Full Opinion

USCA11 Case: 26-10090 Document: 35-1 Date Filed: 11/12/2026 Page: 1 of 12 NOT FOR PUBLICATION In the United States Court of Appeals For the Eleventh Circuit ____________________ No. 26-10090 Non-Argument Calendar ____________________ ZAK SHAIK, Individually, Plaintiff-Appellant, MATTHEW JONES, Individually, Plaintiff, versus TOKMEDIA ENTERPRISES, LLC, KYLE O’CONNOR, RYAN BURR, KATE CREVELING, AVERY PALMERI, et al., Defendants-Appellees. USCA11 Case: 26-10090 Document: 35-1 Date Filed: 11/12/2026 Page: 2 of 12 2 Opinion of the Court 26-10090 ____________________ Appeal from the United States District Court for the Southern District of Florida D.C. Docket No. 1:25-cv-22308-BB ____________________ Before ROSENBAUM, GRANT, and BRASHER, Circuit Judges. PER CURIAM: Zak Shaik, proceeding pro se, sued TokMedia Enterprises LLC and its employees under several state law theories after a mar- keting deal didn’t go as planned. The district court labeled Shaik’s operative complaint a “shotgun pleading” and dismissed it for lack of subject matter jurisdiction, failure to state a claim, and failure to comply with court orders. This is Shaik’s appeal. After careful re- view, we affirm. I. This dispute spans multiple amended complaints and other filings. We focus on the key filings and omit others that are less relevant to resolving this appeal. We take the facts below from the operative complaint and assume that they are true. See Bourff v. Ru- bin Lublin, LLC, 674 F.3d 1238, 1240 (11th Cir. 2012). Zak Shaik offers wealth management services. Shaik entered an agreement with TokMedia, a marketing company, in 2024. Tok- Media agreed to provide certain marketing consulting services and USCA11 Case: 26-10090 Document: 35-1 Date Filed: 11/12/2026 Page: 3 of 12 26-10090 Opinion of the Court 3 content and tools for Shaik’s business. 1 According to Shaik, Tok- Media and its employees didn’t deliver on their promises. Tok- Media, on Shaik’s account, either did not make Shaik’s requested “deliverables” at all or delivered them so late that they were no longer useful to him. Shaik agreed to pay $11,000 for TokMedia’s services. And by Shaik’s estimation, he lost out on $625,000 in busi- ness because TokMedia did not “launch[]” the promised marketing tools. Doc. 30 at 2, 3. Shaik and another entrepreneur, Matthew Jones, sued Tok- Media and several of its employees in May 2025. The district court dismissed Shaik and Jones’s complaint for lack of subject matter ju- risdiction. Jones is a citizen of Florida—and TokMedia and its em- ployees are too. So there was not complete diversity among the parties. Shaik proposed filing an amended complaint to drop Jones as a plaintiff. But in fixing one problem, Shaik created another. He deleted essentially all the factual allegations from his complaint, leaving only the elements of each claim. The district court struck Shaik’s proposed amended complaint. 1 Shaik’s operative complaint names as defendants TokMedia Enterprises LLC; Kyle O’Connor; Ryan Burr; Kate Creveling; Avery Palmeri; Jacob Doe; Anthony Edinson; and three unnamed Doe Defendants. Shaik alleges that the individual defendants work for TokMedia. The district court dismissed Crev- eling, Palmeri, Jacob Doe, and Edinson from the suit because Shaik failed to perfect service. Shaik has not challenged that ruling on appeal. So that leaves TokMedia, Burr, O’Connor, and the three unnamed Doe Defendants. For sim- plicity’s sake, we will refer to TokMedia and its employees as “TokMedia.” USCA11 Case: 26-10090 Document: 35-1 Date Filed: 11/12/2026 Page: 4 of 12 4 Opinion of the Court 26-10090 But the district court gave Shaik another chance. And Shaik tried again. He filed a second amended complaint, which is opera- tive here. Shaik’s complaint asserts five causes of action against TokMedia and its employees: breach of contract, fraudulent in- ducement, unjust enrichment, promissory estoppel, and violations of the Florida Deceptive and Unfair Trade Practices Act. Shaik added back some factual allegations to support his claims. But he introduced another problem: Shaik removed from the operative complaint any reference to his, TokMedia’s, and TokMedia’s em- ployees’ citizenship. And Shaik added a section referencing three unnamed “Doe Defendants,” whose “true names and roles” Shaik