Full Opinion

USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 1 of 20 NOT FOR PUBLICATION In the United States Court of Appeals For the Eleventh Circuit ____________________ No. 26-10630 Non-Argument Calendar ____________________ NADINE FRAKES, Plaintiff-Appellant, versus CITY OF BOYNTON BEACH, JOSEPH DEGIULIO, THOMAS HAAS, ALYSSA PACIELLO, JODI SCOTT, Defendants-Appellees. ____________________ Appeal from the United States District Court for the Southern District of Florida D.C. Docket No. 9:25-cv-80396-AMC ____________________ Before BRASHER, ABUDU, and ANDERSON, Circuit Judges. USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 2 of 20 2 Opinion of the Court 26-10630 PER CURIAM: Nadine Frakes challenges the district court’s dismissal of her 42 U.S.C. § 1983 suit against the City of Boynton Beach and several members of the Boynton Beach Police Department—Chief Joseph DeGiulio, Sergeant Thomas Haas, Officer Alyssa Paciello, and Of- ficer Jodi Scott. Frakes contends that the district court erred in de- termining (1) that Frakes had failed to state a claim against Haas, Paciello, and Scott that could overcome qualified immunity, (2) that she had failed to state a Monell claim against Boynton Beach, and (3) that she had failed to state a claim against DeGiulio for su- pervisory liability. And Frakes argues that even if the district court were correct regarding the above, the court erred in dismissing Frakes’s complaint with prejudice instead of giving her an oppor- tunity to amend her complaint. Upon careful consideration, we af- firm the district court’s order dismissing Frakes’s complaint with prejudice. I. Frakes filed a complaint against the City of Boynton Beach, Chief Joseph DeGiulio, Sergeant Thomas Haas, Officer Alyssa Paci- ello, and Officer Jodi Scott, seeking damages through 42 U.S.C. § 1983 for purported Fourth Amendment violations that occurred while BBPD officers were investigating the death of Frakes’s daughter. For purposes of this appeal from the district court’s grant of a motion to dismiss for failure to state a claim, “we take the facts alleged in the [operative] complaint as true and construe them in the light most favorable to the plaintiff.” Afr. People’s Educ. & Def. USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 3 of 20 26-10630 Opinion of the Court 3 Fund, Inc. v. Pinellas County, 184 F.4th 1194, 1199 (11th Cir. 2026) (quoting DeMarcus v. Univ. of S. Ala., 133 F.4th 1305, 1309 n.1 (11th Cir. 2025)). On March 27, 2023, at 8:08 PM, Frakes’s daughter, Michelle, passed away due to complications from multiple sclerosis. At 8:45 PM, Frakes called Trustbridge, a hospice facility, and informed them that a local cremation service would pick up Michelle’s body the following day. Trustbridge told Frakes that paramedics would have to confirm that Michelle was in fact deceased. Trustbridge then called city paramedics. No indication was made that there was an emergency or that foul play was involved. Both paramedics and BBPD officers were dispatched to Frakes’s home. At 10:51 PM, the paramedics entered the home. A police officer (not a party here) attempted to prop open Frakes’s door. Frakes told the officer to stop and closed the door. Then, at 10:55 PM, Scott and Paciello entered Frakes’s home without asking permission. Frakes objected as soon as she saw the officers, repeatedly telling them that they couldn’t just come into her house uninvited. But Scott and Paciello stayed in the house. After the paramedics declared Frakes’s daughter deceased, they left the house. Scott and Paciello remained, however, and at 11:02 PM, Haas joined them. The officers began inspecting Frakes’s home. Paciello, on Haas’s instruction, examined Michelle’s body, even lifting one of her eyelids. The officers then told Frakes that she could not keep her daughter’s body overnight unless the temperature of her home USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 4 of 20 4 Opinion of the Court 26-10630 reached thirty-two degrees Fahrenheit. Frakes maintains that this instruction was based on a misinterpretation of Florida law. Frakes argued with the officers, repeatedly insisting that they leave. Even- tually, Haas told Paciello and Scott to leave, but he remained, at- tempting to explain to Frakes that the potential that someone was in danger had justified the officers entering her house. Finally, Haas left the house as well. After the events of March 27, Frakes had four further inter- actions