EFiled: Dec 12 2024 09:48AM EST

Transaction ID 75205164
Case No. 2024-1285-
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

CHRISTOPHER BARRETT,

Plaintiff,

v. C.A. No.: ________________

SONY INTERACTIVE
ENTERTAINMENT LLC and BUNGIE,
INC.,

Defendants.

VERIFIED COMPLAINT

Plaintiff Christopher Barrett, by and through his undersigned counsel, states

the following as his Complaint against Sony Interactive Entertainment LLC

(“Sony”) and Bungie, Inc. (“Bungie”, and together with Sony, the “Defendants”).

PRELIMINARY STATEMENT

1. This case is about Defendants’ textbook scapegoating of Christopher

Barrett, who was, until recently, one of the most respected artists in the video game

industry. Defendants deliberately destroyed Barrett’s reputation by falsely, and

publicly, insinuating they had “investigated” Barrett and “found” he had engaged in

sexual misconduct. Defendants did not care that none of it was true; they had blatant

motivations for their brazen scheme: (i) to avoid paying Barrett the nearly $50

million he is owed under his employment agreement, and (ii) to shift blame for and
deflect attention away from their massive business failures. And to achieve those

corporate objectives, they were willing to sacrifice Barrett.

2. Barrett started his career in the videogame industry by creating maps

and levels for the game Myth, for free, as a fan, at night, after working his day job

in New York. Bungie, the maker of Myth, recruited Barrett and for the next twenty-

five years, Bungie and Barrett had a remarkable ride. Barrett drove the artistic

development of some of the world's most legendary video games franchises,

including Halo and Destiny (the latter of which has been nominated for Best

Ongoing Game at the 2024 Game Awards), acquired a valuable equity interest in

Bungie, and became the driving force and lead designer for Bungie's most important

new gaming project, Marathon.

3. That ride ended abruptly in 2024 when Sony, which had acquired

Bungie for $3.6 Billion in 2022, acting in concert with Bungie, removed Barrett from

his position in charge of developing Marathon and then baselessly fired him,

allegedly for “Cause”, following a supposed investigation. Defendants’ acts were all

part of a premeditated scheme to terminate Barrett, avoid paying him the tens of

millions of dollars he was owed, and make him a scapegoat for Defendants’ business

failures and reputational issues.

4. Defendants’ bad faith is revealed by their sham investigation:

• Barrett was told he was under “investigation” out of the blue while he
was on a mental health sabbatical. Without further information, Barrett

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 was told to appear for an “interview” with a member of the Sony legal
department.

• Barrett was not advised to bring counsel to that interview, despite being
a “target”.

• In the interview, Barrett was asked questions about communications

with his colleagues but was never shown any of those text messages,
emails, or any other communications. Yet, Sony’s interviewer
demanded the “context” behind the communications she refused to
show Barrett.

• Barrett was never asked whether he had ever engaged in inappropriate

sexual conduct, whether he ever sent inappropriate sexual or
pornographic materials to a co-worker, or whether he ever retaliated
against a co-worker for rebuffing his advances or discriminated against
a female colleague on the basis of her sex. Barrett was not asked those
questions because Barrett did not engage in, and has not been accused
of, any such conduct.

• Rather, Barrett was asked questions about run-of-the-mill

communications, like whether he has ever asked a colleague to play
social “games” over text (apparently beyond the pale at a games
company) or whether he has ever asked to video chat with a colleague
(at a company with a largely remote workforce). When Barrett
explained he had done so, with both male and female colleagues, for
years without incident, the interviewer was disinterested (apparently
not the “context” she was looking for).

• Less than three weeks after this interview, Barrett was notified via
Microsoft Teams that he had engaged in unspecified “gross misconduct”
and would be terminated for “Cause”. Defendants refused to explain
further and told him that nothing he could say would make a difference,
despite never giving him a chance to engage with the allegations in the
first place.

• No one ever told Barrett who had made the decision to fire him or even
what conduct he was being fired for. Instead, through Sony’s counsel,
Defendants vaguely claimed violation of Bungie’s harassment policy.

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 But that was no basis for a “Cause” determination: violation of policy
is not included as “Cause” under the relevant agreements and Barrett
has not violated the policy.

5. By terminating Barrett for supposed “gross misconduct” after that sham

“investigation”, Defendants wrongfully retained nearly $50 Million owed to Barrett

for his stock in Bungie. They then completed the Machiavellian trifecta by providing

wildly misleading statements to Bloomberg designed to: (i) deflect blame for Sony’s

poorly performing $3.6 Billion acquisition of Bungie and delays in video game

production by casting shade on Barrett for his role on Marathon and (ii) shift blame

for their own public #MeToo problems by falsely insinuating that the accusations of

severe misconduct had been directed at Barrett, when they had not.

6. To pull it off, Defendants (directly or through agents) made misleading

public statements for publication in Bloomberg (and ultimately other media outlets)

that insinuated Barrett was terminated after “findings” of improper #MeToo-like

conduct following an “investigation”. Defendants knew those statements would be

widely disseminated and would create a false impression that Barrett had engaged

in sexual misconduct. Defendants did not care if the public was misled. Indeed, that

was the point. Barrett’s high standing within the company and the industry made

him the perfect scapegoat to conceal Defendants’ significant cultural problems and

business failures.

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 7. By informing the press that Barrett had been fired based on “findings”

from an “investigation”, the Defendants knowingly opened the door to speculation

as to the nature of Barrett's conduct and cultivated the perception that Barrett must

have done something reprehensible to be fired as lead designer on Marathon. This is

amply reflected in the public online chatter on multiple social media platforms, all

of which are highly influential in the gaming industry, following Barrett's

termination and the misleading press statements. For example, the following

comments appeared on Reddit:

8. However, the reality is that Barrett did not engage in any conduct that

could be the basis for a finding of “Cause” or the type of conduct that the public was

misled to believe occurred. Barrett:

• did not engage in any personal gross misconduct;

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 • did not have or solicit any improper sexual relationships with his
colleagues;

• did not engage in unwanted touching or sexual conduct;

• did not send sexually explicit or graphic materials to co-workers;

• did not retaliate against anyone;

• did not engage in any financial improprieties;

• did not misuse any confidential information;

• was not arrested or charged with any crime and had not (and has not)
been sued civilly by anyone.

Barrett did not do anything remotely resembling gross misconduct or “Cause” as

defined in the Retention Agreements (defined below). And there could not have

been any credible allegation he did because Barrett had a spotless twenty-five year

track record at Bungie.

9. Nonetheless, Defendants cynically exploited the #MeToo movement

for financial and reputational gain:

• Sony’s $3.6 Billion acquisition of Bungie has been a disaster. Bungie

has struggled to meet financial targets, has fallen behind on deadlines,
and Marathon (a centerpiece of the transaction) has been the subject of
intense public criticism. By terminating Barrett for Cause, Defendants
could “save” $45 Million and pin the Marathon issues on Barrett in one
fell swoop.

• Bungie’s struggles should not have been a surprise. Before the Sony
acquisition, Bungie was in a difficult financial position. Destiny, the
video game franchise responsible for the majority of Bungie’s
revenues, was not performing as well as Bungie had hoped. Yet, Bungie

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 was able to strike a deal with Sony that enabled Bungie management to
retain certain control post-acquisition. When Bungie thereafter
underdelivered, with Marathon delayed and Bungie's senior leadership
in disarray, and with Sony looking to hold Bungie leadership
accountable, Bungie offered Barrett (who had always been on the
creative side, and never active in business management) as a sacrifice.

• Prior to Barrett's termination, Bungie faced considerable public

accusations of misconduct toward women. Firing Barrett allowed
Defendants to falsely pin those issues on Barrett and create a narrative
that they were taking harassment issues seriously. After all, if they
would fire a creator of their two main franchises, they could fire
anyone. Never mind that Barrett had not engaged or been accused of
the misconduct at issue, much less any misconduct.

10. Whatever Defendants’ motivations, their malicious conduct has

irreparably harmed Barrett financially, physically, and emotionally. He has been the

subject of harassment and public ridicule, has lost friends and professional

opportunities, and has seen relationships with family strained. His lifelong dream of

launching his own video game company (once within reach for a respected designer

of multiple legendary games) has been crushed. All in the name of advancing

Defendants’ selfish corporate interests.

11. Barrett brings this action to recover tens of millions of dollars he is

owed for stock he earned through twenty-five years of hard work, to recover for the

retaliation he has suffered, to restore his hard-earned reputation, and to be

compensated for the falsehoods knowingly and maliciously spread about him by the

Defendants.

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 PARTIES

12. Plaintiff Christopher Barrett lived and worked for Bungie in the State

of Washington for over two decades until September 2023, when he, with Bungie’s

knowledge, moved to Florida, where he currently resides.

13. Defendant Sony Interactive Entertainment LLC (“Sony”) is an

American subsidiary of Sony Group Corporation (“SGC”), incorporated in

California. It is responsible for SGC’s worldwide video game and digital

entertainment businesses. Among other things, Sony is responsible for the industry-

leading PlayStation franchise, including developing and manufacturing PlayStation

consoles and developing (through affiliated game studios) video games. Through a

July 2022 merger, Sony became the sole owner and parent company of Bungie.

14. Defendant Bungie, Inc. is a wholly-owned subsidiary of Sony. For

decades, Bungie developed leading game franchises, including Halo, Destiny, and

Myth. Bungie was founded in 1991 and grew to around 1,000 employees by the time

of its acquisition by Sony. Bungie is a Delaware corporation and is headquartered in

Bellevue, Washington. At all times since approximately 2000, Bungie has

maintained its sole corporate office in the State of Washington.

15. Sony and Bungie are household names among video game enthusiasts

and do business across the country and worldwide.

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 JURISDICTION AND VENUE

16. This Court has subject matter jurisdiction under 10 Del. C. § 341 and 6

Del. C. § 2708. This Court also has subject matter jurisdiction under 8 Del. C. § 111

because the Re-Vest Agreement (defined below) was a necessary pre-condition to

Sony’s acquisition of Bungie for approximately $3.6 Billion and the merger

agreement is explicitly incorporated into the Re-Vest Agreement.

17. Personal jurisdiction over Sony and Bungie is proper because the Re-

Vest Agreement and Premium Bonus Agreement (defined below), negotiated by

Sony and Bungie, and signed by Sony, “expressly consent[ed] to the personal and

exclusive jurisdiction and venue of the Court of Chancery” for any lawsuit arising

out of those agreements. (Re-Vest Agreement, Appendix A, § 5; Premium Bonus

Agreement, § 7.) Further, Bungie is incorporated in Delaware.

FACTUAL ALLEGATIONS

18. Barrett has been passionate about art and video games since his

childhood. Barrett’s father introduced him and his brother to the first generation of

video games in the mid-1980s, which sparked a lifelong interest in games and game

design.

19. Barrett began designing games as a teenager, working for Laureate

Learning Systems designing educational games for special needs children.

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A. Barrett Joins Bungie

20. Barrett attended college at the Pratt Institute in New York, where he

studied art. After graduating, Barrett hoped to find a job with a video game design

studio but he was unable to and instead worked for a design firm.

21. Outside of his full-time job, and during his free time, Barrett designed

“modifications” (known as “mods”) for a popular video game, Myth: The Fallen

Lords, released by Bungie in 1997. Myth was a real-time tactical combat game,

which featured a player-versus-player mode where rival players could raise armies

to battle for control over the virtual map. An avid fan of the game, Barrett designed

numerous mods in the form of Myth levels and maps, which he made available to

the public for free.

22. As a result of his mods, Barrett gained an online following and caught

the eye of Bungie. Bungie invited Barrett to come for a job interview. At the time,

Bungie was a twenty-five person startup operating out of a small office in Chicago

across the street from the Mr. Beef sandwich shop, and its office was filled with cots

where its employees could spend the night.

23. As part of the interview, Barrett was asked to create a visual website

design for Myth II: Soulblighter. Barrett's design concept impressed Bungie, which

offered him a job with an annual salary of approximately $20,000. Barrett turned

this down as it was substantially less than what he was making at the time. Bungie

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immediately offered to double the salary to $40,000, which only led Barrett to

believe Bungie had attempted to take advantage of him with its initial offer.