intended to “discover[]” later in litigation. Doc. 30 at 5, 6. TokMedia moved to dismiss. TokMedia contended that Shaik’s operative complaint contains no facts establishing diversity jurisdiction under 28 U.S.C. § 1332. The complaint, TokMedia ar- gued, also failed to state any claim. In TokMedia’s view, Shaik’s complaint is a “shotgun pleading” because it’s disorganized and dif- ficult to follow, and it fails to connect factual allegations to legal claims. The magistrate judge recommended dismissing Shaik’s suit on several grounds relevant here. First, the magistrate judge rea- soned that Shaik did not properly establish subject matter jurisdic- tion. Shaik’s complaint “makes no allegation of any party’s citizen- ship.” Doc. 54 at 5. The magistrate judge also faulted Shaik for fail- ing to provide more “factual detail” about his alleged damages. Id. at 8. Second, the magistrate judge concluded that Shaik’s complaint USCA11 Case: 26-10090 Document: 35-1 Date Filed: 11/12/2026 Page: 5 of 12 26-10090 Opinion of the Court 5 was a “shotgun pleading” because it failed to connect factual alle- gations to Shaik’s claims. Third, the magistrate judge noted that Shaik failed to file a certificate of interested parties or corporate dis- closure statement as required by Rule 7.1, despite the district court twice ordering him to do so. See Fed. R. Civ. P. 7.1(a)(2). That fail- ure provided an independent reason to dismiss the case. The magistrate judge included a warning: failing to object to the R&R within fourteen days “waives the right to challenge on appeal the district court’s order based on unobjected-to factual and legal conclusions.” See 11th Cir. R. 3-1. A week later, Shaik moved for leave to file yet another amended complaint, attaching his proposed complaint as an ex- hibit. Shaik wrote that he “respectfully disagrees with the conclu- sions in the R&R” and that his proposed complaint “remed[ied] all concerns raised by the Court.” Doc. 55 at 1. His proposed com- plaint included jurisdictional allegations—Shaik was a citizen of Texas, all defendants were citizens of Florida, and the amount in controversy exceeded $75,000. And Shaik dropped any reference to the unnamed “Doe Defendants.” The district court adopted the magistrate judge’s R&R in full. The district court stated that the parties did not object to the R&R, despite Shaik’s short objection statement and his attempt to amend once again. Shaik timely appealed. USCA11 Case: 26-10090 Document: 35-1 Date Filed: 11/12/2026 Page: 6 of 12 6 Opinion of the Court 26-10090 II. We review dismissals for lack of subject matter jurisdiction de novo. Barbour v. Haley, 471 F.3d 1222, 1225 (11th Cir. 2006). We review the grant of a motion to dismiss de novo. Bourff, 674 F.3d at 1240. We accept the allegations in the complaint as true and construe them in the light most favorable to the plaintiff. Id. “To survive a motion to dismiss, a complaint must contain suffi- cient factual matter, accepted as true, to ‘state a claim to relief that is plausible on its face.’” Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009) (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570 (2007)). We construe pro se pleadings liberally. Waldman v. Conway, 871 F.3d 1283, 1289 (11th Cir. 2017). III. We first consider whether we have jurisdiction over Shaik’s suit. Assured of our jurisdiction, we then consider whether Shaik waived the right to challenge on appeal the district court’s order dismissing his suit. A. Federal courts are courts of limited jurisdiction. Royal Canin U.S.A., Inc. v. Wullschleger, 604 U.S. 22, 26 (2025). Diversity jurisdic- tion is one path to federal court. For diversity cases, we exercise “original jurisdiction” over civil actions between citizens of differ- ent states, so long as the amount in controversy exceeds $75,000. 28 U.S.C. § 1332(a). USCA11 Case: 26-10090 Document: 35-1 Date Filed: 11/12/2026 Page: 7 of 12 26-10090 Opinion of the Court 7 Plaintiffs must allege facts that, if true, establish our jurisdic- tion. Travaglio v. Am. Express Co., 735 F.3d 1266, 1268–69 (11th Cir. 2013). “[W]hen a plaintiff files a complaint in federal court and then voluntarily amends the complaint, courts look to the amended complaint to determine jurisdiction.” Rockwell Int’l Corp. v. United States, 549 U.S. 457, 473–74 (2007). Said another way, the “amended complaint becomes the operative one.” Royal Canin, 604 U.S. at 35. “In taking the place of what has come before,” an amended com- plaint “can either create or destroy jurisdiction.” Id. But when a party’s jurisdictional allegations are defective, those allegations “may be amended, upon terms, in the trial or appellate courts.” 