Case 1:19-cv-00160-RMC Document 26-1 Filed 01/04/19 Page 1 of 13

1 GIBSON, DUNN & CRUTCHER LLP

Katherine V.A. Smith, SBN 247866
2 ksmith@gibsondunn.com
Elizabeth A. Dooley, SBN 292358
3 edooley@gibsondunn.com
333 South Grand Avenue
4 Los Angeles, CA 90071-3197
Telephone: 213.229.7000
5 Facsimile: 213.229.7520
6 GIBSON, DUNN & CRUTCHER LLP
Jason C. Schwartz (pro hac vice application forthcoming)
7 jschwartz@gibsondunn.com
Greta B. Williams, SBN 267695
8 gbwilliams@gibsondunn.com
1050 Connecticut Ave., N.W.
9 Washington, D.C. 20036-5306
Telephone: 202.955.8500
10 Facsimile: 202.467.0539
11 Attorneys for Defendant VOX MEDIA, INC.
12
UNITED STATES DISTRICT COURT
13
NORTHERN DISTRICT OF CALIFORNIA
14
OAKLAND DIVISION
15

16

17 TAMRYN SPRUILL, individually and on CASE NO. 18-cv-06807-PJH

behalf of all those similarly situated,
18 DECLARATION OF JAMES NAYLOR IN
Plaintiffs, SUPPORT OF DEFENDANT’S
19 OPPOSITION TO PLAINTIFF’S MOTION
v. TO REMAND
20
VOX MEDIA, INC., a Delaware corporation Date: February 20, 2019
21 (d.b.a. SB NATION); and DOES 1 to 10 Time: 9:00 a.m.
inclusive, Dept: Courtroom 3, 3rd Floor
22 Before: Hon. Phyllis J. Hamilton
Defendants. Trial Date: None Set
23
Action Filed: September 21, 2018
24

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28

Gibson, Dunn &

Crutcher LLP
DECLARATION OF JAMES NAYLOR IN SUPPORT OF DEFENDANT’S OPPOSITION TO PLAINTIFF’S
MOTION TO REMAND -- 18-CV-06807-PJH
 Case 1:19-cv-00160-RMC Document 26-1 Filed 01/04/19 Page 2 of 13

1 DECLARATION OF JAMES NAYLOR

2 I, James Naylor, certify and declare as follows:
3 1. I am currently employed as Manager, Accounting Operations at Vox Media, Inc. (“Vox
4 Media”), a position I have held at Vox Media since May 22, 2017. I have personal knowledge of the
5 facts set forth in this declaration, and if called upon to do so, I could and would testify thereto. I make
6 this declaration in support of Vox Media’s Opposition to Remand.
7 2. Vox Media is a corporation organized under the laws of the State of Delaware. Vox
8 Media’s principal place of business is in Washington, D.C. I work in the Washington D.C. office.
9 3. I have worked for Vox Media since May 22, 2017. In my position as Manager,
10 Accounting Operations, I am familiar with and have personal knowledge of Vox Media’s compensation
11 to Content Contributors currently residing in California.
12 4. In my position, I have access to compensation-related information covering the time
13 period from September 21, 2014 through September 21, 2018.
14 5. Vox Media uses the online payroll software, Paylocity. The pay data I have reviewed
15 is from Paylocity. The Paylocity system provides the most recent address on file for each individual,
16 rather than historical pay data on each individual’s address. Thus, if an individual quit performing
17 work for Vox Media while he or she was still living in California, then the Paylocity records reflect
18 that person’s California address even if the person thereafter moved out of state. Similarly, if a Content
19 Contributor was working in Oregon and stopped performing work for Vox Media, while still living in
20 Oregon, the address in Paylocity would reflect the last address at which the individual was paid while
21 performing work for Vox Media, e.g. Oregon.
22 6. I have reviewed the pay history for all individuals Vox Media paid as Content
23 Contributors at any point between September 21, 2014 and September 21, 2018 whose most recent
24 address in the Paylocity database is in California.
25 7. Based on my review of this data, there are an estimated 258 individuals who were paid
26 as Content Contributors by Vox Media at some point over the four years prior to September 21, 2018
27 in California.
28

Gibson, Dunn & 1

Crutcher LLP
DECLARATION OF JAMES NAYLOR IN SUPPORT OF DEFENDANT’S OPPOSITION TO PLAINTIFF’S
MOTION TO REMAND -- 18-CV-06807-PJH
 Case 1:19-cv-00160-RMC Document 26-1 Filed 01/04/19 Page 3 of 13

1 8. Attached as Exhibit A is an Excel spreadsheet that reflects the data I reviewed as to