24. Barrett declined again, but Bungie nonetheless used the concept he had

designed for the official Myth II website (without payment to Barrett).

25. During his interview, Barrett also met the game director for Myth II,

who asked for Barrett’s help creating maps for the soon to be released game. At the

time, Bungie had not yet created any of the multiplayer maps, which were crucial to

the multi-player mode, and were one of the main differentiating factors that made

the original Myth game a success. Barrett was excited to contribute to the sequel of

a game he loved and agreed to create maps and environmental art for Myth II’s

multiplayer mode, for which he received modest compensation from Bungie.

26. In recognition of his contributions, Barrett was featured in Myth II's

credits. Myth II launched in December 1998 and became Bungie’s best-selling

game. The multiplayer mode, to which Barrett meaningfully contributed, was one of

the game’s core features.

27. Bungie again offered Barrett a job in 1999. After Bungie executives,

including Jason Jones (Bungie’s current Chief Vision Officer), provided Barrett a

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sneak peek at a game in development called Halo (as well as a better salary), Barrett

agreed to join.

28. Barrett moved to Chicago to start his full-time position as an Artist at

Bungie in November 1999. It was a dream job for Barrett: working all hours on video

games he loved for one of the hottest startup companies in the industry.

B. Bungie’s Work Culture

29. Barrett immediately realized that Bungie's work culture was different

than what he had experienced previously and more akin to a college frat house than

a professional workplace. Bungie was a small video game company where

employees worked all hours making first-person shooter video games. It had limited,

if any, human resources. Employees, including senior leadership, did not observe

Bungie’s workplace policies to the extent there were any.

30. Colorful language and off-color jokes were common. Employees

frequently and openly referred to things as “gay”. Sexual “mom” jokes and racist

jokes were commonplace. Nudity was not prohibited — Bungie personnel engaged

in “moonings” in the office, where employees would pull their pants down and

display their buttocks (a practice that continued to some degree over the years).

31. Barrett was told that even Bungie’s name was a reference to “death by

bunga bunga”, the punchline of an old, highly off-color joke. Whether this was

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actually true (Barrett never learned for sure), it is an indication of the culture at

Bungie that this story went around unrebutted.

32. That culture did not stop at the office. It was reflected in Bungie’s

games. Myth II had a game mode called “Choke the Chicken” — a colloquial phrase

used to refer to masturbation. A glitch in Halo 2 resulted in an error message labelled

“.ASS Error”, with an accompanying picture of a Bungie developer’s exposed

buttocks. And, of course, many of Bungie's games featured highly stylized graphics

with depictions of strong and “hot” female and male characters. For example,

Cortana, a central character in Halo (pictured below), has been ranked as one of the

“hottest” video game characters of all time.1

1
See, e.g., Top 50 Hottest Female Video Game Characters of All Time, HubPages (Apr. 17, 2024),
https://discover.hubpages.com/games-hobbies/hottest-female-video-game-characters (not drawn
by Barrett, who did not work on the Halo characters).

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 33. While Barrett's demeanor was very different than the frat-like elements

of Bungie’s culture, he loved making video games, loved and was passionate about

the games that Bungie made, and sought to be to be professional and collegial with

his colleagues.

C. Bungie is Acquired by Microsoft

34. Less than a year after Barrett joined, Bungie was acquired by Microsoft,

which was looking for games for the Xbox videogame console it was launching.

Bungie’s entire operation, including Barrett, was moved to Seattle where Microsoft

was based. Before leaving, Bungie’s leadership threw a company-wide “going

away” party featuring strippers.

35. Though Bungie became a part of the much larger Microsoft, Bungie

never adopted Microsoft’s corporate-techie culture, but rather maintained its own

culture and its own office space and was subject to limited oversight from Microsoft,

which needed Bungie's creative talent.

36. Halo, which became one of the most legendary video game franchises

of all-time, was a first-person shooter game in which the player controlled a super-

soldier in humanity’s struggle against an alien race and progressed through the story

on their own.

37. Barrett's role was to create art, design game levels, and develop

environments, such as landscape and weather, for the first Halo game: Combat

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Evolved. With limited support or oversight, Barrett worked tirelessly — often

working until 2AM and spending countless nights in the studio sleeping underneath

his desk — to create some of Halo’s most popular single-player levels, including the

famed “Assault on the Control Room”2 (shown below) and multiplayer levels.

38. When Halo: Combat Evolved launched in 2001, it was an industry

defining game — for its storytelling, map, and level design, multiplayer features,

and gameplay. It sold more than six million copies and has been credited with putting

the Xbox on the map.

39. In recognition for his contributions, Barrett was featured in the credits

as an “Artist,” and paid a “ship” bonus.

2
See, e.g., Daniel Morris, 10 best Halo campaign missions of all time, Destructoid (Nov. 14,
2024), https://www.destructoid.com/10-best-halo-campaign-missions-of-all-time/ (ranking
“Assault on the Control Room” as one of the top Halo missions of all time).

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 40. Barrett was then asked to join the Halo 2 team, where Bungie was

behind schedule. Barrett was promoted to the Lead Environment Artist and designed

many of the single player levels, as well as certain multiplayer maps (example shown

below). To keep the game on schedule, Barrett again worked extremely long hours,

often working 80-hour weeks.

41. Halo 2 was released in 2004 and was praised for its single-player story

mode and its revolutionary online multiplayer mode, where players could play over

the internet. Halo 2 was the best-selling game for the Xbox, with over eight million

copies sold. Barrett’s contributions as “Lead Environment Artist” were noted in the

game’s credits.

42. The period leading up to the release of Halo 2 was grueling for many

Bungie employees, who often had to “crunch” to meet production deadlines. Shortly

after the release of Halo 2, Jason Jones took a sabbatical — the first of several that

Bungie permitted Jones to take for mental health or other reasons.

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 43. Almost immediately after the launch of Halo 2, Bungie started working

on the development of Halo 3. Barrett was again promoted. In that role, Barrett was

instrumental in building the world in which Halo 3 took place (example shown

below).

44. Halo 3 launched in September 2007, and sold more than 14 million

copies. In recognition of Barrett’s contributions “on the most anticipated game title

ever for Microsoft”, he received a “ship” bonus of over $200,000.

D. Bungie is Spun Out of Microsoft; Barrett Receives Founder Shares

45. Despite Halo's success, Bungie was never a cultural fit with Microsoft.

Around August 2007, Barrett became aware that a group of seven Bungie employees

were in active discussions with Microsoft about an employee-led spinoff of Bungie.

While Barrett had never been a part of Bungie management, Barrett was invited to

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join the group and did so. However, in keeping with his role as a creative, Barrett

did not participate in the business negotiations with Microsoft. The group eventually

numbered 11 and reached an agreement with Microsoft to spin Bungie off as an

independent developer.

46. Barrett’s employment with the new Bungie began on October 1, 2007,

and Barrett was to receive “founder shares” equivalent to approximately 2.5% of the

newly spun off Bungie. On December 31, 2010, Barrett signed an employment

agreement with Bungie and was granted 336,375 shares of Series B-2 Preferred

Stock and 48,000 shares of Common Stock. All these shares were to vest over the

following decade, would automatically vest upon a change of control, and any

unvested shares would be forfeited if Barrett left Bungie voluntarily (which provided

significant incentive for Barrett to stay at Bungie).3

E. Barrett's Role in Creating Destiny and Marathon

47. Having turned over Halo intellectual property to Microsoft, Bungie

needed to develop a new flagship game franchise, which can cost several hundred

million dollars and take years — with no guarantee of success.

48. Bungie made Barrett responsible for the creative and art design for

Bungie’s next franchise, later named Destiny (example shown below). Barrett was

3
It is not entirely clear why these shares were granted at this time, but this does not have bearing
on Barrett's claims.

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referred to as the “Co-Creator” of Destiny (alongside Jason Jones) in external pitch

materials.

49. Barrett designed Destiny to be an online “live service” first-person

shooter game. Unlike Halo, Destiny involved fully customizable characters which

players could design. The “live service” component was critical: because “live

service” games continually add new content, they engage players longer, and

provide recurring revenue through “microtransactions” (e.g., players can buy

character enhancements) or the sale of “expansion packs”. There were few “live

service” games at the time Barrett began working on Destiny and none in the first-

person shooter genre.

50. Barrett began work with a small team. Unlike his prior experiences,

where he had focused on level and environment design, Barrett created the entire

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creative and artistic side of Destiny, including the characters, weapons, world and

setting, logo, and branding. Eventually, the Destiny franchise became Bungie’s top

priority and Barrett’s small Destiny team increased to several hundred employees.

51. Destiny was released in September 2014 and was a hit. At the time, it

was the largest video game franchise launch ever, reportedly achieving over $500

Million in sales in its first week. Barrett was praised by Bungie’s then-president,

Harold Ryan, who wrote in a July 17, 2013, letter that Barrett was “kicking ass to

make Destiny a success for Bungie”.

52. After the Destiny launch, Barrett took a sabbatical. While on sabbatical,

Barrett was removed (against his wishes) from his role on Destiny’s first major

expansion. When Destiny 2 was delayed due to poor production management,

Barrett was asked to develop another Destiny expansion, which he did in record time

and under budget.

53. Bungie leadership next reached out to Barrett for help in getting Destiny

2 (pictured below) ready to ship. Barrett again poured himself into his work. Destiny

2 launched as planned in September 2017. After a successful launch, Destiny 2 sales

trailed off, with high player attrition rates. Barrett was then asked to become the

Destiny 2 Game Director and to lead the “live” team. In short order, Barrett oversaw

the development of three expansions: Curse of Osiris, Warmind, and Forsaken, each

of which launched within a year of Destiny 2’s launch.

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 54. Destiny 2’s sales increased, and Barrett’s contributions were

recognized by Bungie in April 2019 with an increase of his base salary to

$240,000.

55. By this time in 2019, Barrett had been working on the Destiny franchise

for over a decade, and he wanted to “incubate” a franchise of his own — to create a

new franchise from scratch. That incubation became Bungie's next big development

project, Marathon — a “live service” “extraction” shooter where players are pitted

against each other with the objective of accumulating the most resources. Barrett

began work on Marathon in 2019, and other Bungie employees were thereafter

added to the team.

56. As of early 2021, the primary games upon which Bungie was relying

were Destiny 2 and Marathon.

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F. Sony Explores an Acquisition of Bungie; the IGN #MeToo Article

57. In 2021, Sony (Microsoft's major competitor in the game console

business) expressed an interest in acquiring Bungie. Among other reasons, Sony was

looking to fill a gap in its product lineup for online “live service” games through

Bungie and its Destiny and Marathon franchises.

58. By this time, all of Barrett's founder’s shares had vested, and he had

received additional Restricted Share Units (“RSUs”), most of which remained

unvested. In addition, Barrett was on Bungie's Board, having been elected by the

employee shareholders of Bungie. Although he was on the Board, Barrett continued

to play only a creative role, and, while he was kept informed along with the rest of

the Board, he was not intimately involved with the negotiations with Sony.

59. In December 2021, while discussions with Sony were ongoing, IGN, a

media outlet known for reporting on the video game industry, dropped a feature-

length bombshell #MeToo article on Bungie, entitled The Battle for Bungie’s Soul:

Inside the Studio’s Struggle for a Better Work Culture (the “IGN Article”) (Ex. 1).

That article described a “toxic work culture” at Bungie. It detailed accounts from

current and former Bungie employees who described “overt sexism, boys’ club

culture”, and “HR protection of abusers”.4

4
Rebekah Valentine, The Battle for Bungie’s Soul: Inside the Studio’s Struggle for a Better Work
Culture, IGN (Dec. 10, 2021), https://www.ign.com/articles/bungie-report-battle-soul-work-
culture-harassment-crunch (Ex. 1).

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 60. The IGN Article alleged improper behavior by Bungie managers and

senior management, including one who yelled at a female employee “so aggressively

that she was brought to tears”; a manager who was a “sexist nightmare”, threw items,

and referred to a female employee as an “unmanageable bitch” (and his replacement

who “frequently made sexist remarks” and “homophobic” comments); and a

producer who “routinely ma[de] sexist comments and openly talk[ed] about his love

life and ask[ed] his colleagues to comment on images of women”.