28 U.S.C. § 1653; see Toms v. Country Quality Meats, Inc., 610 F.2d 313, 316 (5th Cir. 1980) (“This Court has held that [section 1653] should be construed liberally.”). We’ll start with the amount-in-controversy requirement. The district court concluded that Shaik did not properly plead a sufficient amount in controversy. We view things differently. Or- dinarily, federal courts accept a plaintiff’s “amount-in-controversy allegation . . . if made in good faith.” Dart Cherokee Basin Operating Co. v. Owens, 574 U.S. 81, 87 (2014). We second-guess a plaintiff’s good faith pleading only if it “appears to a legal certainty that the claim is really for less than the jurisdictional amount.” Fastcase, Inc. v. Lawriter, LLC, 907 F.3d 1335, 1342 (11th Cir. 2018) (citation mod- ified). In diversity cases, the sufficiency of jurisdictional-amount al- legations often depends on state law. 5 Wright & Miller’s Federal Practice & Procedure § 1213 (4th ed. & Apr. 2026 update). USCA11 Case: 26-10090 Document: 35-1 Date Filed: 11/12/2026 Page: 8 of 12 8 Opinion of the Court 26-10090 In the operative complaint, Shaik alleges that he paid $11,000 to TokMedia and lost out on $625,000 in “business oppor- tunity” due to TokMedia’s breach. The district court construed Shaik’s damages to relate to his breach of contract claim, and we do too. Shaik’s loss calculations may be speculative. But at this stage, we see no reason to conclude that Shaik made those allega- tions in bad faith. Nor is it apparent “to a legal certainty” that Shaik cannot recover his claimed damages. Fastcase, 907 F.3d at 1342. Af- ter all, Florida law ordinarily allows recovery of “lost prospective profits” for contract claims if the plaintiff proves that “[1] the de- fendant’s action caused the damage and [2] there is some standard by which the amount of damages may be adequately determined.” Katz Deli of Aventura, Inc. v. Waterways Plaza, LLC, 183 So. 3d 374, 382 (Fla. Dist. Ct. App. 2013) (citation modified). And we are not aware of any statutory cap for “lost prospective profits” damages in Florida. We’ll move next to the diversity-of-citizenship requirement. Shaik’s operative pleading poses two problems. First, Shaik re- moved from the operative pleading any allegations about the par- ties’ citizenship. Second, Shaik sought to sue three unnamed “Doe Defendants,” for whom the district court could not determine citi- zenship. Remember, though, that Shaik sought to amend his com- plaint again after the magistrate judge recommended dismissing his suit on jurisdictional grounds (among others), but before the dis- trict court dismissed his suit. In Shaik’s proposed complaint, he USCA11 Case: 26-10090 Document: 35-1 Date Filed: 11/12/2026 Page: 9 of 12 26-10090 Opinion of the Court 9 added back the citizenship allegations: Shaik is a citizen of Texas, and all the defendants are citizens of Florida. And he removed any reference to the “Doe Defendants.” On appeal, Shaik invokes 28 U.S.C. § 1653, which allows plaintiffs to remedy “[d]efective allegations of jurisdiction,” even in “appellate courts.” We will consider the amendment made—with respect to the citizenship allegations—for purposes of this appeal. Cf. Realty Hold- ing Co. v. Donaldson, 268 U.S. 398, 399–400 (1925). Ordinarily, we do not consider issues “not passed upon” by the district court. Strickland v. Alexander, 772 F.3d 876, 889 (11th Cir. 2014) (citation modified). But there is “nothing . . . to be gained” by sending this case back for the district court to analyze Shaik’s proposed com- plaint. Realty Holding, 268 U.S. at 400. The proposed complaint is before us, so we will consider it for jurisdictional purposes and dis- pose of this case. See Sun Printing & Publ’g Ass’n v. Edwards, 194 U.S. 377, 382 (1904) (“The whole record . . . may be looked to, for the purpose of curing a defective averment of citizenship, where juris- diction in a Federal court is asserted to depend upon