Anoke v. Twitter, Inc.

Background

Respondents removed the action from state court, asserting that the federal court had original jurisdiction over claims that petitioners, former Twitter employees, sought to arbitrate. The court later remanded the action to state court after finding that federal-question jurisdiction was lacking and terminated the action.

While the action was pending in federal court, respondents filed a corporate disclosure statement stating that X Corp. was wholly owned by X Holdings Corp. and that no publicly held corporation owned at least 10 percent of either corporation’s stock. Petitioners sought additional information about the people or entities that owned X Holdings Corp., which is privately held. After the court granted that request, respondents filed a supplemental disclosure statement in redacted form and moved to seal it. The court granted the sealing request but required that the unredacted statement be shared with petitioners’ counsel under a confidentiality condition.

Jacob Silverman, a journalist who covers the technology industry, later moved to intervene for the limited purpose of obtaining an order unsealing the supplemental disclosure statement. Respondents opposed the motion. According to Silverman, petitioners did not oppose it.

Jurisdiction

The court rejected respondents’ argument that remand ended the federal court’s authority to decide any further motions. The court explained that a district court retains supervisory authority over its own records and files and may address a request to modify a protective or sealing order even after a case has been remanded, settled, or dismissed. Because Silverman was not seeking to litigate the underlying claims, the court found that it retained jurisdiction for the limited purpose of addressing the sealing request.

Intervention

The court granted permissive intervention under Federal Rule of Civil Procedure 24(b). It explained that a third party who seeks to intervene only to unseal a court record does not need to show an independent basis for jurisdiction or a common question of law or fact. The court considered whether Silverman’s motion was timely and found that the roughly 12.5-month delay after the original sealing order was not enough to deny intervention. The court also found that respondents had not shown sufficient prejudice from having to address the sealing issue again.

Unsealing

The court applied the presumption of public access to judicial records and considered whether respondents had shown good cause to keep the supplemental disclosure statement sealed. Respondents relied on a declaration stating that X Holdings Corp. did not publicly disclose information about its owners and shareholders, that investors expected privacy, that some confidentiality obligations were contractual, and that disclosure could harm the company’s competitive position or business interests.

The court found that respondents had presented little more than conjecture and had not provided a factual basis sufficient to overcome the presumption of access, even under the lower good-cause standard. The court noted that the disclosure statement did not contain scandalous information or trade secrets. It also emphasized that respondents had chosen to remove the action to federal court and therefore had agreed to follow federal procedures and the district’s disclosure rules.

Disposition

The court granted Silverman’s motion to intervene and to unseal the supplemental corporate disclosure statement filed at Docket No. 36. Respondents were ordered to file an unredacted version on the public docket no later than September 4, 2024.