61. The IGN Article also described a manager who was “observed by a

number of sources repeatedly harassing his female direct reports with sexual

comments and unwanted hugs, while simultaneously belittling them and shutting

them down in meetings”. The IGN Article recounted numerous additional instances

of managers allegedly behaving improperly towards women, demeaning their female

reports, and making racist remarks.

62. The IGN Article also reported that Bungie’s Human Resources and

senior leadership knowingly protected individuals accused of misconduct, noting

“multiple individuals with long histories at Bungie that seemed to be able to get

away with anything”. For example, a “top-level company leader” who “rose to the

topmost levels” of Bungie, despite “constantly disparag[ing] others”, being openly

“dismissive of those who brought up the company’s toxic culture”, wearing a “shirt

that advertised ‘free lap rides’”, and excessively drinking at company events. And

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another who engaged in “multiple instances of sexist and racist remarks”, as well as

“intimidating employees in one-on-one meetings”. Sources told IGN that “upper

management men at Bungie hav[e] ‘code names’ for the women at the studio they

f[ind] attractive, which they [] openly use at the studio without the women knowing.

Some of these names were references to their physical form, hair color, or outright

derogatory terms”.

63. According to the IGN Article, numerous reports had been made to

Bungie Human Resources about those issues (and others), but Bungie had taken

limited action. While some of the allegedly offending employees eventually left

Bungie or were terminated, according to the IGN Article, it was only after long

periods of repeated misbehavior and numerous Human Resources complaints. And

some of them “left on publicly positive terms, celebrated with fond farewell letters”.

64. Further, the IGN Article described alleged retaliation against

employees for raising issues with Human Resources. For example, multiple sources

described situations where they approached Human Resources about taking time off

“to deal with either personal or familial health issues, only to return and seemingly

be penalized by being moved onto a less desirable project”.

65. Bungie attempted to combat the assertions in the IGN Article through

a statement from its CEO, Pete Parsons, who said Bungie had undertaken several

initiatives to improve working conditions.

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 66. None of the allegations in the IGN Article were directed at Barrett.

67. Barrett simply is not a frat-boy type, and while he certainly told the

occasional joke and went out for beers with co-workers, he went about his business

creating art and worlds and building videogames. However, the allegations in the

IGN Article were not shocking to him. The culture that Barrett observed upon

joining Bungie was alive-and-well, including from senior managers and executives.

For example, behavior that was known at Bungie included:

• A very senior Bungie executive texted Barrett and others sexually

suggestive material, including lewd photographs, texts about his sex
life (including graphic descriptions of particular sex acts), and texts
concerning the appearance of women working for Bungie;

• The same senior Bungie executive frequently showed up for work

drunk, attending group meetings while clearly intoxicated, and
engaged in sexual conduct at Bungie-sponsored events;

• One of Bungie’s founding members made frequent sexist and racist

comments in group settings. For example, in a leadership meeting, he
joked that “a woman’s place is barefoot and pregnant” (or words to that
effect). Barrett reprimanded him over email, but he faced no
consequences;

• During an interview, a potential hire told Barrett that Bungie should

name a Destiny faction “The Rotten Cunts”. Barrett reported the
comment to the group evaluating the candidate and insisted that Bungie
not hire him. Leadership disregarded Barrett’s recommendation and
hired him;

• A former very senior Bungie executive referred to Hillary Clinton as a

“cunt” in a work meeting with Barrett;

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 • A female office administrator shared explicit stories about her sexual
exploits;

• At least one Bungie employee frequently exposed himself in the office,

including by pulling down his pants in the middle of the office and
pressing his exposed buttocks against glass overlooking the entire
studio;

• Bungie maintained an email channel that shared lewd and semi-

pornographic content to the entire studio. Those images were
occasionally shared on a projector at studio events;

• For many years, Bungie had a “knighting” ceremony for long-time

employees. As part of that ceremony, the “knighted” employee (male
or female) would be required to kneel in front of senior Bungie
management to be “knighted” with a sword. During the ceremony it
was common for lewd comments to be made, including a statement
that the kneeling employee had “assumed the position, like your mom
before you” — an obvious reference to oral sex. “Knighting”
ceremonies were done in front of the entire studio; and

• After the IGN Article, a former Bungie Human Resources manager

filed a complaint against Bungie alleging that she had been terminated
as retaliation for raising a potential case of racial discrimination against
a Bungie employee. (Ex. 5.)

68. While the IGN Article created a stir online, and led to various meetings

and town-halls at Bungie, it did not derail the talks with Sony, and it did not result

in a change to Bungie's written Harassment-Free Workplace policy.

G. Sony Acquires Bungie and Barrett Signs New Agreements

69. By January 2022, Sony was in very advanced discussions to acquire

Bungie. Key issues included: (1) the joint management structure for the post-

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acquisition entity; (2) compensation for Bungie's equity holders, most of whom were

key employees; and (3) retention of those key employees.

70. At a contemplated acquisition price of $3.6 Billion, Barrett stood to

reap the benefits of his twenty-five years at Bungie and become wealthy. He earned

a salary of approximately $300,000 (plus bonus), in contrast to the over $75 Million

his vested shares would be worth in a sale.

71. Because Bungies' equity was primarily held by its employees, like

Barrett, Sony was explicit that it would not acquire Bungie unless a significant

majority of Bungie's top employees signed agreements (called Re-Vest

Agreements), under which they would be paid in part for their vested equity upon

closing, with the remainder paid as retention bonuses over four years. SGC, Sony’s

corporate parent, disclosed in its Q3 FY2021 Consolidated Financial Results

(presented February 2, 2022, just days after Sony entered into the definitive

agreement with Bungie), that “[a]pproximately one-third of the 3.6 billion U.S.

dollar consideration for the acquisition consists primarily of deferred payments to

employee shareholders, conditional upon their continued employment, and other

retention incentives”.5

5
Sony Group Corporation, Q3 FY2021 Consolidated Financial Results (Feb. 2, 2022),
https://www.sony.com/en/SonyInfo/IR/library/presen/er/pdf/21q3_sonyspeech.pdf; see also Sony
Group Corporation, FY2022 Form 20-F (Jun. 20, 2023), at F-112.

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 72. Barrett signed a letter agreement on January 25, 2022 (“Re-Vest

Agreement”), which provided the schedule under which Sony would pay Barrett for

his vested shares (amounts below as reflected in Sony’s calculations, provided to

Barrett in a 2022 Equity Report):

(1) a cash payment at closing of $34,927,987, equal to 52% of the value

of Barrett’s vested shares; with

(2) the remainder (the “Deferred Amounts”) paid in three equal tranches
of $14,251,680 (for a total of $42,755,040) on the second, third, and fourth
anniversary of Closing.

(See Re-Vest Agreement, at 1; Ex. 2 (2022 Equity Report).)

73. Barrett’s execution of the Re-Vest Agreement was “a condition to

[Sony’s] willingness to enter into the Transaction Agreement [the Merger

Agreement] and complete the Transaction”. (Re-Vest Agreement, at 2.) The

Transaction Agreement was incorporated by reference into the Re-Vest Agreement

as part of the “entire agreement” with Barrett. (Id., at Appendix A, § 5.)

74. The Re-Vest Agreement provided that payment of the Deferred

Amounts was subject to Barrett's continuous employment through defined dates,

except for death, disability, termination without Cause, or Constructive Dismissal

(each an “Involuntary Termination”) in which case the payments would still be

made. In the event of voluntary resignation or termination for Cause, the payments

would be forfeited. The Re-Vest Agreement stated:

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 Your receipt of any [Deferred Amount] payable on any
Deferred Date is subject to your continued employment
with Bungie, [Sony], or a subsidiary thereof or any
Approved Parent Business (together, the “SIE Group”)
through such Deferred Date, except in the case of your
death, Disability, termination without “Cause” or
Constructive Dismissal (an “Involuntary Termination”)
....

If, prior to any Deferred Date(s) . . . your employment is

terminated for any reason other than an Involuntary
Termination, you will forfeit any [Deferred Amount]
payable on or after the date of such termination . . . .

(Id., at 1-2 (emphasis in original).)

75. Unlike many “Cause” provisions, no element of the heavily negotiated

“Cause” provision in the Re-Vest Agreement provided that a violation of policy

constituted “Cause”. This is no doubt because Bungie leadership did not want to put

their multi-billion dollar equity payout at risk unless a high standard of “Cause” was

applied, and did not want their payouts to be at risk from a subjectively applied

policy or from a foot fault.

76. The “Cause” provision, rather, was directed at substantial and clear

misconduct and provided in whole that ‘“Cause’ means the occurrence of any of the

following after the Closing:”

(i) your significant and willful failure to perform your material

duties to Bungie (other than a failure resulting from death or
Disability);
(ii) your intentional breach of any fiduciary duty to Bungie;

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 (iii) your engagement in dishonesty, misrepresentation, illegal
conduct, gross negligence, or gross misconduct related to your
employment duties to Bungie or that causes material impact on
the business of Bungie;
(iv) your misappropriation of a material asset of Bungie or [Sony], or
your embezzlement, or fraud related to your employment with
Bungie;
(v) your conviction of or plea of guilty or nolo contendere to a crime
(A) that constitutes a felony, or (B) that constitutes a misdemeanor
involving moral turpitude, if such misdemeanor occurs in
connection with your work for Bungie, otherwise materially and
irreparably impairs your ability to perform services for Bungie, or
results in significant reputational or financial harm to Bungie;
(vi) your knowing and unauthorized use or disclosure of Company
Confidential Information (as defined in the Confidentiality
Agreement);
(vii) your use of alcohol and/or illegal drugs that significantly
interferes with your performance of your obligations to Bungie
and results in material harm to the business of Bungie;
(viii) your breach of any material obligation under the Services
Agreement, the Confidentiality Agreement, or any other
agreement between you and Bungie; or
(ix) your engagement in conduct that brings Bungie into substantial
public disgrace or disrepute.

(Re-Vest Agreement, at Appendix A, § 1(d) (emphasis added).) In the event of

termination for Cause under (i) or (viii) above, Bungie or Sony must provide written

notice identifying with “reasonable specificity the acts or omissions believed to

constitute Cause” under those clauses. (Id.; Premium Bonus Agreement, at 5.)

77. The Re-Vest Agreement defined “Constructive Dismissal”, in relevant

part, as “a material reduction of your duties, authorities, or responsibilities relative

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to your duties, authorities, or responsibilities in effect immediately prior to such

reduction; provided that such a reduction that would not give rise to a determination

of constructive discharge under applicable state or federal law shall not be

considered material”. (Id., at Appendix A, § 1(g)(i).)

78. The Re-Vest Agreement further provided that “in order for your

termination of your employment to be for Constructive Dismissal . . . (A) you must

not terminate employment . . . without first providing . . . written notice . . . of the

acts or omissions constituting the grounds for ‘Constructive Dismissal’ within thirty

(30) days of the initial existence of the grounds . . . followed by a cure period of

forty-five (45) days . . . , (B) such grounds must not have been cured . . . , and (C)

you must terminate your employment within thirty (30) days following the end of

the [cure period]”. (Id.)

79. The Re-Vest Agreement is governed by Delaware law and states “[y]ou

hereby expressly consent to the personal and exclusive jurisdiction and venue of the

Court of Chancery of the State of Delaware”. (Id., at Appendix A, § 5.)

80. On January 25, 2022, Barrett signed two other pre-closing agreements

with Defendants: a “Premium Bonus Agreement” and the Bungie, Inc. Continuing

Employee Unvested Payment Plan Agreement (“Unvested Payment Plan”) (both are

governed by Delaware law), as well as a new employment agreement (the “2022

EA”), governed by Washington law.

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 81. The Premium Bonus Agreement provided Barrett would receive an

additional $8,830,906.25 paid in equal installments of $2,943,635 on the “second,

third and fourth anniversaries of the Closing”. (Premium Bonus Agreement, at § 4;

Ex. 2 (2022 Equity Report).)

