James Bodwin vs Persimmons, Inc. et al

SUPERIOR COURT, STATE OF CALIFORNIA COUNTY OF SANTA CLARA Department 1 Honorable Eunice Lee, Presiding TBD, Courtroom Clerk 191 North First Street, San Jose, CA 95113

DATE: September 1, 2026 TIME: 9:00 A.M. and 9:01 A.M. To contest the ruling, call the Court at (408) 808-6856 before 4:00 P.M. Make sure to also let the other side know before 4:00 P.M. that you plan to contest the ruling, in accordance with California Rule of Court, Rule 3.1308(a)(1) and Local Rule 8D.

**Please specify the issue to be contested when calling the Court and counsel**

LAW AND MOTION TENTATIVE RULINGS 9:00 A.M. LINE 1 23CV411676 Brian Claire vs Motion to Set Aside Default/Judgment Manuel Groto et al Scroll down to Line 1 for Tentative Ruling.

LINE 2 24CV430173 Lee (aka Lit) Leong Motion to Quash vs Ashley A. Lopez OFF CALENDAR. On March 26, 2026 the parties notified the court of a settlement agreement. LINE 3 24CV438701 James Bodwin vs Motion for Sanctions Persimmons, Inc. Scroll down to Line 3 for Tentative Ruling.

LINE 4 25CV456187 Curtis Edwad Motion to Compel Responses to Form Interrogatories, Special McGovert vs Q2 Interrogatories, Request for Production of Document, and Sanctions Fiber Communic- Scroll down to Line 4 for Tentative Ruling. ations Inc. et al LINE 5 25CV462288 Kourosh Zahedi et Motion Judgment on the Pleadings al vs Volkswagen Scroll down to Line 5 for Tentative Ruling. Group of America, Inc. et al LINE 6 25CV473786 Jane Doe 1 vs Motion for Change of Venue Rafael Ramirez et al Scroll down to Line 6 for Tentative Ruling.

LINE 7 25CV474250 Adelita Mendez Motion to Disqualify Plaintiff’s Law Firm Gonzalez vs Costco Scroll down to Line 7 for Tentative Ruling. Wholesale Corpor- ation et al LINE 8 25CV477635 Mid-Century Motion to Compel Responses to Request for Production of Insurance Company Documents, and Sanctions vs Justin Collins Scroll down to Line 8 for Tentative Ruling.

LINE 9 25CV480281 Salvador Ortiz vs Motion for Attorneys’ Fees and Costs General Motors Scroll down to Line 9 for Tentative Ruling. LLC

Calendar Line # 3 Case Name James Bodwin vs Persimmons, Inc. et al Case No. 24CV438701 Motion for Sanctions

I. BACKGROUND

A. BRIEF FACTUAL BACKGROUND On May 9, 2024, Plaintiff/Cross-Defendants James Bodwin (“Bodwin”) filed a Complaint against Defendants/ Cross-Complainants Valerie Chan, Eugene Feinberg, and Persimmons, Inc. (collectively “Defendants/ Cross- Complainants”) asserting thirteen causes of actions: (1) Breach of Contract [against defendant Persimmons]; (2) Fraudulent Inducement; (3) Wrongful Termination in Violation of Labor Code §1102.5; (4) Retaliation and Wrongful Termination in Violation of Public Policy; (5) Negligent Misrepresentation; (6) Breach of Fiduciary Duty; (7) Aiding and Abetting Breach of Fiduciary Duty; (8) Breach of Loyalty; (9) Unjust Enrichment; (10) Accounting; (11) Fraud; (12) Unfair Business Practices in Violation of Bus. & Prof. Code §17200 et seq.; and (13) Declaratory and Injunctive Relief.

B. RELEVANT PROCEDURAL BACKGROUND On November 10, 2025, Defendant Persimmons filed a motion for judgment on the pleadings directed at the first cause of action, breach of contract. On May 5, 2026, after hearing the motion, the court denied Defendant Permissions motion for judgment on the pleadings.

On April 10, 2026 Defendants filed a motion for summary judgment that was heard on July 2, 2026 before the Honorable Socrates Manoukian. After the hearing, the court took the matter under submission. On July 7, 2026, Judge Manoukian issued an order granting Defendant’s motion for summary adjudication of the first, sixth, seventh, and eight causes of action, and denying motion for summary adjudication of the second, fifth, eleventh, and thirteenth causes of action.

