Grygiel v. HealthEquity, Inc.

United States Court of Appeals For the First Circuit No. 25-2109 TRACY GRYGIEL, Plaintiff, Appellant, v. HEALTHEQUITY, INC., Defendant, Appellee. APPEAL FROM THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF MASSACHUSETTS [Hon. Allison D. Burroughs, U.S. District Judge] Before Rikelman, Howard, and Dunlap, Circuit Judges. Joseph L. Sulman, with whom Law Office of Joseph L. Sulman, Esq., was on brief, for appellant. Jennifer L. Markowski, with whom Freeman Mathis & Gary, LLP, was on brief, for appellee. November 2, 2026  RIKELMAN, Circuit Judge. HealthEquity, Inc. ended Tracy Grygiel's employment following a difficult year and soon after she had forwarded company documents to her personal email account. Grygiel then sued HealthEquity for violating Title VII and multiple state employment laws, contending in part that the company fired her because she is a woman. The district court dismissed Grygiel's complaint for failure to state a claim. We agree that Grygiel did not allege sufficient facts to support her claims and thus affirm. I. BACKGROUND A. Relevant Facts In reciting the facts, we rely on the well-pleaded factual allegations in Grygiel's amended complaint (the "complaint").1 See Crawford v. Salve Regina Univ., 178 F.4th 734, 741 (1st Cir. 2026). Beginning in May 2023, Grygiel worked remotely as a Senior Data Architect for HealthEquity, a Utah-based Health Savings Account provider. Her manager was Darek Easterly, who did not supervise any other women working in a "technical role." Easterly interviewed Grygiel for the position and told her that "out of hundreds of applicants, she was the first one to impress him." 1 We discuss only those allegations in the complaint that are relevant to the claims that Grygiel has chosen to pursue on appeal. - 2 -  Just weeks after starting at HealthEquity and at Easterly's request, Grygiel conducted a security audit of one of the company's databases. The audit was necessary to evaluate the company's compliance with the Health Insurance Portability and Accountability Act (HIPAA) and related legal requirements. See Pub. L. No. 104-191, 110 Stat. 1936 (1996) (codified in scattered sections of 18, 26, 29, and 42 U.S.C.). According to Grygiel, the database failed the audit because it had insufficient access controls and other vulnerabilities. Grygiel reported the audit's results to Easterly, but he assured her that no changes were needed and refused to discuss the audit further. When Grygiel reiterated her qualms about the audit's results to Easterly and Greg Fortune, a HealthEquity employee who was responsible for the database, they "vociferously demanded she drop her concerns entirely." Grygiel alleges that, even after this direction from her supervisor, she met with multiple groups of employees on the data security and tech support teams to discuss her concerns and demonstrate how the security protections for the database could be bypassed. Around the same time, Grygiel also attended a meeting with Easterly and a HealthEquity project manager, Ajay Sahu, to discuss how to speed up a program that ran on the database. During the meeting, Sahu rejected Grygiel's suggestions and called her a "token woman" and "Miss Know-It-All." Grygiel alleges that Sahu repeated these "epithets" about her "frequently, even in public - 3 - spaces where he could be overheard," and that other unidentified "male colleagues" called her similar names. In late July 2023, Easterly placed Grygiel on the first of two performance improvement plans ("PIPs"). In the PIP, Easterly criticized Grygiel for failing to complete an assignment she received shortly before she took medical leave to undergo surgery. One week after Grygiel was placed on the PIP, a human resources staff member told her to take two weeks' vacation to rest and fully recover from the surgery. After she returned from the vacation, Grygiel found the PIP was no longer in effect; the human resources team told her it was "water under the bridge" and to "forget about" it. Several months later, Grygiel met with Easterly and Sahu again to discuss moving HealthEquity's data to the cloud. Easterly and Sahu believed that doing so would resolve HealthEquity's data security vulnerabilities, but Grygiel disagreed, which caused Easterly and Sahu to become "upset." A few weeks before that interaction, Easterly began excluding Grygiel from team meetings, and, when she was invited, he told her that she was not allowed to speak. Federal officials investigated HealthEquity in December 2023 for a data breach relating to the security vulnerabilities that Grygiel identified