82. The Unvested Payment Plan provided Barrett would receive cash

payments for his unvested Bungie RSUs on a vesting schedule to be set forth in the

Bungie, Inc. Continuing Employee Unvested Payment Plan. The stated purpose of

the Unvested Payment Plan was to assure that Sony “will have the continued

dedication of [Barrett] and to provide [Barrett] with enhanced financial security and

incentive and encouragement to continue in the employment with [Defendants]”.

(Unvested Payment Plan, at 1.)

83. Like the Re-Vest Agreement, the payments due under the Premium

Bonus Agreement and Unvested Payment Plan (collectively, the “Retention

Agreements”) were contingent upon Barrett’s continued employment with Bungie

or Sony. (Premium Bonus Agreement, at § 2; Unvested Payment Plan, at 1 and §

4(a).) However, Barrett would receive the payments upon a termination without

Cause or a Constructive Dismissal, but not if he were terminated with “Cause”

(defined using substantially identical language to the Re-Vest Agreement).

(Premium Bonus Agreement, at § 3 and Appendix A, §1(b), 1(e), 1(g); Unvested

Payment Plan, at §§ 2, 6(a), 6(c), 6(e).)

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 84. Barrett also signed the 2022 EA that governed his post-merger

employment relationship with Bungie and Sony, and which referenced the Re-Vest

Agreement in its recitals Although Barrett later moved to Florida, at the time he

signed these various agreements, he was a Washington resident, working out of

Bungie’s Washington headquarters.

85. On January 31, 2022, Sony and Bungie announced the acquisition for

$3.6 Billion, with an anticipated closing later that year.

86. An important part of the deal was the joint management structure for

the post-acquisition entity. Sony committed to “Governing Principles” (Re-Vest

Agreement, at 2), intended to ensure that, in certain respects, “Bungie will remain as

an autonomous, independent operating company” and “Bungie’s core purpose,

values[,] culture, [and] people practices” would be maintained (id., at 10 (Purpose)).

87. The Governing Principles included the maintenance of a Bungie Board

of Directors, which managed the day-to-day affairs of Bungie, including through

creative control over Bungie’s games and control of compensation for Bungie’s

employees. However, certain reserved matters were governed by a Bungie

Management Committee (“BMC”), which was controlled by Sony. (Id., at 10.)

88. The BMC had authority over termination of employees with Re-Vest

agreements but only if the termination was without “Cause” or would give rise to a

claim of Constructive Dismissal, triggering payments to the employee. The Bungie

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Leadership Team (“BLT”) retained authority over the decision whether to terminate

an employee with a Re-Vest agreement for “Cause”, however, approval of the BMC

(after request by the BLT) was needed to waive any forfeiture associated with such

a termination. (Id., at 17-18.)

89. Sony also retained control over certain personnel matters, including

removal of Bungie’s CEO (which the BMC could effectuate without approval of the

Bungie Board) and the right to “control the investigation, defense and settlement” of

any “possible violation” of “SGC policy”. (Id., at 12-13, 18.)

90. Further, if Bungie failed to meet certain financial targets, including

target budgets, Sony would be permitted to terminate the Governing Principles and

exercise greater control over Bungie. (Id., at 19-21.)

91. On July 15, 2022, the acquisition closed, and Sony acquired Bungie.

92. After closing, Defendants provided Barrett a 2022 Equity Report,

which provided calculations for the amounts to be paid under the Retention

Agreements. The 2022 Equity Report stated “[n]ow that the transaction with Sony

has officially closed, you are eligible to receive consideration for your equity

interests in Bungie” and provided a summary of the payments and timing. (Ex. 2

(2022 Equity Report).)

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 93. Per the report, Defendants were to pay Barrett $36,811,044 in 2022

(which was paid), $1,883,057 in 2023 (which was paid), and $45,579,627 from

2024-2026 as follows:

(1) three payments of $941,529 each for unvested RSUs in May and
November 2024, and May 2025; and

(2) three payments of $14,251,680 each for Re-Vested Shares

(including Premium Bonus) in July 2024, July 2025, and July 2026.

94. Certain of those payments were to be paid through Bungie payroll.

H. Barrett’s Post-Merger Employment Contract and Working Environment

95. Barrett was initially happy with the Sony transaction. It monetized

decades of work for Bungie.

96. Barrett hoped that the acquisition by Sony would bring enhanced

discipline to Bungie’s development processes and redress the cultural issues

highlighted in the IGN Article. However, little changed. As he had throughout his

tenure, Barrett nonetheless sought to have a positive impact on Bungie’s culture and

to develop professional and personal relationships with his colleagues.

97. Barrett organized social events, including happy hours and trips to local

sporting events. As is common across corporate America (and certainly at Bungie),

attendees (including Barrett) developed personal relationships with their co-workers

and discussed their personal lives.

98. Other Bungie personnel also organized social gatherings.

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 99. Not surprisingly, on some occasions, attendees at those social events

discussed intimate details about their personal and romantic lives. For example, a

female co-worker who Barrett had known for years, and had socialized with on

numerous occasions, once told Barrett and another Bungie employee that she got

breast implants because her boyfriend wanted her to have larger breasts (including

graphic details about her surgery). As another example, at other gatherings, another

female co-worker (who Barrett has known for many years and has discussed various

professional and personal topics with) told Barrett she wanted to have sex with one

of their co-workers.

100. In 2021, Barrett organized a “Dungeons and Dragons” (“DnD”) group.

DnD is a fantasy “tabletop” role-playing game, popular with many video game

enthusiasts. Players gather, either in-person or over Zoom, play fictional characters,

and work to complete “campaigns”. A “Dungeon Master” serves as the referee and

story-teller. The Bungie DnD group included Barrett, Scott Taylor, Chris Sides, and

Andi Baker. Elsa Burrow was the Dungeon Master. The group met numerous times

over several years, both in person (at least once at Barrett’s home and once at

Burrow’s home) and over Zoom.

101. Barrett enjoyed participating in the Bungie DnD group. Though the

relaxed, fantasy-based, environment led to flirtation between the players, Barrett,

who was married, did not reciprocate. No one ever expressed concern to Barrett —

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or as far as Barrett is aware, anyone else — about the conduct of any participant at

the DnD sessions.

102. While Bungie employees had historically worked in the office, that

changed with Covid. Beginning in early 2022, most Bungie employees rarely visited

the office and increasingly turned to texting and videoconferencing for professional

communications and social gatherings.

103. Barrett was no exception. He regularly texted and had videoconferences

with colleagues beginning in 2020. Often, those conversations involved a mix of

personal and professional topics and, on many occasions, people sought out his

counsel and advice on work-related issues.

I. Post-Merger Performance and Financial Issues

104. The independence granted to Bungie was contingent on Bungie

achieving performance metrics and financial targets.

105. However, Bungie underperformed both in video game development

and its financial performance. For example, in 2022, SGC announced that “[t]hrough

close collaboration between Bungie and the PlayStation Studios, [it] aim[ed] to

launch more than 10 live service games by the fiscal year ending March 31, 2026”.6

But in November 2023, SGC revised that projection downwards, announcing that

6
Sony Group Corporation, Q3 FY2021 Consolidated Financial Results (Feb. 2, 2022), at 11,
https://www.sony.com/en/SonyInfo/IR/library/presen/er/pdf/21q3_sonyspeech.pdf.

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“an ongoing review has indicated that some of the titles do not meet the expectations

of gamers at present” and Sony planned to release just six live service games by

March 31, 2026.7

106. Bungie reportedly missed its revenue projections for 2023 by over 45

percent, sparking cost cutting initiatives, including a mass layoff in October 2023. 8

On an earnings call, SGC’s President Hiroki Totoki explained that it had directed

those layoffs: “for the purpose of efficiency of Bungie, we decided to layoff[]

approximately 100 [Bungie] employees, primarily in some of Bungie’s back-office

functions”.9 The layoffs included Bungie’s General Counsel, and upon information

and belief, Sony moved many Bungie legal functions, including those relating to

human resources and employment, over to Sony. While Bungie retained some

semblance of a separate HR function, it acted at the direction of Sony.

107. By December 2023, it was reported that Bungie management had told

employees that Sony might seek even greater control, and Bungie was instituting

cost-cutting measures, including a hiring freeze, a freeze on cost-of-living pay

adjustments, cuts to business-related travel and employees benefits, and eliminating

7
Sony Group Corporation, Transcript of FY2023.Q2 Earning Announcement Q&A (Nov. 9,
2023), at 2, https://www.sony.com/en/SonyInfo/IR/library/presen/er/pdf/23q2_qa.pdf.
8
Jason Schreier, Sony’s Bungie Game Unit Cut 8% of Staff After ‘Destiny’ Play Wilted, Bloomberg
(Oct. 31, 2023), https://www.bloomberg.com/news/articles/2023-10-31/sony-s-bungie-game-
unit-cut-jobs-as-destiny-2-popularity-waned?sref=CUpXQy6u.
9
Sony Group Corporation, Transcript of FY2023.Q2 Earning Announcement Q&A (Nov. 9,
2023), at 2, https://www.sony.com/en/SonyInfo/IR/library/presen/er/pdf/23q2_qa.pdf.

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holiday bonuses, in a “scramble by studio leadership to avoid a total Sony

takeover”.10

108. Meanwhile, both of Bungie's major franchises were suffering delays

and were over budget. Marathon had been repeatedly delayed and had (and still has)

no official release date, and Destiny 2 also faced production delays.

109. In February 2024 (just before Barrett’s termination), Totoki criticized

Bungie’s leadership in an investor call, stating he “felt that there was room for

improvement from a business perspective with regard to areas such as the use of

business expenses and assuming accountability for development timelines”.11

110. Sony’s concerns were likely exacerbated by its own financial issues.

Sony’s parent faced declining profits in 202312 and its video gaming segment,

historically a strong contributor to group performance, struggled in early 2024. In

February 2024, SGC lost $10 Billion in market capitalization after it announced a

reduction to PlayStation 5 console sales forecasts for FY 2024.13

10
Rebekah Valentine, Bungie Devs Say Atmosphere is ‘Soul-Crushing’ Amid Layoffs, Cuts, and
Fear of Total Sony Takeover, IGN (Dec. 6, 2023), https://www.ign.com/articles/bungie-devs-say-
atmosphere-is-soul-crushing-amid-layoffs-cuts-and-fear-of-total-sony-takeover.
11
Sony Group Corporation, Transcript of FY2023.Q3 Earning Announcement Q&A (Feb. 14,
2024), at 2, https://www.sony.com/en/SonyInfo/IR/library/presen/er/pdf/23q3_qa.pdf
12
Ryan Browne, Sony reports 7% drop in annual profit as PlayStation 5 sales miss trimmed target,
CNBC (May 14, 2024), https://www.cnbc.com/2024/05/14/sony-q4-and-full-year-2023-
earnings.html.
13
Arjun Kharpal, Sony plunged $10 billion after its PS5 sales cut. But a bigger issues is its near
decard low games margin, CNBC (Feb. 18, 2024), https://www.cnbc.com/2024/02/19/sony-
gaming-margin-questioned-after-ps5-sales-cut-sparks-stock-plunge.html.

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 111. On February 27, 2024, Sony’s then-President & CEO Jim Ryan

announced that Sony would be cutting its “overall headcount globally by about 8%

or about 900 people”. In addition to the layoffs, Sony shuttered its London game

studio entirely.14

112. As discussed below, weeks later, Defendants fired Barrett for purported

“Cause”. Following Barrett's termination, in July 2024, Parsons confirmed Bungie

was “running in the red” and announced that Bungie would be “deepening [its]

integration with [Sony], working to integrate 155” Bungie roles into Sony. In

addition, Bungie would be cutting 220 jobs, approximately 17 percent of the studio’s

existing staff, with layoffs to “executive and senior leader roles”.15

J. Marathon Is Delayed, Barrett Seeks Mental Health Leave, and Is Then

Stripped of His Role

113. Barrett was the Game Director for Marathon at the time of the Sony

acquisition and continued in that role. In May 2023, Bungie publicly announced

Marathon with Barrett as the public face of the game, 16 releasing a video

documentary prominently featuring Barrett (the “Barrett ViDoc”).

