Full Opinion

United States Court of Appeals For the Eighth Circuit ___________________________ No. 25-2865 ___________________________ Wilbur-Ellis Company, LLC Plaintiff - Appellee v. Cody Downing Defendant - Appellant ____________ Appeal from United States District Court for the Southern District of Iowa - Central ____________ Submitted: September 24, 2026 Filed: November 9, 2026 ____________ Before LOKEN, BENTON, and ERICKSON, Circuit Judges. ____________ ERICKSON, Circuit Judge. Cody Downing worked as a sales representative for Wilbur-Ellis Company, LLC, selling seed to farmers in Iowa. After he, and others, left Wilbur-Ellis to work for competitor Simplot, Wilbur-Ellis sued Downing claiming he breached the duty of loyalty, tortiously interfered with business relations, violated the Federal Defend Trade Secrets Act (“DTSA”), and violated Iowa’s Uniform Trade Secrets Act (“IUTSA”). A jury found Downing willfully and maliciously misappropriated Wilbur-Ellis’s trade secrets and awarded $198,000 in damages. The district court awarded Wilbur-Ellis $447,824.16 in attorney’s fees and $11,226.75 in costs. Downing appeals the district court’s denial of summary judgment, the denial of his renewed motion for judgment as a matter of law, and the award of attorney’s fees. Having jurisdiction under 28 U.S.C. § 1291, we affirm the judgment on the merits, vacate the attorney’s fees award, and remand for further proceedings. I. BACKGROUND Wilbur-Ellis restricted access to its customer and sales information, including password protecting information about customer identities and contact information, purchases, quantities, pricing, and discounts. Wilbur-Ellis treated the information as confidential, limiting employee access to those who needed the information to perform their work duties. On August 13, 2021, Downing notified Wilbur-Ellis that he was resigning, effective August 27. The day before submitting his resignation, Downing copied his Microsoft Outlook file to a personal external hard drive as well as hundreds of other files containing detailed customer purchase information. The Outlook file contained emails and reports concerning Wilbur-Ellis’s sales forecasts, budgets, strategies, orders, inventory, and product discounts. In addition, Downing retained physical documents containing historical customer information, including seed hybrids, sales quantities and prices, purchase activity, and customer specific terms and discounts, which Downing acknowledged could provide a competitive advantage. After joining Simplot, Downing used Wilbur-Ellis’s information to assist in negotiating agreements with dealers. He sent his Simplot team sales pricing and volume information based on Wilbur-Ellis’s prices while also disclosing aspects of Wilbur-Ellis’s dealer agreement terms and historical sales information to Simplot employees. Downing used Wilbur-Ellis’s relationship with Bayer to obtain seed for Simplot customers before Simplot was authorized to sell those products. Before Downing’s departure, Wilbur-Ellis’s Creston operation generated nearly $2 million in sales and operated at a 20% target profit margin. After Downing -2- and the other sales team members left, 79 of Wilbur-Ellis’s 80 customers in the Creston market moved their business to Simplot. Wilbur-Ellis tried to maintain its business in the Creston region by recruiting, temporarily reassigning sales coverage, and employing contract sellers but the efforts proved futile, and Wilbur-Ellis ultimately shut down its Creston operations. After discovery, Downing moved for summary judgment on all claims. The district court denied his motion as to the misappropriation claims, concluding the record presented genuine disputes of material fact. At trial, Downing moved for judgment as a matter of law on the issues of damages and causation. See Fed. R. Civ. P. 50(a). The district court deferred ruling on the motion, and Downing rested without presenting any additional evidence. The jury found Downing willfully and maliciously misappropriated Wilbur- Ellis’s trade secrets. It awarded $66,000 in compensatory damages and $132,000 in exemplary damages. Downing renewed his motion for judgment as a matter of law under Rule 50(b), which the district court denied. Wilbur-Ellis then asked for attorney’s fees in the amount of $731,442.00 and costs in the amount of $33,157.91. The district court awarded $447,824.16 in attorney’s fees and $11,226.75 in costs. Downing appeals. II. DISCUSSION Downing raises three issues on appeal, which we address