through the audit. The complaint does not specify the nature of the data breach. When Grygiel attended a - 4 - meeting with investigators, Easterly told her not to speak because "it's none of your business." Before the end of 2023, Easterly informed Grygiel that her bonus would be $3,000, which was far less than her offer letter had promised. Easterly indicated that he was awarding her a lower-than-expected bonus because she had not performed sufficient work to justify a higher one. Specifically, he explained that he would not give her credit for a project that she had worked overtime to complete before the deadline, but that the company would not implement until the following year. Grygiel later reported to human resources that her bonus had been unjustly low. Easterly placed Grygiel on a second PIP in April 2024. When Grygiel met with Easterly and Jordan Griggs, the Vice President of Human Resources, they informed Grygiel that she could either accept the PIP or resign with two months' severance pay. Grygiel responded that "she was being set up for failure" and that the second PIP contained inaccurate criticism of her work. During the meeting, Griggs told her that "the chief complaint is that you're a know-it-all and will not stay in your lane." At this point, Grygiel alleges, it became "clear" to her that "HealthEquity was discriminating and retaliating against her." So, in late April, "[t]o preserve evidence for potential claims," Grygiel forwarded from her work email account to her personal email account copies of both PIPs, training - 5 - certifications she had received, and "important email correspondence." When HealthEquity learned of these emails, it placed her on administrative leave and then terminated her employment on May 7, 2024. Griggs informed Grygiel that the company was firing her for violating its "Security and People" policy. B. Procedural History Grygiel initially filed suit in Massachusetts state court in June 2025. HealthEquity removed the lawsuit to federal district court pursuant to 28 U.S.C. § 1441. In August 2025, Grygiel filed the operative complaint in this case. She alleged that her termination amounted to sex discrimination and retaliation under Title VII of the Civil Rights Act and Massachusetts law. See 42 U.S.C. §§ 2000e-2(a)(1), 2000e-3(a); Mass. Gen. Laws ch. 151B, § 4(1), (4). She also alleged that HealthEquity violated Massachusetts law by wrongfully firing her in violation of public policy and by interfering with her future employment prospects.2 See Mass. Gen. Laws. ch. 151B, § 4(4A). HealthEquity moved to dismiss the complaint under Federal Rule of Civil Procedure 12(b)(6) for failure to state a claim, and the district court granted its motion. See Grygiel v. 2Grygiel does not pursue her interference claim on appeal, so we do not discuss it further. - 6 - HealthEquity, Inc., No. 25-cv-11970, 2025 WL 3451342, at *1 (D. Mass. Oct. 14, 2025). It held that Grygiel's allegations that she was fired because of her sex or because she engaged in protected conduct were not plausible. See id. at *5, *7. It also concluded that Grygiel had not identified a "well-defined" Massachusetts public policy protecting the internal reporting of HIPAA violations, and that, even if she had, Grygiel had not sufficiently pleaded that she was fired because of such internal reporting. See id. at *9. Grygiel timely appealed. II. STANDARD OF REVIEW We review the district court's decision to dismiss Grygiel's complaint de novo, accepting the well-pleaded facts in the complaint as true and drawing all reasonable inferences from those facts in Grygiel's favor. See Crawford, 178 F.4th at 741. To survive a motion to dismiss, a plaintiff like Grygiel only needs to allege facts that make her claims plausible on their face. See Frith v. Whole Foods Mkt., Inc., 38 F.4th 263, 270 (1st Cir. 2022). The plausibility standard is not "a probability requirement," but a plaintiff must allege enough facts "to nudge [her] claims across the line from" possible to plausible. Thornton v. Ipsen Biopharmaceuticals, Inc., 126 F.4th 76, 80 (1st Cir. 2025) (citation modified). In evaluating whether Grygiel's claims are plausible, we consider only the non-speculative facts she has - 7 - included in her complaint and put aside any allegations that amount to legal labels or conclusions. Id. III. DISCUSSION Grygiel appeals the district court's dismissal of her discrimination, retaliation, and wrongful termination claims.3 She contends that the court did not apply the correct legal standard in granting HealthEquity's motion to dismiss and that it ignored certain facts she alleged in her