with the BBPD. The first was a call with Haas on March 28, in which he told her that BBPD officers were dispatched because of the “medical call” and that “exigent circumstances” had obviated the need for the officers to get permission to enter her home. Dkt. No. 20 ¶ 84. The second was a home visit on April 24 from Captain Jose Rivera, who told Frakes that “Paciello checked the decedent’s eyes . . . because [Frakes] was ‘under suspicion’ of ‘strangling’ her daughter.” Id. ¶ 92. And he explained that the officers “didn’t know what they were walking into,” noting that it “could have been a hostage situation.” Id. ¶ 92. Then, on June 3, after Frakes filed a complaint with Boynton Beach, she had a phone call with Sergeant Jean Widy, an Internal Affairs Investigator. Widy explained that “the officers did not con- duct a search and that they entered [Frakes’s] home to ‘conduct a visual inspection of the decedent per protocol.’” Id. ¶ 95. And, fi- nally, on June 23, DeGuilio “wrote [Frakes] that the March 27th incident had been the subject of a ‘thorough review’ and that the USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 5 of 20 26-10630 Opinion of the Court 5 evidence did not support ‘the burden of proof required’ to sustain [Frakes’s] allegations of impropriety and unlawfulness.” Id. ¶ 98. Frakes brought fifteen claims in total, all under 42 U.S.C. § 1983. Count 1 alleged that Boynton Beach had failed to properly train BBPD officers with respect to (1) the Fourth Amendment and (2) Florida law pertaining to the disposition of a corpse. Counts 2 and 3 made failure-to-train allegations against DeGiulio in his offi- cial and individual capacities, respectively. And Counts 4 through 15 brought unreasonable search and seizure claims against Haas, Paciello, and Scott, in their individual and official capacities. The defendants moved to dismiss Frakes’s complaint for fail- ure to state a claim. Upon the recommendation of a magistrate judge, the district court held (1) as to the individual-capacity claims against Haas, Paciello, and Scott, that the pleaded facts were insuf- ficient to overcome qualified immunity; (2) as to the failure-to-train claims against Boynton Beach, that the pleaded facts were insuffi- cient to establish Monell liability; and (3) as to the individual-capac- ity claim against DeGiulio, that the pleaded facts were insufficient to support supervisory liability. Because the official-capacity claims against DeGiulio, Haas, Paciello, and Scott could survive only if a claim was sufficiently pleaded against Boynton Beach, those claims failed as well. Finally, because Frakes did not file a motion to amend her complaint, the district court dismissed the complaint with prejudice—against the recommendation of the magistrate judge. Frakes now appeals the district court’s order and final judg- ment. USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 6 of 20 6 Opinion of the Court 26-10630 II. “We review de novo the dismissal of a complaint for failure to state a claim.” McCarthy v. City of Cordele, 111 F.4th 1141, 1145 (11th Cir. 2024). A complaint states a claim if its well-pleaded alle- gations, taken as true and viewed in the light most favorable to the plaintiff, “permit a ‘reasonable inference’ that the defendant is lia- ble.” Id. (quoting Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009)). “We ignore any threadbare recitals of the elements of a cause of action that the complaint supports with only conclusory statements.” Id. (citation modified). III. Frakes challenges the district court’s determinations on all fifteen counts, as well as the district court’s decision to dismiss her complaint with prejudice. For the reasons below, we hold that the district court correctly determined on all counts that Frakes failed to state a claim. And we hold that the district court did not abuse its discretion in dismissing the complaint with prejudice. A. We begin with Counts 10, 11, and 12, the individual-capac- ity, unreasonable search claims against Haas, Paciello, and Scott. To proceed on these claims, Frakes must overcome the bar of qual- ified immunity. We hold that she has not done so. USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 7 of 20 26-10630 Opinion of the Court 7 “To invoke the defense of qualified immunity, a govern- ment official must have been acting within the scope of his ‘discre- tionary authority’ when the allegedly wrongful acts occurred.” Spencer v. Benison, 5 F.4th 