14
Sony Interactive Entertainment, Difficult News About Our Workforce (Feb. 27, 2024),
https://sonyinteractive.com/en/news/blog/difficult-news-about-our-workforce/.
15
Pete Parsons, The New Path for Bungie (Jul. 31, 2024), https://www.bungie.net/7/en/News/arti
cle/newpath.
16
Bungie Unveils PlayStation Showcase Surprises, Bungie Website (May 23, 2023), https://ww
w.bungie.net/7/en/News/article/slrecap.

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 114. In August 2023, Barrett moved to Florida, with the knowledge of

Human Resources and his manager. As nearly everyone at Bungie, including Barrett,

was working remotely, this did not result in any material changes to Barrett’s work

on Marathon.

115. However, at this time, Marathon was experiencing substantial delays

and cost overruns. Defendants had already brought in another experienced game

designer, Joe Ziegler, to work with Barrett on Marathon. Defendants now decided

to promote Ziegler, change Barrett's role, and cast blame on Barrett for the delays in

game development.

116. Following Barrett's move to Florida, over a series of discussions with

Bungie leadership, Barrett was informed that Bungie was changing his

responsibilities, with Barrett being replaced by Ziegler as Game Director for

Marathon and becoming “Franchise Game Director”. In Barrett's new role, there

would be no change in his compensation. Barrett would have a long-term strategic

role for the Marathon franchise and continue to have input in the creative direction

of Marathon. However, he would no longer have creative authority over, or manage

the team for the Marathon game then being developed. The new Marathon

leadership team, in moves that would later be criticized by the gaming community,

stripped Marathon of certain core elements that Barrett had championed.

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 117. By informing Barrett that his compensation would remain unchanged,

that he would retain a long-term strategic role in Marathon, and that he would

effectively be moved upstairs with the title of “Franchise Game Director”, Sony

appears to have aimed to not trigger Barrett's Constructive Dismissal clause while

removing Barrett from creative control over Marathon (which was behind schedule).

118. At the same time, in a continuation of longstanding prior conduct,

Barrett’s manager, Jonny Ebbert (Bungie Chief Creative Officer), verbally berated

and belittled Barrett and his work and accomplishments, often in group settings,

commenting among other things, that Barrett was “not as good as he thinks he is”

— quite possibly in an effort to get Barrett to resign.

119. The change in role, combined with the abuse from his manager, caused

Barrett mental anguish and created a difficult work environment. In Fall 2023,

Barrett discussed the mental toll with Clara Evans, a Bungie Human Resources

representative. Barrett asked about taking a mental health leave. In addition, Barrett

had been (and continued) seeing a doctor in Washington and was diagnosed with

anxiety.

120. In October 2023, it was reported in the press that Marathon was delayed

amidst Bungie's first round of mass layoffs, with no official release window for the

game.

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 121. Barrett continued to meet with Evans over Microsoft Teams on a near

weekly basis until the end of 2023, raising with Evans his continued mistreatment

by Ebbert, the change in his role, and the mental duress he was under. To Barrett's

knowledge, Bungie did not take any steps to discipline Ebbert at that time or to

effectuate change in Ebbert's behavior, or to address the change in Barrett’s role.

122. In December 2023, Barrett told Evans that he would like to formally

take mental health leave. Evans provided him with the necessary paperwork,

suggested that Barrett obtain a formal recommendation from a doctor, and arranged

for a call between Barrett and the Human Resources representative responsible for

handing the paperwork. Barrett agreed to complete the paperwork and provide a

recommendation after finding a doctor in Florida. Subsequently, Barrett went over

the paperwork with the Human Resources representative on a call.

123. Barrett believed Bungie would facilitate his leave, given its leave

policies, his long tenure at Bungie, and the flexibility Bungie had shown in granting

other team members leave. Among others, a very senior executive had been on leave

for most of 2023 for alcohol rehabilitation, and another senior executive was

essentially absent for the year because of an ill family member.

124. Barrett was mistaken. Instead of facilitating his leave, Bungie

leadership criticized Barrett and retaliated against him by removing him from

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Marathon entirely, materially reducing his already modified duties, authorities, and

responsibilities as Franchise Game Director.

125. In January 2024, before Barrett completed the leave paperwork, Ebbert

ambushed Barrett with a surprise Microsoft Teams video meeting, without providing

any advance context. Also on the call were Parsons, Holly Barbacovi (Bungie Head

of Human Resources), and Patrick O’Kelley (Bungie Executive Producer). Ebbert

told Barrett that it was a “terrible time” and “wrong” for him to take time off for his

mental health.

126. Rather than grant the medical leave requested, Barrett was informed

by Ebberts that he was being removed entirely from any role with Marathon (the

game the Barrett had personally incubated and for which he had been Franchise

Game Director).

127. Ebbert told Barrett that Bungie had “struggled” to find something for

Barrett to work on, and that they were assigning Barrett to work on Destiny 2 as a

“consultant”, with no reports and no authority or decision-making responsibility for

the game development. This constituted a Constructive Dismissal, as Barrett had

suffered a material reduction in his duties, authorities, and responsibilities, been

humiliated, and faced intolerable working conditions, from which he (or any

reasonable person) would have little choice but be forced to resign.

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 128. Ebbert further told Barrett he would be granted a 30-day sabbatical.

Barrett, who had been ambushed by the call, and just been Constructively Dismissed,

acquiesced to the 30-day sabbatical.

129. Moments after the call, Barrett received an email from Ebbert

confirming that Barrett would be removed from the Marathon development team,

and that he was on his “last chance”. It is unclear what Bungie meant by “last

chance”, given that Barrett had just been Constructively Dismissed and no longer

had authority over any project at the company.

K. Sony Terminates Barrett for Fake “Cause”

130. Under the terms of the Retention Agreements, Barrett had 30 days to

provide notice of his Constructive Dismissal. Regardless of whether that notice

period would be considered as running during his sabbatical (or starting after the

sabbatical ended), Defendants struck preemptively and disrupted this by starting an

investigation.

131. While on his 30-day sabbatical, Barrett received another surprise

invitation to a Microsoft Teams meeting, scheduled for that same day, with Parsons,

Barbacovi, and Ebbert. On that call, Barrett was informed he was under

investigation. Without further discussion, he was also informed that his Bungie

email and studio access would be cut off immediately.

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 132. Barrett was shocked. In his twenty-five years at Bungie, Barrett had

never received a Human Resources complaint about his conduct, and never once had

anyone from Bungie management provided any warning that he had conducted

himself improperly. The most anyone had ever told Barrett was that they would

rather not discuss a topic or have a conversation, which he had always respected.

133. On March 7, 2024, Veronica Shum, an employee in Sony’s legal

department, conducted an interview of Barrett. Shum informed Barrett he was the

“target” of an investigation, but that she was a “neutral” factfinder and that no

determination had been made. Barrett was not advised to bring counsel to the

interview.

134. Shum conducted a two-hour interview in which she asked Barrett about

text messages and other communications between Barrett and unidentified (to

Barrett) Bungie employees. Shum asked Barrett whether he had ever asked for a

colleague's phone number; had ever asked a colleague to Facetime; had ever invited

a colleague to a “virtual happy hour”; had ever complimented a co-worker’s

appearance; had ever offered to purchase a gift for a co-worker; and whether he had

ever asked co-workers to play games with him (apparently, a real shocker at a games

company).

135. Shum asked Barrett questions about unspecified texts and demanded he

provide context, but failed to show Barrett any of the communications, identify any

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of the recipients or senders, or even disclose when the communications took place

— thereby rendering Sony's supposed “investigation” into these texts pointless, and

failing to meet any professional standards for conducting an investigation.

136. Instead of walking out (figuratively) of the sham investigation, Barrett

explained he had personal relationships with many people at Bungie; that he was in

frequent contact with many of his co-workers, both male and female, in professional

and personal capacities; that following the COVID-19 pandemic and his subsequent

move to Florida, many more of those interactions were through text messages or

videoconferencing; that, to his knowledge, the conversations were of mutual interest;

and that he respected any expressed boundaries.

137. Shum did not ask Barrett whether he had ever engaged in inappropriate

sexual conduct, whether he ever sent inappropriate sexual or pornographic materials

to a co-worker, or whether he ever retaliated against a co-worker for rebuffing his

advances or discriminated against a female colleague on the basis of her sex. Shum

did not ask those questions because Barrett did not engage in and has not been

accused of any such conduct.

138. Nor did Shum question Barrett about inappropriate messages he had

received from senior Bungie leadership, including messages sent by senior

leadership about their sex lives and women. That was apparently outside the scope

of Sony and Bungie's supposed “investigation”.

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 139. Shum concluded the “interview” by cautioning Barrett to maintain the

confidentiality of the interview. Among other reasons, Shum told Barrett that

confidentiality was important to preserve the “integrity” of the investigation,

particularly because it was important that anyone interviewed in connection with the

investigation have a “fresh slate” and not be “tainted” by hearing a one-sided version

of events.

140. After this interview, Barrett reached out to Barbacovi in Bungie HR on

multiple occasions for an update on the investigation. However, Barbacovi would

not provide updates, and informed Barrett that Parsons wanted to speak with him but

was too busy to do so then.

141. On March 25, 2024, Barbacovi and Parsons called Barrett on Microsoft

Teams and told him that five women had reported they were “uncomfortable” about

communications with Barrett, and that Barrett had therefore engaged in “gross

misconduct” and would be terminated for “Cause”. Barbacovi and Parsons neither

identified the women nor the specific communications at issue. Having never been

given any opportunity to actually engage substantively with the allegations, Barrett

asked if there was anything he could say or do. In response, Parsons (who has had

significant conduct issues while at Bungie) told Barrett it would not make a

difference.

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 142. Barrett received an email from Human Resources after that call with

logistical information concerning the termination of his employment.

143. Barrett was not informed who made or participated in the decision to

terminate him for purported “Cause”. Under the Governing Principles, the decision

to terminate Barrett for Cause was not a BMC Reserved Matter and could have been

made by Bungie alone. However, on information and belief, based on Sony’s control

over Bungie, including its legal and HR function, and Sony’s involvement in the

investigation, it is more than likely that Sony was involved in the decision.

144. Through Sony counsel, Barrett was informed that Defendants’ “Cause”

determination was based on Barrett’s alleged violation of Bungie’s “Harassment-

Free Workplace” policy (the “Policy”) (Ex. 3). This is no justification at all, as

violation of policy is not included as “Cause” under the heavily negotiated Retention

Agreements; and Barrett did not, in any event, violate the Policy.

145. Defendants have not explained which provisions of the Policy had been

supposedly violated or how that conduct could ever constitute “gross misconduct

related to [Barrett's] employment duties to Bungie or that causes material impact on

the business of Bungie”.

146. The Policy’s Introduction notes that Bungie’s games “may, and often

will, contain content that may be offensive to some, including content of a sexual,

graphic, or violent nature” and that “employees and vendors who work with Bungie

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must be comfortable working with this content if it is part of their job duties” (though

communications about such content were to be “limited to a legitimate work

context”). (Id., at 1.)

147. The Policy defines “Harassment” to mean “unwelcome conduct or

behavior, because of someone’s protected status, that is either severe or pervasive

and that creates a working environment that a reasonable person would consider

intimidating, hostile or offensive or the hostile conduct unreasonably interferes

with job performance”. (Id., at 1 (emphasis added).)

148. The Policy then provides a list of examples, including:

• Actions, promises or threats regarding any term or condition of

employment conditioned upon providing, or failing to provide,
sexual favors.

• Unwelcome sexual advances or physical conduct that is

offensive, intimidating or threatening.

• Repeated offensive sexual flirtations or propositions.

• Language or comments that are offensive, including vulgarities.

These may include hostile, mocking or lewd comments or jokes
or intimidation.

• Epithets or slurs or negative stereotyping.

• Display in the workplace of offensive materials unrelated to

work.

• Physical threats that create an intimidating, hostile or offensive

work environment.

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 • Leering or gestures that create an intimidating, hostile or
offensive environment.

• Comments, images, objects or expressions that are disrespectful

of others and/or conflict with the Company’s goal of maintaining
an environment that is free of harassment.