C. PRESENT MOTION Before the court is Defendant/ Cross-Complainant Persimmons motion seeking sanctions against Plaintiff/Cross- Defendant Bodwin and Plaintiff’s counsel under Code of Civil Procedure section 128.7, for refusing to dismiss the first cause of action, breach of contract. The motion was filed on December 19, 2025. The motion was accompanied by a proof of service indicating electronic service. Notice is proper. Plaintiff filed an Opposition on August 19, 2026. Defendant Persimmons filed a reply brief on August 25, 2026.

The Court has carefully reviewed the following: Defendant Persimmons’ notice of motion and memorandum of points and authorities (totaling 15 pages); Declaration of Valerie Chan and attached Exhibits 1-3 (totaling 52 pages); Declaration of John D. Pernick (totaling 2 pages); Plaintiff’s Opposition (totaling 18 pages); Declaration of Micah Jones in support of Plaintiff’s Opposition (totaling 9 pages); Defendant’s Reply brief (totaling 19 pages); proofs of services; and the pleadings.

II. LEGAL STANDARD

A. CODE OF CIVIL PROCEDURE SECTION 128.7 Pursuant to Code of Civil Procedure section 128.7, a court may impose sanctions on a party or attorney that presents a pleading, petition, motion, or other similar papers in the following circumstances: (1) The document is presented primarily for an improper purpose, such as to harass or to cause unnecessary delay or needless increase in the cost of litigation. 5

(2) The claims, defenses, and other legal contentions therein are not warranted by existing law or by a nonfrivolous argument for the extension, modification, or reversal of existing law or the establishment of new law. (3) The allegations and other factual contentions have no evidentiary support. (4) The denials of factual contentions are not warranted on the evidence.

Under section 128.7, the court may impose monetary sanctions on an attorney or unrepresented party that violates any one of the requirements set forth above. (Code of Civ. Proc., §128.7; Eichenbaum v. Alon (2003) 106 Cal App 4th 967, 976). The standard set forth under 128.7 is that the Court find the conduct to be objectively unreasonable, and does not require a finding of subjective bad faith. (In re Marriage of Reese & Guy (1999) 73 Cal. App. 4th 1214, 1221).

A court may impose sanctions if it concludes a pleading was filed for an improper purpose or was indisputably without merit, either legally or factually. (Code of Civ. Proc., §128.7; Bucur v. Ahmad (2016) 244 Cal.App.4th 175, 189–190). A claim is factually frivolous if it is “not well grounded in fact” and is legally frivolous if it is “not warranted by existing law or a good faith argument for the extension, modification, or reversal of existing law.” (Ibid.). In either case, to obtain sanctions, the moving party must show the party's conduct in asserting the claim was objectively unreasonable. (Ibid.) A claim is objectively unreasonable if “any reasonable attorney would agree that [it] is totally and completely without merit.” (Ibid.)(emphasis added).

However, “section 128.7 sanctions should be ‘made with restraint’ [Citation], and are not mandatory even if a claim is frivolous.” (Peake v. Underwood (2014) 227 Cal.App.4th 428, 448)(emphasis added).

The Legislature enacted section 128.7 based on Federal Rules of Civil Procedure, 28 U.S.C., rule 11 (as amended in 1993). (Musaelian v. Adams (2009) 45 Cal.4th 512, 518, fn. 2). Hence, federal case law construing rule 11 is persuasive authority on the meaning of section 128.7. (Guillemin v. Stein (2002) 104 Cal.App.4th 156, 168). Under rule 11, even though an action may not be frivolous when it is filed, it may become so if later-acquired evidence refutes the findings of a prefiling investigation and the attorney continues to file papers supporting the client's claims. (Childs v.

State Farm Mut. Auto. Ins. Co. (5th Cir.1994) 29 F.3d 1018, 1025). As a result, a plaintiff's attorney cannot “just cling tenaciously to the investigation he had done at the outset of the litigation and bury his head in the sand.” (Ibid.). Rule 11 requires an attorney to conduct a reasonable inquiry to determine if his or her client's claim was well-grounded in fact and to take into account the adverse party's evidence during the pendency of litigation. (Ibid.).