diversity of citizenship . . . .”); see also Travaglio, 735 F.3d at 1269. That leaves the Doe Defendants. In general, “fictitious-party pleading is not permitted in federal court.” Richardson v. Johnson, 598 F.3d 734, 738 (11th Cir. 2010). District courts ordinarily dismiss claims against fictitious or non-existent parties. Id. The district USCA11 Case: 26-10090 Document: 35-1 Date Filed: 11/12/2026 Page: 10 of 12 10 Opinion of the Court 26-10090 court did not do so here, reasoning instead that the Doe Defend- ants’ presence might destroy diversity jurisdiction and dismissing on that basis. Courts of appeals may “add or drop a party” on their own accord to cure a jurisdictional defect, so long as no party is preju- diced by the dismissal. Fed. R. Civ. P. 21; Newman-Green, Inc. v. Al- fonzo-Larrain, 490 U.S. 826, 832–38 (1989); Molinos Valle Del Cibao, C. por A. v. Lama, 633 F.3d 1330, 1343–44 (11th Cir. 2011). On this record, we simply cannot determine whether the Doe Defendants exist—and, if they do, whether they destroy diversity jurisdiction. We will therefore exercise our Rule 21 authority and dismiss the Doe Defendants from this suit to the extent they were ever properly part of it. The dismissal of the Doe Defendants will not prejudice any party. First, the Doe Defendants are not indispensable under Rule 19. See Fed. R. Civ. P. 19; Molinos Valle, 633 F.3d at 1343. Shaik offers only vague allegations about the Doe Defendants’ roles in this dis- pute. And TokMedia has never argued that the Doe Defendants were required parties—instead, TokMedia contends that their presence destroys diversity jurisdiction. Second, the Doe Defend- ants’ presence did not provide TokMedia with a “tactical advantage in the litigation.” Molinos Valle, 633 F.3d at 1344. True, the district court reasoned that the Doe Defendants’ inclusion provided one basis to dismiss Shaik’s suit, which benefited TokMedia. But the district court dismissed Shaik’s suit on a host of other, independent USCA11 Case: 26-10090 Document: 35-1 Date Filed: 11/12/2026 Page: 11 of 12 26-10090 Opinion of the Court 11 grounds. So we cannot say that the Doe Defendants’ presence helped TokMedia in any material way. Shaik’s proposed complaint adequately pleads diversity of citizenship. He is a citizen of Texas. The defendants are citizens of Florida. Because Shaik pleaded an amount in controversy exceed- ing $75,000 and the parties are diverse, we have jurisdiction to con- sider the merits of Shaik’s appeal. B. Because we have jurisdiction, we will address the merits. Re- call that Shaik timely noted his “respectful[]” disagreement with the magistrate judge’s report and recommendation. Doc. 55 at 1. But Shaik said nothing else about the R&R—he instead sought leave to amend his complaint again. Our Circuit Rule 3-1 imposes consequences for “failing to object to a magistrate judge’s findings or recommendations.” 11th Cir. R. 3-1. By failing to object, a party “waives the right to chal- lenge on appeal the district court’s order based on unobjected-to factual and legal conclusions.” Id. There’s a limited exception for plain error review “if necessary in the interests of justice.” Id. We require “specific objections” to the magistrate judge’s reasoning. See Smith v. Marcus & Millichap, Inc., 106 F.4th 1091, 1099 (11th Cir. 2024) (citation modified). Shaik’s objections were not suf- ficiently specific. He did not direct the district court’s attention to any part of the magistrate judge’s reasoning. See Club Madonna Inc. v. City of Miami Beach, 42 F.4th 1231, 1259 (11th Cir. 2022). We give USCA11 Case: 26-10090 Document: 35-1 Date Filed: 11/12/2026 Page: 12 of 12 12 Opinion of the Court 26-10090 pro se litigants some leeway. But they must still comply with pro- cedural requirements. Albra v. Advan, Inc., 490 F.3d 826, 829 (11th Cir. 2007). Shaik asks us to conduct plain error review, and we can see no plain error here. Among other reasons, the district court dis- missed Shaik’s complaint for failure to follow its orders. The district court had twice ordered Shaik to file a certificate of interested par- ties or a corporate disclosure statement. See Fed. R. Civ. P. 7.1(a)(2). Shaik failed to follow those orders. The resulting dismissal was not plainly erroneous. IV. The district court’s judgment is AFFIRMED.