Id., at 2.

149. When Shum “interviewed” Barrett, she did not even ask Barrett

questions regarding any conduct by Barrett that could conceivably be in violation of

Bungie’s Policy — much less constitute gross misconduct — because there was

none.

150. Further, the Policy provides that any employee who “believes they are

being harassed, or who observes harassing behavior, should first attempt to discuss

the concern with the other individual involved”. (Id., at 3.) No such effort was made

here.

151. At no point during his twenty-five year career at Bungie had anyone

approached Barrett to discuss concerns of “harassing behavior” by him. As Barrett

told Shum, to the extent anyone (male or female) ever expressed concerns about their

communications with Barrett, he respected their boundaries. In contemporaneous

communications, those individuals told Barrett they appreciated his response.

152. The Policy further provides that “[c]orrective action, when appropriate,

will be designed to correct inappropriate behavior”. (Id., at 3.) And that corrective

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action could “include, but is not limited to, reassignment, transfer, reprimand,

suspension or other disciplinary action up to and including discharge”. (Id.)

153. Because Defendants terminated Barrett for “Cause”, they refused to pay

him the $45,579,627 owed to him pursuant to the Retention Agreements.

154. Four months later, in July, Pete Parsons announced a mass layoff of

approximately 17 percent of Bungie’s staff.

L. Defendants Defame Barrett

155. On August 28, 2024, Bloomberg published an article written by

reporter Jason Schreier, available worldwide on the internet, announcing the

supposed circumstances of Barrett’s termination. 17 The article, entitled “Top

Director at Bungie Was Fired After Misconduct Investigation” reads, in part:

Chris Barrett, one of the top executives at one of the video game
industry’s leading studios, was fired this spring after he was accused by
several female employees of inappropriate behavior, according to
people familiar with the matter.

* * *

Behind the scenes, Barrett was terminated following an internal

investigation in which at least eight female employees raised
complaints earlier this year that he had behaved inappropriately toward
them according to eight people, including multiple women who
reported Barrett as well as other Bungie employees who were either
involved in the investigation or spoke to the women involved. The
people asked not to be named discussing private information.

17
Jason Schreier, Top Director at Bungie Was Fired After Misconduct Investigation, Bloomberg
(Aug. 28, 2024), https://www.bloomberg.com/news/articles/2024-08-28/-marathon-video-game-
director-barrett-was-ousted-over-inappropriate-behavior (Ex. 4).

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 The investigation found that Barrett called lower-level female
employees attractive, asked them to play truth-or-dare and made
references to his wealth and power within the studio, suggesting that he
could help advance their careers, according to two people familiar with
the case.

(Ex. 4 (the “Bloomberg Article”) (emphasis added).)

156. Upon information and belief, the “people familiar with the matter” and

“people familiar with the case” were employees of Sony and/or Bungie or agents

acting at their direction. While the Bloomberg Article does not identify the sources,

the detailed information about the investigation would have been known only to

Defendants or those acting at their direction.

157. In a statement to Bloomberg, as published in the article, a

“spokesperson” for Sony stated the company takes:

all complaints of misconduct very seriously. It is our policy and practice

to investigate every complaint promptly and take action based on the
findings of our investigation.18

158. Sony’s statement omitted material facts, and when read in the context

of the Bloomberg article, created the misleading impression that Sony had performed

an actual and thorough investigation, made findings of substantial misconduct, and

18
In contrast, when a Sony executive was accused of and was under investigation by law
enforcement for allegedly propositioning and attempting to meet a minor for sex, Sony simply
stated to the press “We are aware of the situation and the employee in question has been
terminated from employment.” (Oscar Gonzalez, Former Sony Playstation exec under investigati
on after appearing in pedo sting video, CNET (Dec. 9, 2021), https://www.cnet.com/tech/gamin
g/former-sony-playstation-exec-under-investigation-after-appearing-in-pedo-sting-video/).

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acted upon those findings. Sony did not need to make this statement. It could have

said “no comment” or that “Sony does not discuss personnel matters”. Having

chosen to speak, Sony had an obligation not to give a misleading impression.

159. Sony knew what it was doing, and did so in order to cast Barrett as a

scapegoat for its and Bungie's #MeToo issues, with the intent and knowledge that

Bloomberg would publish the statement to a global internet audience. Defendants

wanted the world to believe that Barrett was the last vestige of the issues identified

in the IGN Article and that he had been dealt with. Indeed, Sony too had scandals

involving sexual misconduct including, in February 2024, allegations that “two

senior leaders from Sony support studio XDev, brought in to help lead Firesprite

[Sony’s video game developer], have since been accused of sexual discrimination”

amidst mass layoffs.19

160. Thus, Sony’s statement falsely placed Barrett’s conduct squarely within

the realm of #MeToo offenders and likened his behavior to that of those who

committed sexual misconduct. Indeed, that is exactly the conclusion the Bloomberg

Article drew and disseminated to Bloomberg’s global audience. The Bloomberg

Article stated:

19
Ed Nightingale, Sony studio Firesprite has been shedding talent amidst accusations of toxic
culture, staff say, EuroGamer (Feb. 29, 2024), https://www.eurogamer.net/sony-studio-firesprite-
has-been-shedding-talent-amidst-accusations-of-toxic-culture-staff-say.

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 In 2021, the gaming site IGN reported that Bungie employees said their
human resources department was unwilling to respond to complaints
about misbehavior at
the studio. In the Barrett case, Bungie and Sony took action to remove
one of the studio’s most tenured employees following the complaints
— a sign that the video game industry may be evolving.

161. That is especially so because by the time of the Bloomberg Article, the

#MeToo movement had made its way to the gaming industry, and the industry was

contending with widespread allegations of sexual misconduct. The Bloomberg

Article goes on to frame Barrett’s conduct within the context of those accusations,

referencing sexual harassment, discrimination, and retaliation actions brought

against Riot Games, Ubisoft Entertainment SA, and Activision Blizzard (where

Ebbert had worked).

162. As background, in 2020, Jason Schreier, the same Bloomberg reporter

who wrote the article about Barrett, reported on allegations of misogynist and hostile

workplace culture against women at Ubisoft, including, among other things, senior

leadership choking a female employee at a company party and a sexually

propositioning and inappropriately touching female employees.20 In 2021, Schreier

also covered a lawsuit against Activision Blizzard alleging that female employees

suffered discrimination and harassment, including hazing and non-consensual

20
Jason Schreier, Ubisoft Family Accused of Mishandling Sexual Misconduct Claims,
Bloomberg (July 21, 2020), https://www.bloomberg.com/news/articles/2020-07-21/ubisoft-
sexual-misconduct-scandal-harassment-sexism-and-abuse.

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groping and kissing.21 The Bloomberg Article included hyperlinks to those same

articles written by Schreier.

163. Defendants of course knew that Barrett did not engage in sexual

misconduct, and that his conduct was nothing like the conduct alleged against Riot,

Ubisoft, and Activision. Nevertheless, Defendants knowingly and falsely cast

Barrett as a #MeToo offender.

164. The allegations against Barrett, together with Defendants’ statements,

were disseminated on the worldwide web and well beyond the Bloomberg Article.

165. In addition to the article, Schreier personally posted a link to the

Bloomberg Article on X (the social media platform formerly known as Twitter). This

post garnered 1.4 million views, with over 1,400 reposts by viewers (screenshot of

post below),22 not including the engagement the 1,097 reposts received.

21
Jason Schreier, Blizzard Turned Game Developers Into RockStars. Misbehavior Followed,
Bloomberg (August 6, 2021), https://www.bloomberg.com/news/features/2021-08-06/activision-
blizzard-atvi-news-culture-of-misbehavior-festered-before-lawsuit.
22
Jason Schreier, X (Aug. 28, 2024), https://x.com/jasonschreier/status/1828840809590075742.

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 166. Major media outlets similarly reported the story, repeating Sony’s

statement. On August 28, 2024, IGN published an article announcing that Barrett

was “was fired after an internal misconduct investigation at Bungie”, and repeated

Sony’s statement. 23

23
Kat Bailey, Marathon Director Was Fired Following Misconduct Investigation at Bungie
– Report, IGN (Aug. 28, 2024), https://www.ign.com/articles/marathon-director-was-fired-
following-misconduct-investigation-at-bungie-report (“IGN Article”).
Sony’s statement was also published in numerous other gaming media outlets, including
GamesIndustry.biz (https://www.gamesindustry.biz/report-bungie-dismissed-ex-marathon-

57 of 82
 167. The following day, Forbes published an article entitled: “Bungie’s Ex-

‘Marathon’ Director Was Reportedly Fired For Misconduct”.24 Forbes understood

Defendants’ statements to mean that Barrett was indeed terminated by Sony for

sexual misconduct:

Barrett was fired by Bungie this past spring after being accused by at
least eight female employees of inappropriate behavior which
reportedly included calling the women attractive, being flirtatious,
asking to hang out, suggesting they play Truth or Dare, all the while
being in a position of power as a top level director at the studio,
something he made reference to while suggesting he could help their
careers . . . .

The investigation was indeed enough to get Barrett fired, a significant

move given that he had been leading development of Marathon,
Bungie’s all-important upcoming extraction shooter they need to
deliver for Sony . . . .

Bungie has previously been accused of failing to react to situations like

this. IGN previously reported complaints that HR was not acting on
misconduct at the studio, including sexism, racism and verbal abuse
. . . . As such, again, it is significant that Barrett was fired, despite his
prominence, after an investigation of this nature.

reboot-director-chris-barrett-over-misconduct), The Game Post (https://thegamepost.com/bungie-

chris-barrett-female-employees/), The Gamer (https://www.thegamer.com/marathon-director-
fired-from-bungie-following-misconduct-investigation/), and the Game Informer
(https://www.thegamer.com/marathon-director-fired-from-bungie-following-misconduct-
investigation/) (“Still, the fact that Bungie and Sony have so assuredly removed Barrett from the
studio despite his experience is a good sign that the two are taking workplace misconduct seriously.
In fact, a Sony spokesperson has responded to Bloomberg by saying that it takes ‘all complaints
of misconduct very seriously,’ and that it works to “investigate every complaint promptly.’”).
24
Paul Tassi, Bungie’s Ex-‘Marathon’ Director Was Reportedly Fired For Misconduct, Forbes
(Aug. 29, 2024), https://www.forbes.com/sites/paultassi/2024/08/29/bungies-ex-marathon-
director-was-reportedly-fired-for-misconduct/.

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 168. Similarly, DualShocker published an article titled: “Top Bungie

Executive Reportedly Sacked For Abusing Female Coworkers”.25 The article reads:

According to Bloomberg, Christopher Barrett was just laid off from

Bungie after being with the company for 25 years. Allegedly, several
female employees accused Barrett of sexual harassment and
inappropriate comments . . . .

What we didn't know is that Barrett was under internal investigation

throughout early 2024. At least eight female employees accused him
of abusing his power to get intimate with them.

169. Members of the public similarly understood the allegations, together

with Sony’s statement, to mean Barrett had engaged in and was terminated for sexual

misconduct. In the comments section of Schreier’s post of the Bloomberg Article on

X, numerous viewers speculated and/or concluded that Barrett engaged in sexual

misconduct and harassed his female colleagues.

25
Stefan Stevanovic, Top Bungie Executive Reportedly Sacked For Abusing Female Coworkers,
DualShockers (Aug. 29, 2024), https://www.dualshockers.com/bungie-executive-abusing-
female- coworkers/#:~:text=Christopher%20Barrett%20was%20accused%20of,connected%20to
%20the%20game's%20delays.

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 170. The Bloomberg Article was also disseminated and shared on Reddit, an

online social media platform with considerable influence in the gaming industry,

where viewers similarly speculated and/or concluded that Barrett abused and

harassed his female colleagues.26

26
https://www.reddit.com/r/Games/comments/1f3fk5f/top_director_at_bungie_was_fired_after_
misconduct/.

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 171. It was no coincidence that multiple news outlets and the general public

reached the same conclusion: that Barrett had been fired for sexual misconduct, that

the conduct must have been severe to warrant firing someone as prominent as

Barrett, and that Defendants’ firing of Barrett signaled an “evolution” from the “old”

Bungie to the “new” Bungie. Defendants’ statements were specifically designed to

lead to those exact conclusions, offering Barrett up as scapegoat to improve their

public perception.