in turn: (1) the denial of summary judgment on the misappropriation claims; (2) the denial of his renewed motion for judgment as a matter of law; and (3) the award of attorney’s fees. 1. Review of the Summary Judgment Ruling As to Downing’s challenge to the denial of summary judgment on the misappropriation claims, an adverse summary judgment ruling based on sufficiency of the evidence is generally not reviewable after trial. Dupree v. Younger, 598 U.S. 729, 735 (2023). Once a case proceeds to trial, the trial record supersedes the -3- summary judgment record. Id.; Ortiz v. Jordan, 562 U.S. 180, 184 (2011). A different rule applies when the denial of summary judgment resolves a purely legal issue, which remains reviewable after a trial on the merits. Dupree, 598 U.S. at 735– 36. This Court recently applied this distinction in Panting v. United States, 162 F.4th 940, 944 (8th Cir. 2025), when it reviewed a summary judgment decision presenting a purely legal issue independent of any factual dispute or further factual development. See also Fort Worth Partners, LLC v. Nilfisk, Inc., 155 F.4th 989, 996 (8th Cir. 2025) (declining to review a summary judgment ruling that depended on further factual development at trial). Downing’s summary judgment motion did not turn on a purely legal issue. After examining the evidence in the record, the district court found that Wilbur-Ellis had raised a genuine issue of fact as to each of the four elements of its misappropriation claims. Downing’s contention that a fixed factual record renders the district court’s summary judgment ruling purely legal is mistaken. Addressing his sufficiency of the evidence arguments would require us to review the pretrial record, assess the evidence and permissible inferences, and determine whether a reasonable jury could find for Wilbur-Ellis. Because resolution would not turn on a purely legal issue, we are precluded from reviewing the district court’s summary judgment decision. See Dupree, 598 U.S. at 735–36; Panting, 162 F.4th at 944. 2. Denial of Judgment as a Matter of Law We review the denial of Downing’s renewed motion for judgment as a matter of law de novo. Walmart, Inc. v. Cuker Interactive, LLC, 949 F.3d 1101, 1108 (8th Cir. 2020). We are to view the evidence in the light most favorable to the jury’s verdict and give Wilbur-Ellis the benefit of all reasonable inferences. Id. In general, a renewed motion under Federal Rule of Civil Procedure 50(b) is limited to the grounds raised in the Rule 50(a) motion. Miller v. Huron Reg’l Med. Ctr., 936 F.3d 841, 847–48 (8th Cir. 2019). At the close of Wilbur-Ellis’s case, Downing asserted there was insufficient evidence establishing damages and causation. He argued Wilbur-Ellis had not shown that any customer left Wilbur- -4- Ellis or that Wilbur-Ellis was damaged as a result of his conduct. Downing raised these same arguments after trial. Contrary to Downing’s assertions, the record contains sufficient evidence to sustain the jury’s finding that Downing’s misappropriation of trade secrets caused a loss to Wilbur-Ellis. Before leaving Wilbur-Ellis, Downing copied to personal storage devices hundreds of files containing customer and sales information. After joining Simplot, he used this information to negotiate dealer agreements, shared Wilbur Ellis’s pricing and volume information, and disclosed Wilbur-Ellis’s dealer terms and historical sales information to Simplot employees. The jury also heard that, before resigning, Downing thanked the owner of a Wilbur-Ellis dealership for “being willing to follow [him]” and asked the owner to keep their discussion quiet. The evidence likewise provided a reasonable basis to measure Wilbur-Ellis’s loss. The Creston operation generated about $2 million in sales during the preceding year and operated at a 20% target profit margin. After Downing and the other members of the sales team left, all but one of Wilbur-Ellis’s customers in that market moved their business to Simplot. Wilbur-Ellis attempted to preserve the operation by recruiting replacements, temporarily reassigning sales coverage, and using contract sellers, but it eventually closed the location. Evidence of an established business’s historical sales and profitability can provide a reasonable basis for determining lost profits. See Wash Sols., Inc. v. PDQ Mfg., Inc., 395 F.3d 888, 893 (8th Cir. 2005); see also Lundell Mfg. Co. v. Am. Broad. Cos., 98 F.3d 351, 366 (8th Cir. 1996) (“The historical sales figures for the years preceding the story also provide