1222, 1230 (11th Cir. 2021). An official acts within the scope of his discretionary authority when he “(a) perform[s] a legitimate job-related function (that is pursue[s] a job- related goal), (b) through means that were within his power to uti- lize.” Id. at 1231 (quoting Est. of Cummings v. Davenport, 906 F.3d 934, 940 (11th Cir. 2018)). In applying this test, “we look to the gen- eral nature of the defendant’s action, temporarily putting aside the fact that it may have been committed for an unconstitutional pur- pose, in an unconstitutional manner, to an unconstitutional extent, or under constitutionally inappropriate circumstances.” Est. of Cummings, 906 F.3d at 940 (quoting Mikko v. City of Atlanta, 857 F.3d 1136, 1144 (11th Cir. 2017)). If the official was acting within the scope of his discretionary authority, “the burden shifts to the plaintiff to show that the offi- cial’s conduct (1) violated federal law (2) that was clearly estab- lished at the relevant time.” Spencer, 5 F.4th at 1230. “This two- pronged analysis may be done in whatever order is most appropri- ate for the case.” Id. (citation modified). “A plaintiff can show that a right is clearly established . . . in three ways.” Hughes v. Locure, 166 F.4th 121, 128 (11th Cir. 2026). First, “by pointing to a materially similar decision of the Supreme Court, of this Court, or of the su- preme court of the state in which the case arose.” Id. (quoting Pow- ell v. Snook, 25 F.4th 912, 920 (11th Cir. 2022)). Second, “by estab- lishing that a broader, clearly established principle should control USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 8 of 20 8 Opinion of the Court 26-10630 the novel facts of the case.” Id. And third, “by convincing us that the case is one of those rare ones that fits within the exception of conduct which so obviously violates the constitution that prior case law is unnecessary.” Id. The second and third paths are nar- row: “we look for obvious clarity—a principle or provision so clear that, even without specific guidance from a decision involving ma- terially similar facts, the unlawfulness of the officer’s conduct is ap- parent.” Id. (citation modified). The district court determined that Haas, Paciello, and Scott were acting within the scope of their discretionary authority. And it ruled that the report of a dead body constituted an exigent cir- cumstance sufficient to justify the officers’ “cursory sweep of the house and the daughter’s body.” Dkt. No. 42 at 10–12. And even if not, the court held that Frakes had failed to show that the report of a dead body was clearly established not to be an exigent circum- stance. We agree with the district court that the officers’ actions did not violate clearly established federal law. The exigent circum- stances exception to the Fourth Amendment’s general prohibition on warrantless searches “recognizes a ‘warrantless entry by crimi- nal law enforcement officials may be legal when there is a compel- ling need for official action and no time to secure a warrant.’” United States v. Holloway, 290 F.3d 1331, 1334 (11th Cir. 2002) (quot- ing Michigan v. Tyler, 436 U.S. 499, 509 (1978)). At the qualified im- munity stage, the key question is whether “it is arguable that [the officers] had an objectively reasonable basis” to conclude that the USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 9 of 20 26-10630 Opinion of the Court 9 search in question “was necessary to avoid serious harm.” Marbut v. Phillips, 176 F.4th 1256, 1265 (11th Cir. 2026) (citation modified). If the exigent circumstance involves the investigation of a potential crime (e.g., a warrantless search to prevent the destruction of evi- dence), the officers must possess “arguable probable cause”— where “reasonable officers in the same circumstances and pos- sessing the same knowledge . . . could have believed that probable cause existed.” Hardigree v. Lofton, 992 F.3d 1216, 1225 (11th Cir. 2021) (quoting Swint v. City of Wadley, 51 F.3d 988, 996 (11th Cir. 1995)). Notably, Frakes has not cited a single controlling authority that has held that a report of a dead body inside a home cannot justify a search of the sort conducted here. Instead, she focuses pri- marily on explaining why, in her view, precedent does not compel the application of the exigent circumstances exception as a matter of Fourth Amendment law. It may be true, as Frakes argues, that the report of a dead body does not necessarily justify an exigent