complaint. On de novo review, we discern no such errors. A. Sex Discrimination Grygiel argues that the district court erred in dismissing her claim that she was fired because she is a woman. In her view, the court incorrectly required her to demonstrate a prima facie case of discrimination at the motion-to-dismiss stage and then compounded its error by evaluating her factual allegations piecemeal rather than as a whole. We disagree. To begin, the same legal standards govern Grygiel's discrimination claims under federal and Massachusetts law, at least for our purposes, because "[n]either party has identified a material distinction" in the relevant law on the issues critical to this case. Id. at 81 (alteration in original) (quoting Bazinet v. Beth Israel Lahey Health, Inc., 113 F.4th 9, 12 n.1 (1st Cir. 3 The district court had supplemental jurisdiction under 28 U.S.C. § 1367(a) to adjudicate Grygiel's state law claims. - 8 - 2024)). Title VII makes it unlawful for an employer "to discharge any individual . . . because of such individual's . . . sex." 42 U.S.C. § 2000e-2(a)(1). And Chapter 151B prohibits "discharg[ing]" an employee "because of" their sex. Mass. Gen. Laws ch. 151B, § 4(1). Thus, under either statute, "the complaint must support a plausible finding that the adverse employment action was taken 'because of' the plaintiff's sex." Waleyko v. Phelan, 146 F.4th 89, 95 (1st Cir. 2025) (citation modified); see also Thompson v. Coca-Cola Co., 522 F.3d 168, 176 (1st Cir. 2008) (listing the causation requirement among other elements of a Chapter 151B claim). As to Grygiel's argument about the district court's discussion of the elements of a prima facie case, the court was careful to explain that it was considering those elements only "as a prism to shed light on the plausibility of" her claim, consistent with our precedent. Grygiel, 2025 WL 3451342, at *5 (quoting Rodríguez-Reyes v. Molina-Rodríguez, 711 F.3d 49, 54 (1st Cir. 2013)). Nothing in the district court's opinion indicates that it failed to apply the plausibility standard in conducting that analysis. The district court also evaluated the allegations in Grygiel's complaint as a whole, contrary to her arguments. For example, the court discussed in a single paragraph the alleged reaction by Easterly to Grygiel's report about the security audit - 9 - results, the gendered comments about Grygiel by some of her male colleagues, and the echoing by Griggs of one of those comments during the meeting about the second PIP. Id. But the district court concluded that these allegations, even put together, were not enough to render plausible Grygiel's claim that she was terminated because she is a woman. Id. The court correctly discounted as conclusory Grygiel's allegation that Easterly was hostile when she presented her findings about the security audit "because Grygiel -- a woman in a male-dominated industry -- was providing [him] directly with critical . . . negative feedback." Id. (alteration in original). No facts in the complaint supported Grygiel's assertion that gender bias was the reason for Easterly's negative reaction to the audit results, especially given the obvious alternative explanations for his hostility, such as resistance to addressing problems with the database. See Frith, 38 F.4th at 275-76 (finding plausibility standard not met because the facts supported an "obvious alternative explanation" for the employer's actions and no allegations pointed away from that obvious, non-discriminatory explanation (citation modified)). The court was also right that the "stray" comments Grygiel identified, which were made by colleagues she never alleged had decision-making authority over her employment or influence over those who made the decision to terminate her, were not enough to overcome a motion to dismiss. - 10 - Grygiel, 2025 WL 3451342, at *5 (citation modified); see also Crawford, 178 F.4th at 744-45 (upholding grant of motion to dismiss when factual allegations in the complaint were "untethered" to the motivations of individuals who decided to terminate the plaintiff's employment). And the court reasoned that Griggs's statements to Grygiel during the second PIP meeting that "the chief complaint is that you're a know-it-all and will not stay in your lane" were gender neutral, Grygiel, 2025 WL 3451342, at *5, and Grygiel has not argued otherwise on appeal. To be sure, Grygiel is correct that the district court did not emphasize the "token woman" comment by Sahu in its legal analysis of her gender discrimination claim, although it did highlight his "Miss Know-It-All" comment and discussed both of Sahu's