Attia v. OURARING INC.

Background

The dispute concerns discovery in Peter Attia’s case against Oura Health and Oura Ring, Inc. Attia alleges that he served as an adviser and signed a stock option agreement after Oura’s former chief executive told him that the board had approved issuing him stock options. He alleges that he continued advising and promoting Oura products based on the agreement and that the defendants later refused to honor it. The defendants dispute, among other things, whether their board approved the agreement.

Avonte Campinha-Bacote is Oura Health’s chief legal officer and corporate secretary. He previously served as the company’s general counsel. During the litigation, he submitted declarations concerning whether the stock option agreement had been approved and whether Attia’s accusations about a board member affected support for a board initiative.

Discovery Requests

Attia sought to depose Campinha-Bacote about his personal knowledge and communications concerning those subjects. He also sought Campinha-Bacote’s communications with current and former board members and Oura employees. The defendants objected, including on attorney-client privilege grounds.

Court’s Analysis

The court applied the ordinary discovery standards in Federal Rule of Civil Procedure 26 rather than the heightened test sometimes used for deposing opposing trial counsel. The court noted that Campinha-Bacote was Oura Health’s chief legal officer, not trial counsel in this case.

The court found that Attia had not shown Campinha-Bacote would have relevant information about whether the board authorized or approved the stock option agreement, because Campinha-Bacote joined the defendants in 2020 and the agreement was allegedly received and signed in early 2019. The court also assumed, for purposes of its analysis, that Attia sought relevant information.

The court concluded that Attia had not shown a waiver of attorney-client privilege under California law. Attia did not identify any specific privileged communication that Campinha-Bacote disclosed or put at issue. His general statements that he was aware of the defendants’ defenses did not waive privilege as to his communications with the defendants. The court also found that deposing him was not essential to a fair resolution because Attia had deposed or would depose other witnesses, including board members, and the defendants agreed not to rely on Campinha-Bacote’s testimony about the stock option agreement or Attia’s conflict with the board at summary judgment or trial.

The court further held that the requested discovery was not proportional to the needs of the case and could be obtained from less burdensome sources. Other witnesses could provide information about whether the board knew of or approved the stock option agreement and about the defendants’ allegations concerning Attia’s conduct toward the board. The court found no indication that Campinha-Bacote had important, nonduplicative, nonprivileged information.

Disposition

The court denied Attia’s requests to depose Campinha-Bacote and to obtain his communications with current and former board members and Oura employees about the allegations in his declarations. The denial was without prejudice to renewal if later discovery shows that the requested information is not cumulative or duplicative, or if Attia identifies particular communications that waived attorney-client privilege. The court ordered the defendants to abide by their agreement not to rely on Campinha-Bacote’s specified testimony at summary judgment or trial.