Full Opinion

USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 1 of 39 PUBLISHED UNITED STATES COURT OF APPEALS FOR THE FOURTH CIRCUIT No. 25-2087 FAIRFAX COUNTY SCHOOL BOARD, Plaintiff – Appellant, v. LINDA MCMAHON, in her official capacity as Secretary of Education of the United States; UNITED STATES DEPARTMENT OF EDUCATION, Defendants – Appellees. ----------------------------- EQUALITY VIRGINIA; ARLINGTON GENDER IDENTITY ALLIANCE; NORTHERN VIRGINIA FAMILIES; NAACP LEGAL DEFENSE AND EDUCATION FUND, INC.; NAACP, Amici Supporting Appellant. and ALLIANCE DEFENDING FREEDOM; COMMONWEALTH OF VIRGINIA AND 20 OTHER STATES; AMERICA FIRST LEGAL FOUNDATION, Amici Supporting Appellees. No. 25-2107 ARLINGTON SCHOOL BOARD, Plaintiff – Appellant, USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 2 of 39 v. LINDA MCMAHON, in her official capacity as Secretary of Education of the United States; UNITED STATES DEPARTMENT OF EDUCATION, Defendants – Appellees. ----------------------------- EQUALITY VIRGINIA; ARLINGTON GENDER IDENTITY ALLIANCE; NORTHERN VIRGINIA FAMILIES; NAACP LEGAL DEFENSE AND EDUCATION FUND, INC.; NAACP, Amici Supporting Appellant. and ALLIANCE DEFENDING FREEDOM; COMMONWEALTH OF VIRGINIA AND 20 OTHER STATES; AMERICA FIRST LEGAL FOUNDATION, Amici Supporting Appellees. Appeals from the United States District Court for the Eastern District of Virginia, at Alexandria. Rossie David Alston, Jr., District Judge. (1:25-cv-01432-RDA-LRV; 1:25- cv-01434-RDA-LRV) Argued: January 29, 2026 Decided: October 15, 2026 Before DIAZ, Chief Judge, and RICHARDSON and RUSHING, Circuit Judges. Vacated and remanded by published opinion. Judge Rushing wrote the majority opinion, in which Chief Judge Diaz concurred. Judge Richardson wrote a dissenting opinion. ARGUED: Timothy J. Heaphy, WILLKIE FARR & GALLAGHER LLP, Washington, D.C., for Appellants. Abhishek Kambli, UNITED STATES DEPARTMENT OF JUSTICE, Washington, D.C., for Appellees. ON BRIEF: Breanna Smith-Bonsu, Chloe Smeltzer, Chicago, Illinois, Joshua N. Mitchell, Fiona Carroll, Lindsay Hemminger, 2 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 3 of 39 WILLKIE FARR & GALLAGHER LLP, Washington, D.C., for Appellants. Stanley Woodward, Jr., Associate Attorney General, UNITED STATES DEPARTMENT OF JUSTICE, Washington, D.C.; Lindsey Halligan, United States Attorney, Matthew J. Mezger, Assistant United States Attorney, Garry D. Hartlieb, Assistant United States Attorney, OFFICE OF THE UNITED STATES ATTORNEY, Alexandria, Virginia, for Appellees. Jason S. Miyares, Attorney General, Kevin M. Gallagher, Solicitor General, Graham K. Bryant, Principal Deputy Solicitor General, Michael C. Dingman, Deputy Solicitor General, Leah J. DeFazio, Assistant Solicitor General, OFFICE OF THE ATTORNEY GENERAL OF VIRGINIA, Richmond, Virginia, for Amicus Commonwealth of Virginia. Steve Marshall, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF ALABAMA, Montgomery, Alabama, for Amicus State of Alabama. Tim Griffin, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF ARKANSAS, Little Rock, Arkansas, for Amicus State of Arkansas. Christopher M. Carr, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF GEORGIA, Atlanta, Georgia, for Amicus State of Georgia. Brenna Bird, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF IOWA, Des Moines, Iowa, for Amicus State of Iowa. Liz Murrill, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF LOUISIANA, Baton Rouge, Louisiana, for Amicus State of Louisiana. Austin Knudsen, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF MONTANA, Helena, Montana, for Amicus State of Montana. Drew Wrigley, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF NORTH DAKOTA, Bismarck, North Dakota, for Amicus State of North Dakota. Alan Wilson, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF SOUTH CAROLINA, Columbia, South Carolina, for Amicus State of South Carolina. Jonathan Skrmetti, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF TENNESSEE, Nashville, Tennessee, for Amicus State of Tennessee. Derek Brown, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF UTAH, Salt Lake City, Utah, for Amicus State of Utah. Stephen J. Cox, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF ALASKA, Anchorage, Alaska, for Amicus State of Alaska. James Uthmeier, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF FLORIDA, Tallahassee, Florida, for Amicus State of Florida. Theodore Rokita, Attorney General OFFICE OF THE ATTORNEY GENERAL OF INDIANA, Indianapolis, Indiana, for Amicus State of Indiana. Kris Kobach, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF KANSAS, Topeka, Kansas, for Amicus State of Kansas. Catherine L. Hanaway, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF MISSOURI, Jefferson City, Missouri, for Amicus State of Missouri. Michael T. Hilgers, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF NEBRASKA, Lincoln, Nebraska, for Amicus State of Nebraska. Dave Yost, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF OHIO, Columbus, Ohio, for Amicus State of Ohio. Marty J. Jackley, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF SOUTH DAKOTA, Pierre, South Dakota, for Amicus State of South Dakota. Ken Paxton, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF TEXAS, Austin, Texas, for Amicus State of Texas. Keith G. Kautz, Attorney General, OFFICE OF THE ATTORNEY GENERAL OF WYOMING, 3 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 4 of 39 Cheyenne, Wyoming, for Amicus State of Wyoming. Erin M. Hawley, Natalie D. Thompson, ALLIANCE DEFENDING FREEDOM, Washington, D.C., for Amicus Alliance Defending Freedom. Joseph J. Wardenski, WARDENSKI P.C., New York, New York, for Amici Equality Virginia, Arlington Gender Identity Alliance, and Northern Virginia Families. Katrina Feldkamp, New York, New York, Deuel Ross, Washington, D.C., Kelly Gardner, NAACP LEGAL DEFENSE & EDUCATIONAL FUND, INC., Atlanta, Georgia, for Amici NAACP Legal Defense & Educational Fund and NAACP. Andrew J. Block, Ian D. Prior, AMERICA FIRST LEGAL FOUNDATION, Washington, D.C., for Amicus America First Legal Foundation. 