comments in the factual background section of its opinion. Id. at *2, *5. But as the court pointed out, "the discriminatory intent of which [Grygiel] complains must be traceable to the person or persons who made the decision to fire [her]." Thompson, 522 F.3d at 178 (quoting Bennett v. Saint-Gobain Corp., 507 F.3d 23, 31 (1st Cir. 2007)).4 And Grygiel did not allege that Sahu, a project manager at the company, had any role in the decision to terminate her. Nor did she allege that Easterly or Griggs ever 4 At oral argument, Grygiel suggested that she may have been "subordinate" to Sahu in HealthEquity's hierarchy. But the complaint contains no such allegation. - 11 - echoed his "token woman" comment. To the contrary, Griggs's explanation that the chief complaint about Grygiel was that she would "not stay in [her] lane" is consistent with Grygiel's own allegations that she continued to meet with HealthEquity teams to share her database security concerns, despite her supervisor's directions. See, e.g., Crawford, 178 F.4th at 744 (explaining that "dislike of [the plaintiff's workplace] methods or personality is not, without more, indicative of discrimination"). Importantly, Grygiel did not plead that any male coworker who made comments about her gender had any role whatsoever in her termination, or that Easterly overheard any such comments other than Sahu's. That Easterly participated in the remote meeting in which Sahu called Grygiel a "token woman" and did not reprimand Sahu for that sexist statement in the meeting is not enough to make it more than merely "conceivable" that Easterly fired Grygiel because of her sex almost a year later. Thornton, 126 F.4th at 80 (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 554, 570 (2007)). Although the allegations in Grygiel's complaint are "consistent with" sex discrimination, they do not nudge her discrimination claim across the line from possible to plausible. Frith, 38 F.4th at 270 (quoting Ocasio-Hernández v. Fortuño-Burset, 640 F.3d 1, 9 (1st Cir. 2011)). Instead, we agree with the district court that Grygiel failed to "plead[] facts that - 12 - permit the reasonable inference that HealthEquity fired her because of her gender." Grygiel, 2025 WL 3451342, at *5 (emphasis added). Thus, we affirm the dismissal of her gender discrimination claims. B. Retaliation Grygiel also contends that the district court erred in dismissing her retaliation claims. According to Grygiel, HealthEquity fired her for sending company documents to her personal email account, and that conduct was protected under federal and state employment law because she was acting to "preserve evidence" for a potential discrimination claim. The district court concluded that Grygiel had not sufficiently alleged a causal connection between her purportedly protected conduct and her termination, and we agree.5 See id. at *7. To plead a plausible retaliation claim, Grygiel was required to allege that she engaged in conduct protected by the relevant employment statutes "and that, because of her conduct, her employer took materially adverse action against her." Deangelis v. Hasbro, Inc., 165 F.4th 646, 652 (1st Cir. 2026); see 5Thus, we do not address whether Grygiel's "self-help discovery" qualifies as protected conduct under federal law (an issue we have yet to resolve) or Massachusetts state law. See Verdrager v. Mintz, Levin, Cohn, Ferris, Glovsky & Popeo, P.C., 50 N.E.3d 778, 803-07 (Mass. 2016) (detailing multifactor test for assessing whether self-help discovery constitutes protected conduct under Chapter 151B). In our analysis, we assume in Grygiel's favor that it does. - 13 - also Frith, 38 F.4th at 277 (requiring a plausible allegation that the employer's discipline "was caused by" the employee's "oppositional conduct"). And Grygiel did allege that HealthEquity's explanation that she was losing her job because she violated company policy was pretextual and that the real reason she was fired was because she was preparing a discrimination claim. But Grygiel did not plead enough facts in her complaint to support that assertion.6 See Frith, 38 F.4th at 277 (explaining that a retaliation claim requires alleging "the necessary causal relationship between" the employer's enforcement of a policy and the employee's oppositional conduct). According to Grygiel, the timing of when she was fired -- she alleged that she was terminated one week after she emailed the documents -- supports an inference of causation. But, as we have explained, we can draw that causation inference only when there are facts suggesting that the employer knew of the protected conduct. See