circumstances search in every case. See, e.g., United States v. Giam- bro, 126 F.4th 46, 57 (1st Cir. 2025) (holding that report of death does not “always satisfy” the exigency exception to a warrant). But the qualified immunity analysis does not ask whether it is clearly established that the officers’ conduct did not violate the right at is- sue. Instead, we ask whether “the contours of [the] right [are] suf- ficiently clear such that every reasonable officer would have under- stood his conduct to violate that right.” Aguirre v. Seminole County, 158 F.4th 1276, 1296 (11th Cir. 2025). USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 10 of 20 10 Opinion of the Court 26-10630 We cannot say the contours of the right against unreasona- ble searches are so clearly defined as to make it obvious that the BBPD officers violated that right here. Thus, we affirm the district court’s dismissal of Counts 10, 11, and 12 as insufficiently pleaded to overcome qualified immunity. B. Next, we address Counts 4, 5, and 6—the individual-capac- ity, unreasonable seizure claims against Haas, Paciello, and Scott. Once again, these claims require that Frakes overcome qualified immunity. And once again, we hold that she has not done so. The district court determined that “the officers are entitled to qualified immunity for making a Terry stop within [Frakes’s] home.” Dkt. No. 42 at 14. “Under Terry, law enforcement officers may detain a person briefly for an investigatory stop if they have a reasonable, articulable suspicion based on objective facts that the person has engaged in, or is about to engage in, criminal activity.” United States v. Powell, 222 F.3d 913, 917 (11th Cir. 2000). “A law enforcement official who reasonably but mistakenly concludes that reasonable suspicion is present is still entitled to qualified immun- ity.” Jackson v. Sauls, 206 F.3d 1156, 1165–66 (11th Cir. 2000). “[T]he issue,” at that stage, “is not whether reasonable suspicion existed in fact, but whether the officer had ‘arguable’ reasonable suspicion to support an investigatory stop.” Id. at 1166. To determine whether there was arguable reasonable suspicion, we analyze “whether, un- der the facts as alleged, a reasonable officer could have believed that the stop comported with the Fourth Amendment.” Meshal v. USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 11 of 20 26-10630 Opinion of the Court 11 Comm’r, Georgia Dep’t of Pub. Safety, 117 F.4th 1273, 1288 (11th Cir. 2024) (citation modified). To execute a Terry stop in someone’s home, exigent circumstances are also required. Moore v. Pederson, 806 F.3d 1036, 1039 (11th Cir. 2015). The district court concluded that the officers had reasonable articulable suspicion that, first, Frakes’s daughter had died from un- natural causes, and second, Frakes was about to violate Florida law regarding the proper storage of human remains. To the extent this latter suspicion rested on a mistake of law, the court concluded that the mistake did not defeat qualified immunity. The exigent circum- stances requirement, the court ruled, was met by the same exigent circumstances that justified entry into the home. We agree with the district court. It is understandable why a mother who had spent years caring for her sick daughter would be upset by questions about foul play. But where the owner of a home reports a dead body inside, it is difficult to say that there is no argu- ably reasonable suspicion that the owner may have been responsi- ble. Frakes responds that even if the initial entry into the home to ensure that there was no emergency or foul play was justified, the officers should have left immediately after those concerns were mollified. For this proposition Frakes cites the requirement that a Terry stop in someone’s home be justified by an exigent circum- stance, arguing that once the exigent circumstance expires, the Terry stop must end. USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 12 of 20 12 Opinion of the Court 26-10630 This argument ignores the fact that, during the course of the Terry stop, the officers became aware that Frakes intended to keep the body in her house overnight. The officers thought that doing so would violate Florida Statutes section 497.386, which sets out requirements for the storage and preservation of human remains. FLA. STAT. § 497.386 (2023). It is true that an exigent circumstance is required to initiate a Terry stop in a person’s home. Moore, 806 F.3d at 1039. But as