4 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 5 of 39 RUSHING, Circuit Judge: After an investigation, the United States Department of Education’s Office for Civil Rights determined that the Fairfax County Public School District and the Arlington Public School District were violating Title IX, which prohibits discrimination on the basis of sex in any education program or activity receiving federal financial assistance. When the parties could not reach a negotiated resolution, the Secretary of Education designated the school districts as “high-risk” entities within the federal grant system—with the added condition that federal funds from the Department be available to the school districts only by a reimbursement method of payment—until they correct their Title IX violations. The school districts sued the Department and the Secretary of Education under the Administrative Procedure Act. The school districts asked the district court to declare that they were not violating Title IX, to set aside the high-risk designations, and to enjoin any further enforcement actions. The district court sua sponte dismissed the complaints for lack of jurisdiction, concluding that the Tucker Act gives the Court of Federal Claims exclusive jurisdiction to adjudicate these lawsuits. We disagree and so vacate and remand for further proceedings. I. This dispute concerns the school districts’ policies about sex-segregated facilities. Under the policy adopted by the Fairfax County School Board, “[g]ender-expansive and transgender students” in Fairfax County schools must be allowed to use “a locker room or restroom consistent with the student’s gender identity.” J.A. 57. When school activities require “students to be accommodated overnight, students may be assigned to a room 5 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 6 of 39 consistent with the student’s gender identity.” J.A. 57. The policy forbids schools from requiring “a gender-expansive or transgender student . . . to use a locker room or restroom that conflicts with the student’s gender identity or . . . to us[e] only a private area, single- occupancy accommodation, or other single-use facility.” J.A. 57–58. The Arlington School Board has adopted a similar policy. It requires that “all students” in Arlington public schools be given access to bathrooms and locker rooms “that correspond to a student’s gender identity.” J.A. 271. When school activities require overnight accommodations, “students may be assigned to a room consistent with the student’s gender identity,” and schools must “maintain confidentiality of nonpublic information about students” when making such room assignments. J.A. 271–272. School officials “shall not require a student to stay in a single-occupancy accommodation when such accommodations are not required of other students participating in the same event.” J.A. 272. In February 2025, the Department of Education’s Office for Civil Rights (OCR) received a complaint about the school districts’ policies. Invoking its authority to “enforce[] Title IX . . . and its implementing regulation,” OCR opened an investigation into whether the school districts’ policies violate Title IX. J.A. 61. In response to OCR requests, the school districts produced documents and information. The districts also defended the legality of their policies. Among other things, the school districts argued that their policies not only complied with, but were actually required by, Title IX as this Court interpreted it in Grimm v. Gloucester County School Board, 972 F.3d 586 (4th Cir. 2020). 6 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 7 of 39 Upon completing its investigation, OCR found both school districts (and three other school districts that are not parties here) to be “in violation of Title IX and its implementing regulations.” J.A. 78. In a 21-page “Letter of Findings,” OCR “set[] forth [its] determination in [these] individual OCR case[s].” J.A. 96. OCR disagreed with the school districts’ interpretation of Title IX and, in particular, reasoned that Grimm “does not shield” the districts from liability. J.A. 89. Invoking its authority under 20 U.S.C. § 1682 “to issue and enforce regulations to effectuate” Title IX, OCR explained its view that Title IX and pertinent regulations support “sex-separated sensitive facilities” and that allowing access to such facilities on the basis of gender identity harms students, especially girls. J.A. 82– 83, 88–89. Consequently, OCR concluded that the school districts’ “bathroom, locker room, and sex-segregated intimate facilities policies or regulations violate Title IX and its implementing regulations because they permit access to intimate facilities that correspond with a student’s ‘gender identity,’ which, in turn, requires students to use these intimate facilities in the presence of members of the opposite sex,” thereby “facilitating the significant deleterious effects . . . that Title IX seeks to prevent.” J.A. 89. With the Letter of Findings, OCR sent the school districts a “draft resolution agreement” specifying the actions that would “remedy the violation of Title IX.” J.A. 97. The resolution agreement required the districts to rescind their policies about access to intimate facilities and to issue a memorandum to their schools defining pertinent terms, including “male” and “female.” OCR warned the school districts that refusing to voluntarily execute an agreement would result in “a letter of impending enforcement action.” J.A. 97. 