2 these 258 individuals.
3 9. In my original review of the data, Column A of Exhibit A contained the individual’s
4 ID number. Column B contained the individual’s name. This identifying information has now been
5 deleted.
6 10. This list represents the best available accounting of Content Contributors who worked
7 for Vox Media in California during the time period between September 21, 2014 and September 21,
8 2018. It is likely both over- and under-inclusive as an estimate of the number of weeks during which
9 an individual performed services while living in California. It is over-inclusive because it will capture
10 individuals who currently reside and work in California, but who completed some of their work for
11 Vox Media outside of the state. It is under-inclusive because it will exclude individuals like Ms. Spruill
12 who performed work for Vox Media in California, but moved to another state while still performing
13 work for Vox Media. I have no reason to believe that this list is any more over-inclusive than it is
14 under-inclusive.
15 11. I have reviewed the pay history for individuals who were paid by Vox Media as Content
16 Contributors during this period, including the initial and the most recent pay dates for Content
17 Contributors for whom the most recent Paylocity address is California. To the best of my knowledge,
18 this is the most comprehensive list and estimate of number of putative class members and the duration
19 of time each Content Contributor was paid by Vox Media.
20 12. Some Content Contributors had an earliest first Paylocity pay date (Column C) that
21 preceded the beginning of the time period covered by this lawsuit. For any individual with an earliest
22 Paylocity pay date preceding September 21, 2014, I have adjusted the earliest Paylocity pay date to be
23 September 21, 2014. See Exhibit A, Column D (Earliest, adjusted).
24 13. For each of these 258 individuals, I also reviewed the most recent Paylocity pay date
25 preceding the filing of the Complaint in this case on September 21, 2018. The most recent Paylocity
26 pay date is displayed in Column E. See Exhibit A, Column E. Of course, many of these individuals
27 may have been paid after September 21, 2018; however, based on the data pulled, any such time worked
28 after September 21, 2018 is not included here.

Gibson, Dunn & 2

Crutcher LLP
DECLARATION OF JAMES NAYLOR IN SUPPORT OF DEFENDANT’S OPPOSITION TO PLAINTIFF’S
MOTION TO REMAND -- 18-CV-06807-PJH
 Case 1:19-cv-00160-RMC Document 26-1 Filed 01/04/19 Page 4 of 13

1 14. Based on a review of individual information pertaining to each content contributor, Vox
2 Media was also able to populate Column G of the Excel spreadsheet to reflect the league with which
3 each individual’s blog, or “team brand” is associated. The leagues include: College (multiple sports
4 in single team brand), English Premier League soccer, Major League Soccer, Major League Baseball,
5 National Basketball League, National Football League, National Hockey League, and “other” which
6 was a catch-all for individuals for whom we lacked information on the league or who worked on non-
7 traditional sports like combat. See Exhibit A, Column G.
8 15. Based on a review of individual information pertaining to each content contributor, Vox
9 Media was also able to populate Column H with the roleof each individual that contributed to a team
10 brand in a regular league or a college team brand. See Exhibit A, Column H.
11 16. Based on my good faith review, these individuals were paid monthly by Vox Media
12 between the earliest, adjusted Paylocity date (Column D) and the most recent Paylocity pay date prior
13 to the filing of the complaint (Column E). All except twenty of the 258 individuals were paid monthly
14 without gaps in stipend payments.
15 17. I have excluded the twenty individuals with gaps in stipend payments during their time
16 working for Vox Media for purposes of calculating the number of days covered by the period over
17 which an individual was paid.
18 18. The total number of days between the most recent Paylocity pay date (Column E) and
19 the earliest, adjusted Paylocity date (Column D), can be found in Column F. See Exhibit A, Column
20 F. When summed, Column F reflects a total of 131,127 days for the 238 individuals paid monthly
21 without gaps in stipend amounts. That sum can be seen at Row 1 of Column F. Dividing that number
22 by seven to obtain the number of estimated weeks worked yields a result of 18,732 estimated
23 workweeks. On average this is 78.7 estimated workweeks per person, or just over 18 months of being
24 paid monthly stipends per Content Contributor during the four years between September 21, 2014 and
25 September 21, 2018.
26 19. Of the 238 individuals paid consistently, 218 are associated with a league (Column G)
27 and role (Column H). For those 218 individuals, Column I contains a reasonable estimate of the
28

Gibson, Dunn & 3

Crutcher LLP
DECLARATION OF JAMES NAYLOR IN SUPPORT OF DEFENDANT’S OPPOSITION TO PLAINTIFF’S
MOTION TO REMAND -- 18-CV-06807-PJH
 Case 1:19-cv-00160-RMC Document 26-1 Filed 01/04/19 Page 5 of 13

