 F.4th 153, 170 (3d

Cir. 2025), cert. denied, 146 S. Ct. 1856 (2026) (noting “[a]ny daylight between the

two statutes is irrelevant to the claims here”) (comparing Teva Pharms. USA, Inc. v.

Sandhu, 291 F. Supp. 3d 659, 675 (E.D. Pa. 2018) (setting out DTSA elements),

with Bimbo Bakeries USA, Inc. v. Botticella, 613 F.3d 102, 109 (3d Cir. 2010)

(analyzing elements of PUTSA claim). Both require a plaintiff to demonstrate the

existence of a trade secret and misappropriation. See Oakwood Lab'ys LLC v.

Thanoo, 999 F.3d 892, 905 (3d Cir. 2021) (elements of DTSA violation); Moore v.

Kulicke & Soffa Indus., Inc., 318 F.3d 561, 567 (3d Cir. 2003) (elements of PUTSA

violation).

Defendants argue that Robert Half has failed to allege a trade secret or any

misappropriation. These arguments are discussed in turn.

a. Existence of a trade secret

Defendants first argue the Candidate and Client Databases are not

protectable trade secrets because they are neither secret nor valuable. ECF No. 19

at 9-11.

The DTSA and PUTSA each protect information that “(a) the owner has

taken reasonable measures to keep secret, (b) ‘derives independent economic value,

actual or potential,’ from being kept secret, (c) is not ‘readily ascertainable’ by

‘proper means,’ and, (d) were it disclosed or used, would have economic value to

those who cannot readily access it.” NRA Grp., 154 F.4th at 170 (citing 18 U.S.C. §

1839(3); 12 Pa. Cons. Stat. § 5302).

The undersigned notes that, first and foremost, customer lists are often

classified as trade secrets.3 Latuszewski v. VALIC Fin. Advisors, Inc. 393 F. App'x

962, 965 (3d Cir. 2010) (affirming District Court’s holding that customer lists were

trade secrets because the information “was not known outside of VALIC’s business,

is protected against unnecessary disclosure by VALIC, is costly to develop and

maintain, difficult to recreate or duplicate, and is of paramount value to VALIC’s

business”); Liberty Mut. Ins. Co. v. Gemma, 301 F. Supp. 3d 523, 540 (W.D. Pa.

2018) (holding “customer lists and other customer information” regarding

policyholders constituted trade secrets); Nat’l Risk Mgmt., Inc. v. Bramwell, 819 F.

Supp. 417, 431 (E.D. Pa. 1993) (in Pennsylvania, customer lists representing a

material investment of the employer’s time and money are generally considered

trade secrets unless they can be “easily or readily obtained, without great difficulty,

through some independent source”).

By these standards, it is clear that Robert Half has alleged enough in the

Complaint that its Candidate and Client Databases can be classified as trade

secrets sufficient to survive the Motion to Dismiss. Robert Half alleged in the

3 In their reply, Defendants cite Nat'l Risk Mgmt., Inc. v. Bramwell, 819 F. Supp. 417, 431

(E.D. Pa. 1993) for the proposition that client lists are not trade secrets because the plaintiff’s clients

had access to the list. ECF No. 27 at 5. In Bramwell, however, the client list involved a list of non-

profits, which anyone could obtain by contacting the Commonwealth for a list of all companies

registered as non profits. Bramwell, 819 F. Supp. at 431. Per the Complaint, Robert Half’s customer

lists cannot be acquired through just a phone call. See, e.g. ECF No. 1 at ¶146 (“Robert Half owns its

confidential information, which encompasses highly sensitive and confidential trade secrets that

Robert Half invested years of time and considerable funds to develop and maintain”).

Complaint that it took pains to keep the information a secret and that it was of

great value to their business:

To protect the information contained in these databases as well as Robert

Half’s client relationships, Robert Half has adopted company-wide written

policies restricting the disclosure or use of this information other than for

official company purposes. Additionally, Robert Half requires each of its

staffing professionals to execute employment agreements and other

documents with strict confidentiality provisions as a condition of

employment. Further, Robert Half’s confidential database information is

password protected, and Robert Half restricts and limits who can access and

use such information; requires each user to execute a confidentiality pledge

each time she or she accesses the system; and strictly controls remote access

to the database by employees. These measures are reasonable measures

designed to protect Robert Half’s confidential information and trade secrets.

ECF No. 1 at ¶ 30.

Robert Half also alleged that Defendant Sleva “certified that she read and

understood” the Trade Secrets Law/Information Security Training she attended and

acknowledged “that she was going to be privy to Robert Half’s confidential

information and trade secrets, namely, client and candidate lists and related

information.” Id. at ¶ 54.