B. SAFE HARBOR Code of Civil Procedure section 128.7(c)(1) also requires that a motion for sanctions be made separately from other motions and that notice of the motion must be served, but not filed with the Court, unless, within 21 days after service of the motion, the challenged paper is not withdrawn. This 21-day time period is known as a "safe harbor" period. The purpose of a safe harbor period is to allow a party to avoid sanctions by withdrawing the improper pleading during the 21-day period. (Li v. Majestic Industry Hills LLC (2009) 177 Cal. App. 4th 585, 591). This permits a party to withdraw a questionable pleading without penalty, and promotes judicial economy and resources. (Ibid.).

III. ANALYSIS Here, Defendant/Cross-Complainant Persimmons seeks monetary sanctions against Plaintiff Bodwin and his attorney for refusing to dismiss the first cause of action, alleging breach of contract in the Complaint, in the amount of $20,000.00. (Declaration of Pernick, ⁋ 3).

Defense counsel attests that on October 6, 2025, he met-and-conferred with Plaintiff’s counsel regarding this motion for sanctions. (Declaration of Pernick, ⁋ 2). Plaintiff refused to dismiss his first cause action. (Id.). On December 19, 2025, Defendant Persimmons filed this motion for sanctions.

The Court finds that the Defendant has complied with safe harbor period as required under Code of Civil Procedure section 128.7(c)(1).

Defendant seeks sanctions against the Plaintiff and his counsel on the grounds that the pleadings wholly lack factual merit. (Defendant’s motion, p. 14). Defendant asserts that Plaintiff/Cross-Defendant Bodwin’s allegations regarding his entitlement to 3,000.000 share in addition to the 3,000,000 share under RSPA lack any evidentiary basis or factual merit, and thus his first cause of action for breach of contract is frivolous. (Declaration of Chan, ⁋⁋ 3; Exhibits 2-3; Defendant’s motion, p. 15).

Defendants assert that at the time Plaintiff Bodwin separated from the company, he had a total of 500,000 vested shares in Defendant Persimmons. (Declaration of Chan, ⁋ 4). Defendants assert that on its face, the Assignment Agreement and RSPA can only be interpreted to mean that Plaintiff Bodwin agreed to give Persimmons $30 worth of consideration, comprised of the assignment of his intellectual property under the Assignment Agreement and $15 in cash, in exchange for 3,000,000 shares of Persimmons common stock. (Defendant’s Motion, p. 6).

Defense emphasizes that Plaintiff Bodwin did not have a different understanding or disagreement with these terms. (Declaration of Chan, ⁋ 2; Exhibit 1).

However, the turning point, defense asserts is only after Plaintiff Bodwin met his current counsel and filed a Complaint seeking 6,000,000 shares under the Assignment Agreement and RSPA. (Defendant’s Motion, p. 7). Defendant/Cross-Complaint assert that the first cause of action as brought in bad faith. (Id., at 7-14). Defendant emphasizes that given the nature of conduct and defenses multiple attempts to informally resolve the issue, the Plaintiff/Cross-Defendant’s refusal to dismiss the first cause of action, breach of contract claim, notwithstanding documents showing a lack of factual merit, justifies the imposition of actions. (Defendant’s Motion, p. 14-15).

Defense counsel asserts that Defendants will incur approximately $20,000.00 in attorney’s fees and costs for bringing this motion, which includes cost of pre-motion correspondence, that the motion, a reply in support of the motion, and preparation and attendance of the hearing. (Id.). Defense seeks an order imposing $10,000.00 on the Plaintiff/Cross-Defendant Bowdin, individually and $10,000.00 against his counsel as a means to “. . . deter them from engaging in similar conduct in the future.” (Defendant’s motion, p. 14).

Since that time, the parties have litigated motions involving the first cause of action. Defendant’s motion for judgment on the pleadings on the first cause of action on May 5, 2026, which was denied. On July 2, 2026, the Honorable Manoukian heard Defendant’s motion for summary adjudication and submitted an order on July 7, 2026, granting Defendant’s motion for summary adjudication of the first, sixth, seventh, and eight causes of action, and denying motion for summary adjudication of the second, fifth, eleventh, and thirteenth causes of action. Defendant requests that the Court find that the first cause of action lacks and evidentiary basis. The Court denies this request on the grounds that this claim was already adjudicated in Defendant’s favor on July 7, 2026 per Judge Manoukian’s Order.