Stratton v. Bentley Univ., 113 F.4th 25, 45 (1st Cir. 2024); Wyatt v. City of Boston, 35 F.3d 13, 16 (1st Cir. 1994) ("One way of showing causation is by establishing that 6 Grygiel highlights her allegation that "HealthEquity conveniently exploited, deliberately misconstrued, and exaggerated Grygiel's self-help discovery efforts as alleged policy violations." That allegation, however, does not include any facts tending to show that HealthEquity fired Grygiel because she was preparing a potential discrimination claim. - 14 - the employer's knowledge of the protected activity was close in time to the employer's adverse action."). Here, the complaint did not include any facts indicating that HealthEquity knew, or had any way of knowing, that Grygiel was acting in support of a discrimination claim when she emailed the documents. She did not allege that she told HealthEquity that she needed the documents to pursue a discrimination claim or that it should have been apparent to HealthEquity that she was considering such a claim from the contents of the documents.7 We do not see how HealthEquity could have fired Grygiel because of "a desire to retaliate against" her for pursuing a discrimination claim when it did not know that she was pursuing such a claim. Stratton, 113 F.4th at 45 (quoting Velazquez-Ortiz v. Vilsack, 657 F.3d 64, 73 (1st Cir. 2011)); see Ponte v. Steelcase Inc., 741 F.3d 310, 323 n.11 (1st Cir. 2014) ("The retaliating party must be aware of the protected activity that he is believed to be retaliating against."). In her reply brief, Grygiel contends that her allegation that HealthEquity knew she had emailed the files to herself is 7At oral argument, Grygiel pointed to the allegation in her complaint that, in response to her second PIP, she told Easterly and Griggs that "she was being set up for failure." But even construing this allegation in the light most favorable to Grygiel, it is not enough to suggest that HealthEquity was on notice that Grygiel was considering a gender discrimination claim as opposed to flagging general frustration with her supervisor. - 15 - enough to plead causation. Not so. See, e.g., Ponte, 741 F.3d at 323 n.11 (supervisor's knowledge that the plaintiff spoke to human resources, without any facts suggesting the supervisor was aware that the plaintiff did so to complain about discrimination, could not support an inference of causation). Grygiel's retaliation theory relies on the premise that she emailed the files "to further a potential claim of gender discrimination" and was fired for doing so. Even accepting her position that self-help discovery qualifies as protected conduct, being fired on grounds unrelated to preparing a discrimination case would not give rise to a retaliation claim. HealthEquity's reaction to her alleged reason for emailing the documents is what, under her retaliation theory, would make her termination illegal. Yet the complaint is devoid of facts from which we can infer that HealthEquity fired her because she emailed the documents for that reason.8 8 Grygiel's analogy to the Uniformed Services Employment and Reemployment Rights Act of 1994 (USERRA), 38 U.S.C. §§ 4301-4335, does not support her arguments. Under USERRA, an employer may not withhold reemployment or other benefits from a service member because they took military leave (assuming certain conditions not relevant here), even if the employer does not know of its USERRA obligations. See 38 U.S.C. § 4311(a). But to violate that law an employer still must know that the employee took military leave. Under Title VII and Chapter 151B, an employer may not retaliate against an employee for "oppos[ing]" a discriminatory practice, even if it does not know of its statutory anti-retaliation obligations. 42 U.S.C. § 2000e-3(a). But it still must know the employee "opposed" an unlawful practice -- here, that Grygiel sent the files to support a discrimination claim. - 16 -  Thus, we see no legal error in the district court's conclusion that Grygiel failed to plead enough facts to support the causal link needed to render her retaliation claim plausible. C. Wrongful Termination in Violation of Public Policy Finally, Grygiel appeals the district court's dismissal of her state law wrongful termination claim. According to Grygiel, HealthEquity violated Massachusetts public policy when it fired her "because she raised a good faith belief that [HealthEquity's] policies and practices could potentially lead to HIPAA violations." Grygiel, 2025 WL 3451342, at *8 (alteration in original). Like the district court, we view the allegations in her complaint as insufficient