Defendants disagree and argue the information is not a secret because Robert

Half did not plead the customers or candidates have agreed to keep their

information a secret – such as contact information and education history – when

they are publicizing their job postings. ECF No. 19 at 10-11. However, Robert Half

alleges it is seeking to protect something different than just the customer’s contact

information and education. It is the Candidate and Client Databases as a whole,

“compiled only after spending significant time, effort and resources,” that give

Robert Half its competitive advantage. ECF No. 10 at ¶ 29. These Databases – as a

whole – are valuable because Robert Half is “able to identify those potential clients

who find value in using staffing agencies to fill temporary positions and are willing

to pay the associated fees, while excluding companies that . . . are unlikely to retain

a staffing company’s services.” Id. at ¶ 20. This is similar to the situation in

Anaconda Co. v. Metric Tool & Die Co. There, on a motion for preliminary

injunction, the Court found that the machine was a trade secret even though certain

components “were common to the industry.” 485 F. Supp. 410, 422 (E.D. Pa. 1980)

(referencing Imperial Chemical Industries, Ltd. v. National Distillers and Chemical

Corp., 342 F.2d 737, 742 (2d Cir. 1965) (“[A] trade secret can exist in a combination

of characteristics and components, each of which, by itself, is in the public domain,

but the unified process, design and operation of which, in unique combination,

affords a competitive advantage and is a protectable secret”)).

Accordingly, it is respectfully recommended that the Defendants’ Motion to

Dismiss Robert Half’s trade secret misappropriation claims based on these grounds

be DENIED. Again, this argument can be revisited after discovery.

b. Misappropriation of a trade secret

Defendants next move to dismiss Robert Half’s trade secret claims based on a

failure to allege misappropriation. ECF No. 19 at 11-12. It is respectfully

recommended that the Motion to Dismiss on these grounds also be DENIED.

As stated above, misappropriation is an element of both DTSA and PUTSA

claims. See Oakwood Lab'ys, 999 F.3d 905 (elements of DTSA violation); Moore, 318

F.3d at 567 (elements of PUTSA violation). The Third Circuit Court of Appeals has

held that there are three ways to establish misappropriation under the DTSA:

“improper acquisition, disclosure, or use of a trade secret without consent.”

Oakwood Lab'ys, 999 F.3d 907-08. The “use” of a trade secret “encompasses all the

ways one can take advantage of trade secret information to obtain an economic

benefit, competitive advantage, or other commercial value, or to accomplish a

similar exploitative purpose.” Id. at 910. Under the PUTSA, a “person has

misappropriated a trade secret under Pennsylvania law when he acquires

knowledge of another's trade secret in circumstances giving rise to a duty to

maintain its confidentiality and then discloses or uses that trade secret without the

other's consent.” Bimbo Bakeries, 613 F.3d at 110.

Defendants argue that Robert Half did not plead misappropriation because

the Complaint does not actually allege Sleva downloaded the Client or Customer

Databases, only that she “accessed” information from the databases.4 ECF No. 19

at 12-13. Defendants also argue that the Complaint fails to allege that Sleva took

or used any of the information she accessed. Id.

The Complaint sufficiently alleges Sleva misappropriated the trade secrets

under both the DTSA and PUTSA definitions. Sleva used her Robert Half-issued

computer to interview with the Chief Executive Officer of CFS on May 16, 2025.

4 Defendants also allege that there is a “disconnect” between the Client and Customer

Databases as a whole that Robert Half is alleging are trade secrets, and more limited information

from those Databases that it alleges Sleva took. ECF No. 19 at 12; ECF No. 27 at 5. However, it is

clear from the Complaint, as discussed below, that Robert Half is alleging Sleva directly took a

substantial amount of information from those Client and Candidate Databases. See, e.g., ECF No. 1

at ¶¶ 63, 72. The fact that Robert Half does not allege Sleva took all of the information from the

databases is not fatal at this stage. Discovery will reveal exactly what and how much information

Sleva took.

ECF No. 1 at ¶ 62. The Complaint alleges that, right after the interview, Sleva

began accessing and saving documents that did not have anything to do with the

daily activities of her job. Id. at ¶¶ 63-73. More specifically, the Complaint alleges:

- From May 19-23, 2025, Sleva “ran a series of 18 searches, unrelated to her

daily activities, in the Client and Candidate Databases using the

Salesforce Spotlight function, which allows Robert Half employees to

apply a variety of search criteria to narrowly tailor their search results.