a reasonable basis for approximating lost profits damages.”). The jurors had before them evidence from which they could measure Wilbur-Ellis’s losses. Downing’s competing explanations do not render the evidence insufficient. In reviewing the denial of a Rule 50 motion, we are not to weigh competing evidence or choose among other reasonable inferences. See Woods v. City of St. Louis, 170 F.4th 1164, 1173 (8th Cir. 2026) (drawing all reasonable inferences and resolving any conflicts in favor of the verdict). The jury could reasonably infer from Downing’s retention and use of Wilbur-Ellis’s information, his predeparture -5- communications, and the subsequent movement of virtually all of Wilbur-Ellis’s Creston customers to Simplot that his misappropriation of trade secrets caused loss to Wilbur-Ellis. This Court’s recent decision in Wilbur-Ellis Co. v. Gompert, 181 F.4th 816 (8th Cir. 2026), does not mandate a different result. In Gompert, the Court affirmed the district court’s summary judgment decision, noting Wilbur-Ellis did not identify its asserted trade secrets with sufficient specificity; failed to establish misappropriation; and was unable to connect its claimed damages to the conduct of individual defendants. Id. at 827–28. This case comes to us on a different footing. Here, Wilbur-Ellis identified the information subject to protection, outlined the steps taken to prevent misappropriation, established Downing took protected information when he left his employment with Wilbur-Ellis, and offered evidence for a factfinder to find Downing’s misappropriation of trade secrets caused loss to Wilbur-Ellis. We are also not persuaded by Downing’s argument that Dewberry Group, Inc. v. Dewberry Engineers Inc., 604 U.S. 321 (2025), controls this case. In that case, the Supreme Court held that an award of the “defendant’s profits” under the Lanham Act could not include profits earned by nonparty corporate affiliates. Id. at 326–30. Here, Wilbur-Ellis sought its own losses from business that moved to Simplot following Downing’s misappropriation of trade secrets, which the DTSA permits. See 18 U.S.C. § 1836(b)(3)(B)(i)(I) (allowing recovery of “actual loss caused by the misappropriation”); Iowa Code § 550.4(1) (same). Evidence that Wilbur-Ellis’s customers took their business to Simplot bears on Wilbur-Ellis’s loss and does not convert Wilbur-Ellis’s claim into one seeking non-party corporate profits. Lastly, Downing’s evidentiary challenges similarly do not warrant reversal. We review evidentiary rulings “for clear abuse of discretion” and will not reverse if an error was harmless. Griner v. King, 104 F.4th 1, 10 (8th Cir. 2024) (citation omitted). An evidentiary error is harmless if it did not affect the defendant’s substantial rights and had no “more than a slight influence on the verdict.” Id. (citation omitted). Downing contends the following evidence was inadmissible: (1) certain Wilbur-Ellis emails and reports; (2) portions of testimony from B.J. Schaben -6- (Wilbur-Ellis’s National Director of Seed during the relevant period); and (3) forensic expert Jonathan Karchmer’s testimony and forensic file listing. Downing asserts that without this evidence the jury’s findings on causation and damages are unsustainable. See Weisgram v. Marley Co., 528 U.S. 440, 454 (2000) (holding that judgment as a matter of law may be awarded to non-prevailing party when evidence would be insufficient without erroneously admitted evidence). The emails and reports were independently admissible to show Downing’s receipt of, access to, and knowledge of Wilbur-Ellis’s protected information. See White Commc’ns, LLC v. Synergies3 Tec Servs., LLC, 4 F.4th 606, 613 (8th Cir. 2021) (holding that emails were admissible for a nonhearsay purpose because they were relevant to their effect on the listener and not the truth of their contents). Even without reliance on the substantive contents of the emails and reports, other evidence supports the jury’s findings on causation and damages. Any error in admitting the exhibits for their truth did not affect Downings substantial rights or have more than a slight influence on the verdict. Schaben testified from personal knowledge that the Creston operation generated close to $2 million in sales in 2021 and operated at a 20% target profit margin. Although Schaben later gave a more precise sales figure after reviewing a declaration to refresh his recollection, the district court struck that testimony and instructed the jury to disregard it. Downing has not shown a clear abuse of discretion. Karchmer’s testimony and exhibit relating to activity on Downing’s USB drive after he left Wilbur-Ellis have little to do with the preserved questions pertaining to causation and damages. Given the other evidence in the record, any error in admitting the challenged evidence was harmless. 