172. With the understanding that Barrett is now radioactive, Defendants

distanced themselves from Barrett, removing from Marathon's official YouTube

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channel and the front page of the Marathon website any reference to the Barrett

ViDoc on Marathon.

173. The public flogging of Barrett continues to this day. Recently, on

October 28, Bungie published a YouTube video “update” on Marathon, this time

featuring Barrett’s replacement. With the update came another flurry of media

coverage that referred to Barrett’s termination and the Bloomberg Article. The

following day, multiple gaming media outlets, including IGN, in reporting on

Bungie’s Marathon update, published that Barrett was fired from Bungie following

an “internal misconduct investigation” where “at least eight women came forward

saying Barrett behaved inappropriately toward them” and cited to the earlier articles

quoting Sony’s statement to Bloomberg.27

174. Beyond this, Barrett continues to be the subject of public vitriol. Since

the Bloomberg Article and to date, Barrett has received numerous comments and

messages, directly and indirectly, publicly and privately, on his social media

27
Ryan Dinsdale, Bungie Shooter Marathon Is 'On Track' But Too Early in Development to Show,
IGN (Oct. 29, 2024), https://www.ign.com/articles/bungie-shooter-marathon-is-on-track-but-too-
early-in-development-to-show (hyperlinking to the August 28, 2024 IGN article); see also
https://game8.co/articles/latest/marathon-bungies-extraction-shooter-claimed-to-be-on-track-
after-yearlong-radio-silence (referencing to the Bloomberg Article).

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accounts, accusing him of being a “sex pest”, “predator”, and pervert, among other

things, sometimes with harassing remarks to end his own life.

175. The harm to Barrett is severe and ongoing. Beyond the loss of his job

at Bungie, and the over $45 Million that he has not been paid, Barrett has suffered

enormous economic and reputational damage. He has also suffered physical injuries

and physical sickness, including PTSD and anxiety, along with emotional distress,

and pain and suffering resulting from the physical injuries and physical sickness.

This is the direct result of Defendants' campaign to cancel Barrett. Among other

harm, Barrett previously had an outstanding reputation in the videogame industry

and would have been able to raise money to start his own videogame company, an

opportunity which is now foreclosed to him; he has lost professional connections

and job opportunities, and friends; he has trouble sleeping and suffers extreme bouts

of anxiety and depression requiring medication; and his relationships with family

have become strained.

COUNT I
BREACH OF CONTRACT
(Against Defendants)

176. Plaintiff repeats and realleges the allegations in the preceding

paragraphs of this Complaint.

177. On January 25, 2022, Barrett and Defendants entered into the Retention

Agreements as part of a transaction in which Sony acquired Bungie for

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approximately $3.6 Billion. All three Retention Agreements — the Re-Vest

Agreement, the Premium Bonus Agreement, and the Unvested Payment Plan — are

valid and enforceable contracts, and provide for Delaware law to govern. The Re-

Vest Agreement and Premium Bonus Agreement provide for claims to be heard in

the Delaware Court of Chancery, while the Unvested Payment Plan Agreement is

silent on forum. These Retention Agreements (with Bungie's key employees,

including Barrett) were a condition of Sony agreeing to acquire Bungie.

178. Under the Retention Agreements, Barrett would receive an upfront

cash payment upon closing and fixed cash retention bonuses in consideration for his

equity in the legacy Bungie entity, provided that he work through contractually

defined dates.

179. The Re-Vest Agreement provided that Barrett would receive an upfront

payment and three equal Deferred Amounts paid on the “two (2)-year, three (3)-

year, and four (4)-year anniversaries of the date of the Closing”. (Re-Vest

Agreement, at 1-2, 7.) Similarly, the Premium Bonus Agreement and Unvested

Payment Plan provided that Barrett would be entitled to receive retention bonuses in

fixed amounts if he continued to work for Defendants through the contractually

defined dates. (Premium Bonus Agreement, at 1; Unvested Payment Plan, at § 2(b).)

180. However, if Barrett’s employment ended as a result of an Involuntary

Termination, including termination without “Cause”, then the Retention Agreements

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provided that Barrett would be entitled to all remaining payments. (Re-Vest

Agreement, at 1-2; Premium Bonus Agreement, at § 3, Appendix A, § 1(g);

Unvested Payment Plan, at § 2(b), § 6(e).)

181. Barrett fully performed his obligations under the Retention Agreements

by providing services to the Defendants up until the date of his wrongful termination

and remains ready, willing, and able to continue to perform.

182. In March 2024, Defendants terminated Barrett for purported “Cause”.

In reality, there was no “Cause”, and Barrett is entitled to payments under the

Retention Agreements of:

(a) $14,251,680 in each of July 2024, July 2025, and July 2026 in
consideration of the Re-Vesting of his Bungie shares (and the Premium
Bonus); and

(b) $941,529 in each of May 2024, November 2024, and May 2025 in
consideration of his RSUs.

183. Defendants breached the Retention Agreements by failing to make the

required payments beginning in May 2024 and by telling Barrett they will not make

any further payments.

184. Through Sony counsel, Defendants have claimed that they had “Cause”

to fire Barrett for “gross misconduct” based on alleged violation of the Policy. But

the heavily negotiated “Cause” provisions in the Retention Agreements do not

provide that a violation of policy is “Cause” (nor did Barrett violate the Policy).

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 185. Rather, the Retention Agreements’ substantially similar “Cause”

definitions provide that “Cause” means that, “after the Closing”, Barrett engaged in

“dishonesty, misrepresentation, illegal conduct, gross negligence, or gross

misconduct related to [his] employment duties to Bungie or that cause[d] material

impact on the business of Bungie”. (Re-Vest Agreement, at Appendix A, § 1(d)(iii);

Premium Bonus Agreement, at Appendix A, § 1(b)(iii); Unvested Payment Plan, at

§ 6(a)(iii)) (emphasis added).

186. Barrett engaged in no conduct that would constitute “Cause”. Barrett’s

alleged conduct, sending non-sexual text messages to consenting adults, was simply

not “related to [his] employment duties to Bungie or that cause[d] material impact

on the business of Bungie”.

187. As a direct result of Defendants’ breach Barrett has suffered and will

continue to suffer damages.

188. Barrett is entitled to the above amounts, which total $45,579,627, to be

paid between 2024 and 2026 under the Retention Agreements, plus interest.

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 COUNT II
CONSTRUCTIVE DISMISSAL
(Against Defendants)

189. Plaintiff repeats and realleges the allegations in the preceding

paragraphs of this Complaint.

190. Under the Retention Agreements, if Barrett’s employment ended as a

result of an Involuntary Termination, including a Constructive Dismissal, then

Barrett would be entitled to all remaining payments. (Re-Vest Agreement, at 1-2;

Premium Bonus Agreement, at § 3, Appendix A, §1(g); Unvested Payment Plan, at

§ 2(b), § 6(e).)

191. The Retention Agreements define Constructive Dismissal to mean, in

relevant part, “a material reduction of your duties, authorities, or responsibilities

relative to your duties, authorities, or responsibilities in effect immediately prior to

such reduction; provided that such a reduction that would not give rise to a

determination of constructive discharge under applicable state or federal law shall

not be considered material”. (Re-Vest Agreement, at Appendix A, § 1(g)(i); see also

Premium Bonus Agreement, at § 3, Appendix A, §1(e)(i); Unvested Payment Plan,

at § 6(c)(i).)

192. Barrett fully performed his obligations under the Retention Agreements

by providing services to the Defendants up until the date of his wrongful termination

and remains ready, willing, and able to continue to perform.

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 193. In January 2024, Bungie informed Barrett in a video conference and in

writing that he was being removed from his position as Franchise Game Director for

Marathon and from Marathon entirely and that Bungie may not have a role at all for

him except as a “consultant” on Destiny 2 with no authority.

194. Removing Barrett as Franchise Game Director and removing Barrett

from any role on Marathon was a material reduction in his duties, authorities, and

responsibilities and triggered the Constructive Dismissal provision in the Retention

Agreements. It put Barrett in an intolerable working situation from which any

reasonable person in Barrett's shoes would have resigned.

195. Barrett had 30 days to provide notice of his Constructive Dismissal,

running either from the day he learned of his removal from Marathon or from the

day he returned from sabbatical. However, the Defendants disrupted this by

informing Barrett he was under investigation prior to the end of the notice period.

Thus, Barrett is excused from complying with the notice provisions to the extent

such provision remained applicable at all.

196. Barrett is therefore entitled to all outstanding payments under the

Retention Agreements of:

(a) $14,251,680 in each of July 2024, July 2025, and July 2026 in
consideration of his vested shares and the premium bonus; and

(b) $941.529 in each of May 2024, November 2024, and May 2025 in
consideration of his RSUs.

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 197. The Defendants have already missed multiple payments and have told

Barrett they do not intend to pay remainder. By refusing to pay the amounts due to

Barrett following his Constructive Dismissal, Defendants are in breach of contract

and Barrett is entitled to the above amounts, which total $45,579,627 to be paid

between 2024 and 2026 under the Retention Agreements, plus interest.

COUNT III
DEFAMATION PER SE
(Against Defendants)

198. Plaintiff repeats and realleges the allegations in the preceding

paragraphs of this Complaint.

199. In or around August 2024, Defendants (or their agents) authored and

published various statements about Barrett to Bloomberg with the specific intention,

and with the foreseeable consequence, that Bloomberg would publish the statements

to its global audience.

200. At that time, as Defendants were aware, Barrett lived in Florida where

the statements were disseminated and where the harm to Barrett occurred.

201. Specifically, Defendants (or their agents) provided statements to

Bloomberg that were intended to, and in fact did, falsely state, imply, and convey

that an “investigation” had found that Barrett engaged in sexual misconduct,

including sexual harassment and gender discrimination and that he had been fired as

a result.

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 202. The defamatory statements and publications related to this count are

specifically set forth in paragraphs 155-157.

203. As foreseen and intended, on August 28, 2024, Bloomberg published

those false and defamatory statements about Barrett to its global audience in an

article entitled: Top Director at Bungie Was Fired After Misconduct Investigation.

204. The statements were republished and further disseminated by other

publications, and on social media, including X and Reddit.

205. These statements were reasonably understood to be statements of fact,

and statements of and concerning Barrett, and were understood by persons who read

or heard them to be statements of fact of and concerning Barrett (see examples set

forth in paragraphs 169-171).

206. These statements were made by the Defendants (or their agent) without

privilege.

207. Defendants published these statements with actual malice and/or a

reckless disregard for their truth or falsity, and improper motives. In the alternative,

Defendants acted with at least negligence.

208. Based on the nature of the statements, the substantial danger of injury

to Barrett’s reputation from these statements was readily apparent.

209. Defendants’ statements are thus defamatory per se because:

(a) they tend to (and did) expose Barrett to public contempt, ridicule,
disgrace, and aversion by falsely tarring him a sexual abuser;

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 (b) they tend to accuse Barrett of illegal or criminal conduct — that
he engaged in sexual misconduct, and that he harassed and
discriminated against women in the workplace; and
(c) they tend to harm and have harmed Barrett in his business and/or
profession in the gaming industry.

210. Because those statements about Barrett are defamatory per se, Barrett

is entitled to presumed damages.

211. Additionally, as a direct and proximate result of these defamatory

statements by the Defendants, Barrett has in fact suffered and continues to suffer

damages, including inter alia, injury to his reputation and his ability to carry on his

profession, embarrassment, humiliation, and physical harm and injury, including

PTSD and anxiety, and emotional distress including emotional suffering resulting

from the physical injuries and harm, in an amount to be determined at trial.

212. Defendants’ actions were malicious, willful, wanton, and demonstrate

a conscious disregard for Barrett’s rights. Accordingly, punitive damages are

appropriate.

COUNT IV
DEFAMATION BY IMPLICATION
(Against Defendants)

213. Plaintiff repeats and realleges the allegations in the preceding

paragraphs of this Complaint.