the district court explained, it is at best unclear whether continued exigent circumstances are required to maintain the Terry stop where the officers discover that the subject of the stop intends to violate the law. The primary wrinkle here is that Frakes claims her intention to keep her daughter’s body overnight was consistent with Florida law. She bases this claim on Florida Statutes section 497.386(2), which says, in relevant part, that “[a] dead human body may not be held in any place or in transit over 24 hours after death or pending final disposition unless the body is maintained under refrigeration at a temperature of 40 degrees Fahrenheit or below or is embalmed or otherwise preserved” in an approved manner. FLA. STAT. § 497.386(2). Her view is that this provision gave her a right to keep her daughter’s body for twenty-four hours, regardless of the ambi- ent temperature. Both the magistrate judge and the district court seem to have adopted this understanding. Frakes’s interpretation of subsection 497.386(2) is not obvi- ously correct, however. Immediately preceding subsection (2), sub- section (1) says that “[a] person may not store or maintain human USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 13 of 20 26-10630 Opinion of the Court 13 remains at any establishment . . . except an establishment . . . li- censed under this chapter or a health care facility, medical exam- iner’s facility, morgue, or cemetery holding facility.” Id. § 497.386(1) (emphasis added). Taken together, a plausible reading of subsection (2) is as qualifying the way in which establishments authorized in subsection (1) may store human remains. And under that reading, Frakes had no right to store her daughter’s body over- night. We need not determine which reading is correct. Suffice it to say, to the extent the officers were mistaken in thinking that Frakes was going to violate the law, that mistake was not so obvi- ously incorrect as to destroy qualified immunity. See Wilson v. Sec’y, Dep’t of Corr., 54 F.4th 652, 661 (11th Cir. 2022) (“[G]overnment of- ficials ‘will not be liable for mere mistakes in judgment, whether the mistake is one of fact or one of law.’” (quoting Butz v. Economou, 438 U.S. 478, 507 (1978)). Thus, the district court correctly held that the officers were entitled to qualified immunity for the Terry stop effectuated in Frakes’s home. We affirm the district court’s dismis- sal of Counts 4, 5, and 6 as insufficiently pleaded to overcome qual- ified immunity. C. We now move to Count 1, the failure-to-train claim against Boynton Beach. We agree with the district court that Frakes has failed to properly plead a Monell claim against Boynton Beach. Under section 1983, “a municipality can be liable in only three situations.” Smothers v. Childers, 159 F.4th 922, 930 (11th Cir. USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 14 of 20 14 Opinion of the Court 26-10630 2025). “[F]irst and second, when execution of a government’s (a) policy or (b) custom inflicts the injury the plaintiff suffered.” Id. (ci- tation modified). “[A]nd third, when a municipal official ‘with final policy-making authority in the area of the act or decision’ makes the challenged act or decision.” Id. at 930–31 (quoting Cuesta v. Sch. Bd. of Miami-Dade Cnty., 285 F.3d 962, 968 (11th Cir. 2002)). Then the plaintiff “must establish that the municipality undertook the challenged policy, custom, act, or decision . . . ‘with deliberate in- difference to its known or obvious consequences.’” Id. at 931 (quot- ing McDowell v. Brown, 392 F.3d 1283, 1291 (11th Cir. 2004)). And the plaintiff must show a “direct causal link between the municipal action and the deprivation of federal rights.” Id. Where the challenged policy is a failure to train, the burden is even heavier. “[A] plaintiff must present some evidence that the municipality knew of a need to train . . . in a particular area and the municipality made a deliberate choice not to take any action.” Ed- wards v. Grubbs, 179 F.4th 909, 929 (11th Cir. 2026) (quoting Gold v. City of Miami, 151 F.3d 1346, 1350 (11th Cir. 1998)). “A pattern of similar constitutional violations by untrained employees is ordinar- ily necessary to demonstrate deliberate indifference for purposes of failure to train.” Id. at 929–30 (quoting Connick v. Thompson, 563 U.S. 51, 62 (2011)). “But a single constitutional violation may result in municipal liability when there is sufficient independent proof that the