3. Attorney’s Fees We review legal questions concerning an award of attorney’s fees de novo and the amount awarded for abuse of discretion. Jet Midwest Int’l Co. v. Jet Midwest Grp., LLC, 172 F.4th 557, 563 (8th Cir. 2026). The DTSA authorizes an award of reasonable attorney’s fees when a trade secret is willfully and maliciously -7- misappropriated. 18 U.S.C. § 1836(b)(3)(D). The IUTSA authorizes the same. Iowa Code § 550.6(3). A reasonable fee depends in part on the results obtained. Hensley v. Eckerhart, 461 U.S. 424, 434 (1983). When a plaintiff’s unsuccessful claims are distinct from its successful claims, the hours spent on the unsuccessful claims should be excluded. Id. at 435. When the claims involve a common core of facts or related legal theories, dividing the hours on a claim-by-claim basis may be impracticable. Id. Even so, the court must consider the overall degree of success, as the degree of success is “the most critical factor” in determining a reasonable fee. Id. at 436. The district court found that Wilbur-Ellis’s claims arose from a common core of facts and did not reduce the attorney’s fees to account for Wilbur-Ellis’s unsuccessful claims. Hensley does not require a district court to reduce an award simply because a plaintiff did not prevail on every claim. 461 U.S. at 435. We can find no abuse of the district court’s discretion when it declined to segregate Wilbur- Ellis’s fees by claim. But the district court did not consider Wilbur-Ellis’s overall degree of success. Wilbur-Ellis asked for $1.56 million in damages but was awarded only $198,000. In calculating its fees award, the district court’s reductions pertained to hourly rates, billing practices, and Wilbur-Ellis’s conduct during the litigation. None of its considerations addressed the relationship between the relief Wilbur-Ellis sought and the relief it obtained. While the district court found Wilbur-Ellis’s claims were related, it is also obligated to consider whether the overall degree of success justifies the fees it awarded. See id. at 436. We do not ordinarily infer that a district court considered a factor that it did not mention. See Lash v. Hollis, 525 F.3d 636, 642–43 (8th Cir. 2008) (declining to infer that the district court relied on the plaintiff’s limited monetary recovery where it “did not expressly rely on this basis” and remanding for consideration of the plaintiff’s overall degree of success). On this record, we cannot say the omission is harmless. While Hensley does not require a fee award to be proportional to the damages recovered, district courts evaluate the ultimate reasonableness of the award by considering the Johnson -8- factors. 1 League of Women Voters v. Ashcroft, 5 F.4th 937, 941 (8th Cir. 2021). On remand, the district court may conclude that Wilbur-Ellis’s $198,000 recovery justifies the fees it awarded, or it could conclude that Wilbur-Ellis’s recovery of approximately 13% of the total damages it sought warrants a reduction. We express no view on the amount of fees that should be awarded, as this is a determination belonging to the district court in the first instance. We vacate the attorney’s fees award and remand for consideration of Wilbur-Ellis’s overall degree of success. III. CONCLUSION For the foregoing reasons, we affirm on the merits, vacate the attorney’s fees award, and remand for further proceedings consistent with this opinion. The parties’ motions to seal are denied. ______________________________ 1 These factors include: (1) the time and labor expended; (2) the novelty and difficulty of the legal issues; (3) the skill necessary to perform the legal services; (4) the extent to which accepting the case precluded other employment; (5) the customary fee for comparable services; (6) whether the fee arrangement was fixed or contingent; (7) any time constraints imposed by the client or circumstances; (8) the amount at stake and the results achieved; (9) counsel’s experience, reputation, and ability; (10) the undesirability of the representation; (11) the nature and duration of the attorney-client relationship; and (12) fee awards in comparable cases. Johnson v. Ga. Highway Express, Inc., 488 F.2d 714, 717–19 (5th Cir. 1974). -9-