1 number of hours each individual may have worked per week while the league was in season based on
2 each individual’s role (Column I), as provided to me by John Ness.
3 20. For all leagues except college, Column J reflects the number of weeks per season
4 (including the pre-season) for each sport, a well-known and easily ascertainable fact. Column K
5 reflects an estimate of the number of seasons an individual worked based on their Paylocity start and
6 end dates as well as the dates of the relevant season.
7 21. Column L reflects the number of weeks each individual worked during in season time.
8 For all leagues, except college, Column L is the result of multiplying Column J by Column K.
9 22. For individuals associated with college team brands, the season used was year-round.
10 Therefore columns J and K are blank for those individuals, but Column L was populated by dividing
11 Column F (days covered by payments) by 7 to obtain the number of weeks during which each individual
12 was paid in season.
13 23. Column M contains an estimate of the applicable minimum wage for each individual.
14 This Column is based California’s state-wide minimum wage rates and when during the past four years
15 each individual was paid.
16 24. Column N contains the total amount allegedly “owed” to each individual for in season
17 work, assuming (without conceding) the allegations of Plaintiff’s complaint are true and legally valid.
18 This column was populated by multiplying Column I (Hours worked per week in season) by Column
19 L (Weeks worked during in season time) by Column M (Pay rate owed).
20 25. Column O contains an estimate of the monthly stipend amount paid to all individuals,
21 $400 per individual per month. To reach this figure, I took the average of the stipend amounts paid to
22 each individual, approximately $320 per month, and then I added 25%, or an additional $80, for a more
23 conservative estimate (as I understand the stipend would be an “offset” to any wages allegedly owed,
24 a higher estimated stipend will result in a more conservative estimate of wages allegedly owed). The
25 individual stipend payment data from which I calculated the average was, in most cases, derived from
26 the most recent stipend payment amount reflected in the Paylocity database. Based on my observations,
27 while stipend payments to an individual vary over time, they usually increase over time.
28

Gibson, Dunn & 4

Crutcher LLP
DECLARATION OF JAMES NAYLOR IN SUPPORT OF DEFENDANT’S OPPOSITION TO PLAINTIFF’S
MOTION TO REMAND -- 18-CV-06807-PJH
 Case 1:19-cv-00160-RMC Document 26-1 Filed 01/04/19 Page 6 of 13

1 26. Column P contains the estimated weekly stipend paid to each individual, $92.31. The
2 weekly stipend was calculated by taking the monthly stipend, multiplying it by 12 and then dividing
3 that by 52.
4 27. Column Q contains an estimate of the amount paid to each individual for his or her in
5 season work. Column Q was calculated by multiplying Column P (Weekly stipend) by Column L
6 (Weeks worked per season).
7 28. Column R contains the difference between amount paid and amount allegedly owed for
8 weeks worked in season. Column R was calculated by subtracting Column Q (amount paid) from
9 Column N (total owed).
10 29. Column S contains a calculation of what each of the 218 individuals would be owed if
11 they were owed one additional hour of minimum wage pay for each week they worked. These numbers
12 were obtained by multiplying Column L (weeks worked in season) by Column M (pay rate owed). The
13 first row of Column S sums the total in Column S.
14 30. Based on my good faith review of currently available information, 155 of the 238
15 individuals without gaps in payment were paid at some point during the one year period prior to
16 September 21, 2018. This number excludes any individuals who were only paid one stipend in the
17 prior year, e.g. individuals whose first and last Paylocity date is the same. I have provided the number
18 of days covered by monthly stipend payments for each individual between September 21, 2017 and
19 September 21, 2018 in Column T of Exhibit A. See Exhibit A, Column T. For example, if an
20 individual’s first Paylocity date was prior to September 21, 2017 and his or her most recent Paylocity
21 date was September 14, 2018, then she would have been paid over a period of 358 days in the year
22 prior to the filing of the complaint. I then summed the individual number of days for a total of 36,758.
23 The sum is in Row 1 of Column T. Divided by seven to obtain the number of weeks, this is 5,251.14
24 weeks. On average, then these 155 individuals were paid over a period of approximately 33.9 weeks
25 or 7.8 months (33.9/52 *12=7.8) over the past year.
26

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28

Gibson, Dunn & 5

Crutcher LLP
DECLARATION OF JAMES NAYLOR IN SUPPORT OF DEFENDANT’S OPPOSITION TO PLAINTIFF’S
MOTION TO REMAND -- 18-CV-06807-PJH
 Case 1:19-cv-00160-RMC Document 26-1 Filed 01/04/19 Page 7 of 13

1 I declare under penalty of perjury under the laws of the United States that the foregoing is true
2 and correct, and that this declaration was executed on this Y.iitday of January, 2019.

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Crutcher LLP
DECLARATION OF JAMES NAYLOR IN SUPPORT OF DEFENDANT'S OPPOSITION TO PLAINTIFF'S
MOTION TO REMAND -- 18-CV-06807-PJH
Case 1:19-cv-00160-RMC Document 26-1 Filed 01/04/19 Page 8 of 13

Exhibit A
 Case 1:19-cv-00160-RMC Document 26-1 Filed 01/04/19 Page 9 of 13
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