214. In or around August 2024, the Defendants (or their agents) authored

and published various defamatory statements about Barrett to Bloomberg with the

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specific intention, and with the foreseeable consequence, that Bloomberg would

publish the statements to its global audience.

215. At that time, as Defendants were aware, Barrett lived in Florida where

the statements were disseminated and where the harm to Barrett occurred.

216. The defamatory statements and publications related to this count are

specifically set forth in paragraphs 155-157.

217. As foreseen and intended, on August 28, 2024, Bloomberg published

those defamatory statements about Barrett to its global audience.

218. The statements were republished and further disseminated by other

publications and on social media, including X and Reddit.

219. These statements were reasonably understood to be statements of fact,

and statements of and concerning Barrett, and were understood by persons who read

or heard them to be statements of fact of and concerning Barrett (see examples set

forth at in paragraphs 169-171).

220. The statements by Defendants (or their agent) concerning Barrett were

defamatory by implication because, even if they were true, the manner in which

Defendants (or their agents) presented them to Bloomberg for publication created a

false impression that Defendants had conducted a full investigation, had made

findings that Barrett had engaged in and was fired for sexual misconduct, and that

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Barrett had been fired as a result. Members of the public reasonably understood the

Defendants’ statements as such.

221. Defendants’ statements juxtaposed a series of facts as set forth in

paragraphs 155-157 so as to imply a defamatory connection between them and/or

created a defamatory implication by omitting material facts therefrom, including the

fact that there was not a thorough investigation, and that Barrett never engaged in

any misconduct of the type implied.

222. These statements were made by Defendants (or their agents) without

privilege.

223. Defendants’ statements, as they would be reasonably understood by

their recipients, tend to (i) expose Barrett to public contempt, ridicule, disgrace, and

aversion; (ii) accuse Barrett of illegal or criminal conduct — that he engaged in

sexual misconduct, and that he harassed and discriminated against women in the

workplace — and (iii) harm (and have harmed) Barrett in his business and/or

profession in the gaming industry.

224. Defendants published these statements to Bloomberg with actual

malice and/or a reckless disregard for their truth or falsity, and improper motives. In

the alternative, Defendants acted with at least negligence.

225. As a direct and proximate result of these defamatory statements by the

Defendants, Barrett has suffered and continues to suffer damages, including inter

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alia, injury to his reputation and his ability to carry on his profession,

embarrassment, humiliation, and physical harm and injury, including PTSD and

anxiety, and emotional distress including emotional suffering resulting from the

physical injuries and harm, in an amount to be determined at trial.

226. Defendants’ actions were malicious, willful, wanton, and demonstrate

a conscious disregard for Barrett’s rights. Accordingly, punitive damages are

appropriate.

COUNT V
VIOLATION OF RCWA 49.52.050
(Against Defendants)

227. Plaintiff repeats and realleges the allegations in the preceding

paragraphs of this Complaint.

228. Washington’s Wage Rebate Act (“WRA”) was enacted “to protect the

wages of an employee against any diminution or deduction therefrom by rebating . .

. or underpayment . . . of any part of such wages”. LaCoursiere v. Camwest

Development, Inc., 181 Wash.2d 734, 742 (2014) (en banc). It is to be “liberally

construed . . . to advance the Legislature’s intent to protect employee wages and

assure payment”. Id.

229. The WRA prohibits “[a]ny employer or officer, vice principal or agent

of any employer” from “[w]illfully and with intent to deprive the employee of any

part of his or her wages,” “pay[ing] any employee a lower wage than the wage such

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employer is obligated to pay such employee by any statute, ordinance, or contract”.

RWCA 49.52.050.

230. Employers, including joint employers and entities that are vice-

principals or agents of an employer, who violate the WRA are subject civil liability

“for twice the amount of wages unlawfully rebated or withheld by way of exemplary

damages” and “costs of suit and a reasonable sum for attorney’s fees”. RWCA

49.52.070.

231. On January 25, 2022, Barrett signed the 2022 EA setting forth his

employment relationship with Bungie upon consummation of the merger. As of that

date, Barrett was a resident of the State of Washington and had been working for

Bungie as a Washington resident for over two decades.

232. Bungie was, and is, headquartered in Bellevue, Washington. Bungie’s

sole corporate office at all relevant times was in the state of Washington.

233. Barrett is protected by the WRA because (i) he was a Washington

resident when he signed the Retention Agreements and continued to live there until

well into 2023, (ii) he performed services in Washington under the 2022 EA and was

a “Washington based” employee, (iii) the 2022 EA’s choice of law provision applies

Washington law to disputes relating to Barrett’s employment, and (iv) Bungie’s

principal office is in Washington.

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 234. The payments due under the Retention Agreements were wages that

Sony agreed to pay to Barrett. Each agreement is explicit that the payments are tied

to Barrett’s continued employment and the amounts were due to Barrett by reason

of employment. As stated in the Unvested Payment Plan, the purpose of the retention

payments was “to assure that [Sony] will have the continued dedication of [Barrett]

and to provide [Barrett] with enhanced financial security and incentive and

encouragement to continue in the employment with [the Defendants]”. (Unvested

Payment Plan, at 1.) Similarly, payments under the Re-Vest Agreement and

Premium Bonus Agreement are tied to continued employment.

235. Upon information and belief, following the acquisition, Sony took over

sufficient management of Bungie, including responsibilities related to legal, human

resources and employee matters, to be considered a joint employer and/or a vice

principal or agent of Bungie.

236. Defendants did not pay Barrett the amounts owed under the Retention

Agreements following his termination. Sony, through its control of the

“investigation” that provided the supposed basis for the “Cause” determination,

directly or indirectly (and in concert with Bungie) improperly withheld Barrett’s

wages due under the Retention Agreements.

237. Defendants have already failed to pay over $15 Million due to Barrett

under the Retention Agreements in May 2024 and July 2024. Further, Defendants

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have informed Barrett that they will not pay any of the remaining $30 Million owed

under the Retention Agreements.

238. In total, Defendants have improperly withheld or are planning to

withhold $45,579,627 in wages. Pursuant to RWCA 49.52.070, Defendants are also

liable for exemplary damages in the amount of $45,579,627, plus interest, costs of

suit, and reasonable attorney’s fees.

COUNT VI
FMLA INTERFERENCE
(Against Defendants)

239. Plaintiff repeats and realleges the allegations in the preceding

paragraphs of this Complaint.

240. Bungie and Sony each have, at all relevant times, employed more than

50 employees and have engaged in activities affecting interstate commerce.

241. Barrett worked at Bungie for approximately twenty-five years. After

the July 2022 acquisition, Barrett worked for Bungie until his March 2024

termination. Barrett worked more than 1,250 annual hours for Bungie each year

following the July 2022 acquisition, including the twelve-month period ending

September 2023.

242. In Fall 2023, following the change of his role to Franchise Game

Director, and due to abusive conduct by his supervisor, Barrett approached Bungie

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Human Resources and informed them that he was suffering from work-induced

anxiety, as diagnosed by his doctor from whom he was receiving care.

243. Throughout the Fall of 2023, Barrett spoke on numerous occasions with

Bungie Human Resources about those issues, and in December 2023, Barrett

requested medical leave from Bungie.

244. Rather than granting Barrett’s leave to which he was entitled under the

Family Medical Leave Act, 29 U.S.C. § 2601 (“FMLA”), Barrett’s direct supervisor,

the Head of Bungie Human Resources, and Bungie's CEO called Barrett, and

informed him it was a “terrible time” and wrong of him to be requesting leave, and

removed him from his role as Franchise Game Director of Marathon and from any

role with Marathon. Barrett was told he could take a 30-day sabbatical (which is not

FMLA leave), to which he acquiesced.

245. Defendants later terminated Barrett, thereby eliminating any ability

Barrett had to take FMLA leave.

246. That conduct would deter a reasonable employee from exercising their

rights under the FMLA. Barrett himself was deterred from taking FMLA leave as a

result of the conduct.

247. Barrett suffered damages as a result, including loss of wages and back

pay. Further, Defendants’ refusal to grant Barrett’s FMLA leave, further damaged

him by providing Defendants the opportunity to engage in a pre-textual termination.

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 248. Barrett is entitled to the equitable remedy of reinstatement to his role as

Franchise Game Director, along with damages in an amount to be proven at trial,

including liquidated damages and attorney’s fees.

COUNT VII
FMLA RETALIATION
(Against Defendants)

249. Plaintiff repeats and realleges the allegations in the preceding

paragraphs of this Complaint.

250. Bungie and Sony each have, at all relevant times, employed more than

50 employees and have engaged in activities affecting interstate commerce.

251. Barrett worked at Bungie for approximately twenty-five years. After

the July 2022 acquisition, Barrett worked for Bungie until his March 2024

termination. Barrett worked more than 1,250 annual hours for Bungie each year

following the July 2022 acquisition, including the twelve-month period ending

September 2023.

252. In December 2023, Barrett invoked his right to FMLA-qualifying leave

when he requested protected leave from Bungie in order to treat his work-induced

anxiety. In January 2024, Defendants retaliated against Barrett for requesting

FMLA leave. Following Barrett’s request to Bungie for medical leave, Barrett’s

direct supervisor, the Head of Human Resources, and Bungie’s CEO told Barrett

that it was a “terrible time” and wrong for him to take leave and stripped him of his

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responsibilities. They instead told him he could take a 30-day sabbatical (which was

not the FMLA leave he had requested). While on sabbatical, Defendants placed

Barrett under investigation and then terminated him.

253. The timing of the retaliatory conduct, coming shortly after Barrett

sought FMLA leave, as well as statements by Barrett’s supervisor discouraging him

from taking leave, combined with Barrett’s decades-long spotless track record at

Bungie, demonstrate that those actions were retaliatory in nature.

254. Defendants' retaliatory animus is further demonstrated by the fact that

Bungie had long tolerated conduct worse than Barrett’s supposed misconduct.

255. Retaliatory animus is further demonstrated by Bungie’s history of

retaliating against employees for requesting leave, as described in the IGN Article.

256. Further, the timing of the investigation into Barrett’s supposed

misconduct (shortly after Barrett requested FMLA leave) and Sony’s sham

investigation demonstrate that the “Cause” determination was a pre-textual coverup

for FMLA retaliation.

257. Barrett suffered damages as a result of the foregoing, including loss of

contractually due wages and back pay.

258. Barrett is entitled the equitable remedy of reinstatement to his role as

Franchise Game Director, along with damages, including liquidated damages, and

attorney’s fees.

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 PRAYER FOR RELIEF

259. Barrett respectfully requests a judgment awarding him not less than

$200 Million in damages, and the equitable remedy of reinstatement, as set forth

below:

(a) $45,579,627, plus interest, due under the Retention Agreements;

(b) an award of defamation damages, plus punitive damages, not less

than $100 Million;

(c) exemplary damages in the amount of $45,579,627, plus interest,

costs of suit, and reasonable attorney’s fees for violation of the
WRA;

(d) reinstatement to his role as Franchise Game Director for

violation of the FMLA;

(e) damages for violation of the FMLA, including back pay and
improperly forfeited wages under the Retention Agreements,
plus liquidated damages and attorney’s fees, and

(f) any other equitable and monetary relief as may be just and
appropriate.

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 By: /s Michele D. Allen
Michele D. Allen (#4359)
LAW OFFICES OF MICHELE D.
ALLEN, LLC
d/b/a ALLEN & ASSOCIATES
4250 Lancaster Pike, Suite 230
Wilmington, Delaware 19805
Telephone: (302) 234-8600
[email protected]

Jonathan Harris (pro hac vice forthcoming)

John Millson (pro hac vice forthcoming)
Marilyn Yuan (pro hac vice forthcoming)
HARRIS ST. LAURENT & WECHSLER,
LLP
40 Wall Street, 53rd Floor
New York, NY 10005
Telephone: (212) 397-3370
[email protected]
[email protected]
[email protected]

and

Lawrence Cock (pro hac vice forthcoming)

CFL LAW, LLP
3045 42nd Ave W
Seattle, WA 98199-
Telephone: (206) 851-4231
[email protected]
Date: December 12, 2024
Attorneys for Plaintiff Christopher Barrett