Plaintiff/Cross-Defendant Bodwin opposes this present motion and asserts that the breach of contract claim was not baseless, frivolous, or in bad faith. Plaintiff’s counsel asserts that it was fulfilling its duty to conduct a reasonable inquiry into the facts and circumstances underlying the breach of contract that also included a review of the express terms of the Assignment Agreement. (Declaration of Jacobs ⁋⁋ 6-9;Opposition, p. 5). Plaintiff’s counsel argues that express language in the Assignment Agreement supports Plaintiff’s plausible interpretation that the contract provided for additional shares. (Opposition, at p. 6). Even if the Court ultimately read the agreement different, as per Judge Manoukian’s July 7, 2026 Order, Plaintiff avers that this does not render Plaintiff’s interpretation as

objectively unreasonable. (Declaration of Jacobs ⁋ 11). Plaintiff also points to the ruling granting in part and denying in part certain causes of actions as evidence that the claims were not baseless or fruitless. (Id.).

Plaintiff’s counsel emphasizes that the Honorable Socrates Manoukian1 “wrestled with the merits of Bodwin’s claim” and that Judge Manoukian “ . . . commend[ed] both parties’ counsel for being “[g]ood lawyers writing good papers. . .” and acknowledging the challenge it faced in issuing its difficult decision. . .” (Opposition, p. 5). Plaintiff again notes that Judge Manoukian noted, ““[g]ood lawyers writing good papers on complex cases are a challenge for a judge ruling on a summary judgment motion.” (Opposition, p. 6).

Plaintiff also notes that Judge Manoukian also expressly stated, “[a]ccordingly, the Court is faced with an issue of contract interpretation.” (Id., at p. 10). Plaintiffs offers these remarks as evidence that the first cause of action was not frivolous, subject to a reasonable dispute over the interpretation of an agreement that warranted a judicial determination. (Id., at p. 11).

Any references to comments made by the Honorable Socrate Manoukian from the July 2, 2026 noted above is hearsay. There is not attached certified court transcript. The Court will not consider the truth of the matter asserted.

Plaintiff asserts a legitimate contract-interpretation dispute arose and was settled after the motion for summary judgment/adjudication hearing. Plaintiff asserts that the dismissal of the first cause of action was based on a legitimate interpretation disagreement of the parties’ agreement and does not equate to sanctionable conduct. Plaintiff assert that Defendant Persimmons cannot establish that the claim was frivolous, objectively unreasonable, or brought for an improper purpose. (Id., at p. 7).

After the court granted the summary adjudication on the first cause of action, and before this hearing, Plaintiff’s counsel attempted to meet-and-confer with defense regarding withdrawing the motion, but Defendant refused. (Declaration of Jacobs ⁋ 12; Exhibit 1). As a result, Plaintiff expended substantial time reviewing and preparing for this motion and as of August 19, 2026 incurred $11,397.00 and anticipates spending another three hours at the hourly rate of $530.00 in the matter. (Id., at ⁋ 15).

The Court DENIES the request for fees and costs on the grounds that Plaintiff has not filed its own separate motion or complied with safe harbor rules.

Defendant fails to demonstrate that first cause of action for breach of contract is frivolous within the meaning of section 128.7. Defendant has not established that Plaintiff/Cross-Defendant Bodwin or his attorney asserted a false contractual interpretation, acted in bad faith, or lacked objective reasonable basis for conducting investigation into the agreements regarding the claim. Even if the first cause of action was deemed objectively unreasonable in that any reasonable attorney would agree that the claim is totally and completely without merit, section 128.7 should be exercised with restraint. (Code of Civ. Proc., §128.7; Bucur v. Ahmad, supra, 244 Cal.App.4th at 189–190; Peake v. Underwood, supra, 227 Cal.App.4th at 448).

IV. CONCLUSION Based on the foregoing, the motion is DENIED. The Court will prepare the formal Order.

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