to state a wrongful termination claim. Under Massachusetts law, an at-will employee like Grygiel generally can be terminated "without notice, for almost any reason or for no reason at all." Sutherland v. Peterson's Oil Serv., Inc., 126 F.4th 728, 744 (1st Cir. 2025) (quoting Jackson v. Action for Bos. Cmty. Dev., Inc., 525 N.E.2d 411, 412 (Mass. 1988)). But the Supreme Judicial Court has carved out an exception to this rule if the termination "violates a clearly established public policy." King v. Driscoll, 638 N.E.2d 488, 492 (Mass. 1994). The exception is designed to be "narrow." Sutherland, 126 F.4th at 744. It typically applies to "employees who are terminated 'for asserting a legally guaranteed right (e.g., filing - 17 - [a] workers' compensation claim), for doing what the law requires (e.g., serving on a jury), or for refusing to do that which the law forbids (e.g., committing perjury).'"9 Id. (alteration in original) (quoting Flesner v. Tech. Commc'ns Corp., 575 N.E.2d 1107, 1110 (Mass. 1991)). It does not apply to terminations based on concerns raised by an employee about purely internal matters, such as the "administration, policy, [or] functioning" of a company or organization. Id. at 745 (quoting King, 638 N.E.2d at 492). Whether a retaliatory firing violates public policy is a question of law for the court. Id. The only theory Grygiel advances on appeal in support of her wrongful termination claim is that "she brought concerns to [HealthEquity] about a public policy," namely HIPAA. In support, she points to the allegations in her complaint that she "reasonably believed that the security issues that she uncovered [in the June 2023 audit] would result in violations of HIPAA." And she contends that she acted within her duties to monitor HealthEquity's HIPAA compliance and that she identified problems that "could have brought HealthEquity out of compliance." 9 Massachusettscourts have also recognized that the exception may come into play "in certain circumstances for employees terminated for performing important public deeds, even though the law does not absolutely require the performance of such a deed." Sutherland, 126 F.4th at 744-45 (quoting Flesner v. Tech. Commc'ns Corp., 575 N.E.2d 1107, 1111 (Mass. 1991)). But Grygiel has not argued that this version of the exception applies here. - 18 -  Grygiel's allegations are not enough to state a wrongful termination claim under the public policy exception as it has been delineated by Massachusetts courts. For example, Grygiel did not allege that she was required by HIPAA or another law to take the actions that she did. See Hobson v. McLean Hosp. Corp., 522 N.E.2d 975, 977 (Mass. 1988) (holding that the plaintiff stated a claim when she alleged that state and local law required her to take a certain action that led to her termination). Holding that an at-will employee may not be fired for raising concerns generally related to legal compliance -- "about a public policy," as Grygiel puts it -- would expand the "doing what the law requires" prong of this exception beyond the confines that Massachusetts courts have recognized. (Emphasis added.) Grygiel's conduct may have been "appropriate and 'socially desirable,'" but that is not enough, as a matter of Massachusetts law, to grant her the protection that she seeks. Sutherland, 126 F.4th at 745 (quoting Mercado v. Manny's T.V. & Appliance, Inc., 928 N.E.2d 979, 983 (Mass. App. Ct. 2010)); see also Wright v. Shriners Hosp. for Crippled Child., 589 N.E.2d 1241, 1245 (Mass. 1992) (declining to apply the at-will exception "simply because [the plaintiff] claim[s] to be reporting on issues that they feel are detrimental to health care"). And the Supreme Judicial Court has previously explained that circumstances much like those alleged by Grygiel -- actions "opposing management - 19 - policies and organizational issues" that an employee believed to be "potentially compromising" patients -- do not fit within this exception. Murray v. Warren Pumps, LLC, 821 F.3d 77, 91 (1st Cir. 2016) (citing Smith-Pfeffer v. Superintendent of the Walter E. Fernald State Sch., 533 N.E.2d 1368, 1371-72 (Mass. 1989)). Grygiel has not alleged facts to make it plausible that she was fired "for doing what the law requires," much less that she was fired because she "assert[ed] a legally guaranteed right" or "refus[ed] to do that which the law forbids." Sutherland, 126 F.4th at 744 (quoting Flesner, 575 N.E.2d at 1110). Thus, we hold that the district court correctly dismissed Grygiel's wrongful termination claim. IV. CONCLUSION For all these reasons, we affirm the district court's order. - 20 -