moving force of the violation was a municipal policy or custom.” Id. at 930 (citation modified). USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 15 of 20 26-10630 Opinion of the Court 15 Frakes’s complaint alleged two ways in which the BBPD of- ficers were inadequately trained. First, that they “were not ade- quately trained on Florida law pertaining to the disposition of a corpse.” Dkt. No. 20 ¶ 116. And second, that they were not “ade- quately trained on the limits of their abilities [t]o search . . . and seize.” Id. ¶ 117. But the facts pleaded in Frakes’s complaint do not permit a reasonable inference of a failure to train on the part of Boynton Beach. There are simply no allegations in the complaint of facts that would allow an inference that BBPD’s training poli- cies—or purported lack thereof—gave rise to a pattern of consti- tutional violations (or even complaints) when BBPD officers re- sponded to deceased-person calls. One final matter. For the first time on appeal, Frakes at- tempts to save her Monell claim by pressing a ratification theory of municipal liability. Frakes never raised this theory below, let alone preserved it for an appeal. See Ruckh v. Salus Rehab., LLC, 963 F.3d 1089, 1111 (11th Cir. 2020) (“[I]f a party hopes to preserve a claim . . . on appeal, she must first clearly present it to the district court . . . .” (quoting Juris v. Inamed Corp., 685 F.3d 1294, 1325 (11th Cir. 2012)); 11TH CIR. R. 3-1 (“A party failing to object to a magis- trate judge’s findings or recommendations contained in a report and recommendation . . . waives the right to challenge on appeal the district court’s order based on unobjected-to factual and legal conclusions . . . .”). Thus, we decline to address that issue. We therefore affirm the district court’s dismissal of Count 1. Additionally, Frakes does not dispute on appeal the district court’s USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 16 of 20 16 Opinion of the Court 26-10630 further conclusion that the official-capacity claims in Counts 2, 7, 8, 9, 13, 14, and 15 rise or fall based on whether a Monell claim had been properly pleaded against Boynton Beach. See Swain v. Junior, 958 F.3d 1081, 1092 (11th Cir. 2020) (explaining that because suing a municipal officer in his official capacity “generally represents only another way of pleading an action against an entity of which an officer is an agent,” such a suit “must also satisfy the requirements of Monell” (citation modified)). We agree and accordingly affirm the district court’s dismissal of those claims as well. D. Next, we turn to Count 3, the individual-capacity, failure-to- train claim against DeGiulio. We agree with the district court that Frakes has failed to state a claim. “[S]upervisory liability under § 1983 occurs either when the supervisor personally participates in the alleged unconstitutional conduct or when there is a causal connection between the actions of a supervising official and the alleged constitutional deprivation.” Myrick v. Fulton County, 69 F.4th 1277, 1297 (11th Cir. 2023) (quot- ing Cottone v. Jenne, 326 F.3d 1352, 1360 (11th Cir. 2003)). A causal connection may be established in three circumstances. First, when a “history of widespread abuse puts the responsible supervisor on notice of the need to correct the alleged deprivation, and he or she fails to do so.” Id. at 1298 (quoting Mathews v. Crosby, 480 F.3d 1265, 1270 (11th Cir. 2007)). Second, when “a supervisor’s custom or pol- icy results in deliberate indifference to constitutional rights.” Id. USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 17 of 20 26-10630 Opinion of the Court 17 And third, when “facts support an inference that the supervisor di- rected subordinates to act unlawfully or knew that subordinates would act unlawfully and failed to stop them from doing so.” Id. As the district court explains, there are simply no facts al- leged in Frakes’s complaint that support a reasonable inference that any of these circumstances exist. Like we discussed above, there is no evidence that a situation like this one has ever before given rise to a constitutional violation—or even a complaint. Nor is there any evidence that DeGiulio ordered his subordinates to act unlawfully. We therefore affirm the district court’s dismissal of Count 3. E. Finally, we address Frakes’s argument that the district court should have allowed Frakes an opportunity to amend her com- plaint. We hold that the district