Searches conducted with this function yield information regarding, inter

alia, (1) the job order number; (2) the job function; (3) the Robert Half

client name; (4) the start and end date of the job; (5) the pay rate for the

job; (6) the job status; and (7) the name of the placed candidate.” Id. at ¶

63;

- “Sleva’s searches included, among other things, all of Ms. Sleva’s clients

and candidates generally, all job orders for which she was the job owner in

the Pittsburgh Area Region, all clients and candidates for the Wexford

branch, and all job orders that that were cancelled, internally filled, or

withdrawn in 2025 for the Wexford branch.” Id. at ¶ 64;

- On May 27, 2025, Sleva “accessed seven documents, including a sample

letter to candidates including Robert Half’s form Terms & Conditions for

temporary client assignments.” Id. at ¶ 69;

- On May 27, 2025, Sleva “used her Robert Half issued laptop to connect to

[her personal] Google Drive and Dropbox” because Robert Half does not

issue Google Drive or Dropbox for its staff. Id. at ¶¶ 70-71;

- On May 28, 2025, Sleva “remotely access[ed] Robert Half’s Client and

Candidate Databases through Salesforce, then attempted to cover her

tracks by deleting her Salesforce history, running a Windows Disk

Cleanup utility, and attempting to clear her browser history.” Id. at ¶ 72;

- On May 28, 2025, Sleva “connected two thumb drives to the laptop,

created a folder called ‘Attachments’ on the laptop, and accessed dozens of

additional documents on Robert Half’s SharePoint, including documents

containing Robert Half’s bonus structure, performance metrics, and

multiple documents about specific clients and candidates, such as

resumes, profiles, and chat logs.” Id. at 73.

Reading these allegations in the light most favorable to the Plaintiff, Robert

Half has sufficiently alleged that Sleva misappropriated the trade secrets.

Defendants argue this is too circumstantial, but the definition of “use” of trade

secret, “especially at the pleading stage, can flow from circumstantial evidence

alone.” Oakwood Lab'ys, 999 F.3d at 910 (citing SI Handling Sys., Inc. v. Heisley,

753 F.2d 1244, 1261 (3d Cir. 1985) (“[M]isappropriation and misuse can rarely be

proved by convincing direct evidence”).

In fact, Courts often find similar allegations that an employee began

downloading, saving, or accessing confidential information in the days leading up to

resignation to be sufficient to allege misappropriation under the DTSA and PUTSA.

See, e.g., Lux Glob. Label Co., LLC v. Shacklett, No. CV 18-5061, 2019 WL 3530424,

at *5 (E.D. Pa. July 31, 2019) (finding plaintiff sufficiently alleged misappropriation

under DTSA and PUTSA to survive motion to dismiss by alleging employee

“downloaded confidential information onto a thumb drive days before resigning” and

was alleging working as an “informant” for competitor); Axalta Coating Systems,

LLC v. Peck, No. 20-cv-5655, 2021 WL 3026856, at *13 (E.D. Pa. Jan. 22, 2021)

(finding the plaintiff stated DTSA and PUTSA claim where it alleged that the

defendant “misappropriated trade secrets when he emailed to his personal account

a 2020 monthly sales forecast, [and a] list of all key powder coatings [for] customers

of [the plaintiff] along with highly confidential and non-public revenue information”

and also that the defendant “accessed a number of additional confidential

documents and [plaintiff's] Trade Secrets in the days leading to his resignation, and

engaged in unusual and suspicious flash drive activity . . . shortly prior to his

resignation”); CC Ford Grp. W., LLC v. Johnson, No. CV 22-4143, 2025 WL

1810206, at *14 (D.N.J. June 30, 2025) (finding allegations that forwarding

confidential documents and reviewing 670 files on a USB drive that was attached to

his computer was sufficient to allege DTSA misappropriation at the motion to

dismiss stage).

Accordingly, it is respectfully recommended that the Defendants’ Motion to

Dismiss Robert Half’s DTSA and PUTSA trade secret misappropriation claims on

these grounds be DENIED.

III. Conclusion

Based on the above, it is respectfully recommended that the Motion for Summary

Judgment be DENIED AS MOOT, as the Parties have stated they are willing to

stipulate to substitute the correct CFS entity.

As for the Motion to Dismiss, it is respectfully recommended that:

• The Motion to Dismiss all claims against CFS for lack of involvement

be DENIED;

• The Motion to Dismiss Counts II-VI based on the gist of the action

doctrine be DENIED as premature;

• The Motion to Dismiss the breach of contract claim at Count I be

DENIED as premature;

• The Motion to Dismiss the trade secret misappropriation claims at

Counts II and III be DENIED.

In accordance with 28 U.S.C. § 636(b)(1) and Fed. R. Civ. P. 72, the parties

may seek review by the District Court by filing Objections to the Report and

Recommendation within fourteen (14) days of the filing of this Report and

Recommendation, or by August 18, 2026. Any party opposing the objections shall

have fourteen (14) days from the date of service of Objections to respond thereto.

See Fed. R. Civ. P. 72(b)(2). Failure to file timely objections will constitute a waiver

of appellate rights. See Brightwell v. Lehman, 637 F.3d 187, 193 n.7 (3d Cir. 2011).

DATED this 4th day of August, 2026.

BY THE COURT:

s/Christopher B. Brown

United States Magistrate Judge

CC: Hon. Joy Flowers Conti

Senior United States District Judge

All counsel of record, via ECF