court did not abuse its discretion by dismissing Frakes’s complaint with prejudice. Under Federal Rule of Civil Procedure 15, after the time for an amendment as of right has expired, “a party may amend its pleading only with the opposing party’s written consent or the court’s leave.” FED. R. CIV. P. 15(a)(2). The rule also instructs that “[t]he court should freely give leave when justice so requires.” Id. This latter provision means that although “the grant or denial of an opportunity to amend” a complaint “is within the discretion” of the district court, “outright refusal to grant . . . leave without any jus- tifying reason” is “merely abuse of that discretion and inconsistent with the spirit of the Federal Rules.” Foman v. Davis, 371 U.S. 178, 182 (1962). The district court must instead articulate some reason USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 18 of 20 18 Opinion of the Court 26-10630 for denying leave to amend, “such as undue delay, bad faith or di- latory motive on the part of the movant, repeated failure to cure deficiencies by amendments previously allowed, undue prejudice to the opposing party by virtue of allowance of the amendment, futility of amendment, etc.” Id. Here, however, Frakes never properly moved to amend. The only time she requested that the Court allow her to amend her claims was in one sentence at the end of her response to the de- fendants’ motion to dismiss. But we have said that where “a re- quest for leave to file an amended complaint simply is imbedded within an opposition memorandum, the issue has not been raised properly” and has “no legal effect.” Pop v. LuliFama.com LLC, 145 F.4th 1285, 1298 (11th Cir. 2025) (quoting Newton v. Duke Energy Fla., LLC, 895 F.3d 1270, 1277 (11th Cir. 2018)). And a “district court is not required to grant a plaintiff leave to amend his complaint sua sponte when the plaintiff, who is represented by counsel, never filed a motion to amend nor requested leave to amend before the district court.” Id. at 1297 (quoting Wagner v. Daewoo Heavy Indus. Am. Corp., 314 F.3d 541, 542 (11th Cir. 2002)). “That is, a district court may dismiss a complaint with prejudice where the plaintiff fails to request leave to amend.” Id. at 1298 (citation modified). Frakes raises three reasons for why Pop should not be applied here. First, Frakes points out that the defendants’ motion to dismiss included an alternative request for an order requiring a more defi- nite statement. It is unclear why this fact is relevant; the defendants USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 19 of 20 26-10630 Opinion of the Court 19 also quite clearly requested that the complaint be dismissed with prejudice. Second, Frakes calls attention to the fact that the defendants did not object to the magistrate judge’s recommendation that the dismissal be without prejudice and that Frakes be allowed to file an amended complaint. But a district court “may accept, reject, or modify, in whole or in part, the findings or recommendations made by the magistrate judge.” 28 U.S.C. § 636(b)(1). That the district court exercised its discretion in a manner different than that rec- ommended by a magistrate judge is no grounds for reversal. Third, Frakes argues that requiring her to file a request to amend before the district court ruled on the motion to dismiss would impose an undue burden, particularly as the Southern Dis- trict of Florida’s local rules require a motion to amend to be accom- panied by a proposed amended complaint. We disagree. Frakes cites no principle of law for this proposition, except a general refer- ence to her rights under Federal Rules of Civil Procedure 8(a) and 15(a)(2). But nothing in either of those rules requires a court to grant leave to amend sua sponte. Nor does either rule say anything about whether a motion for leave to amend may be required to include the proposed amendment; if anything, it may be difficult to determine whether “justice . . . requires” an amendment without knowing what the amendment is. FED. R. CIV. P. 15(a)(2). In sum, because Frakes did not properly request to amend her complaint, the district court did not abuse its discretion by not giving her leave to amend. We therefore affirm. USCA11 Case: 26-10630 Document: 33-1 Date Filed: 11/12/2026 Page: 20 of 20 20 Opinion of the Court 26-10630 IV. For the foregoing reasons, we AFFIRM the district court’s order dismissing with prejudice Frakes’s complaint for failure to state a claim.