7 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 8 of 39 The school districts did not comply with OCR’s demands. Accordingly, based on the school districts’ continuing “violation of Title IX,” the Department of Education commenced “administrative proceedings seeking suspension or termination of federal financial assistance” to both districts and designated the districts as “‘high-risk’ within the federal grant system.” J.A. 44–45. As part of the high-risk designation, the Department placed the districts’ “grants and subgrants from the Department” on “a reimbursement method of payment” until the districts take “adequate corrective actions” to comply with federal law, which “could include actions laid out in the OCR proposed resolution agreement.” J.A. 51, 268. The reimbursement condition requires each district, whenever it “submits a request to drawdown funds for a particular obligation it intends to charge to a Department grant,” to “submit . . . documentation establishing that the expenditure in question can be allowably charged to the grant and has already been paid for . . . with non- Federal funds.” J.A. 51, 268. The Department warned the school districts that failure to resolve their Title IX violations could result in “additional enforcement actions, including the possible termination of all or some of the Department’s grants.” J.A. 51, 268. A few days later, the school districts each filed separate complaints under the Administrative Procedure Act (APA) in the United States District Court for the Eastern District of Virginia. 1 They also moved for preliminary injunctive relief. In their six-count complaints, the school districts alleged that the high-risk designation was arbitrary and Before filing suit, the school districts submitted requests for reconsideration to the 1 Department, and those requests remained pending when the districts filed their complaints. 8 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 9 of 39 capricious, that the Department’s “action constructively terminating or refusing to continue funds” was “not in accordance with the law set forth in Grimm,” and that the Department acted contrary to the Spending Clause of the Constitution. J.A. 30, 247. The school districts sought various relief that can be grouped into three categories. First, they asked the district court to “vacate and set aside” the high-risk designations, “Defendants’ action constructively denying funds,” and “any other . . . actions taken . . . to implement [a] freeze on federal funds allocated” to the districts. J.A. 38, 255. Second, they asked the district court to declare that their policies do not violate Title IX, that Grimm is “valid and binding” precedent, and that “Defendants’ conditioning and freezing of federal funds” violates the APA and the Spending Clause. J.A. 38, 255–256. Third, they asked the court to enjoin Defendants from “taking enforcement action” against them and from “conditioning, terminating, freezing, or otherwise impeding [their] access to federal funds” and to “[r]equire that Defendants immediately pay . . . any funds that have been denied” on the basis of the school districts’ alleged Title IX violations. 2 J.A. 39, 256. The district court consolidated the cases and sua sponte dismissed both complaints for lack of subject matter jurisdiction. See Fed. R. Civ. P. 12(b)(1). In the court’s view, “almost every count in the Complaint contains specific references to grants, funds, or reimbursements,” and the school districts “base[d] their Complaints around requests to order the payment of money.” Fairfax Cnty. Sch. Bd. v. McMahon, 798 F. Supp. 3d 563, 2 The school districts did not allege that the Department had actually denied them any funds. On appeal, the districts have confirmed that they have not been denied any funds. 9 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 10 of 39 571 (E.D. Va. 2025) (internal quotation marks omitted). The court reasoned that the Tucker Act vests the Court of Federal Claims with jurisdiction to enforce the federal government’s contractual obligations to pay money, therefore the district court lacked jurisdiction to order the requested relief or to entertain the complaints at all. See id. at 571– 572 (citing Dep’t of Educ. v. California, 145 S. Ct. 966 (2025); Nat’l Insts. of Health v. Am. Pub. Health Ass’n, 145 S. Ct. 2658 (2025); Sustainability Inst. v. Trump, No. 25-1575, 2025 WL 1587100 (4th Cir. June 5, 2025)). The school districts timely appealed. They sought injunctions pending appeal, which we denied. II. The only question we consider in this consolidated appeal is whether the district court lacked subject matter jurisdiction to adjudicate every claim in the school districts’ complaints because of the Tucker Act. We have appellate jurisdiction, 28 U.S.C. § 1291, and our review is de novo, Rich v. United States, 811 F.3d 140, 144 (4th Cir. 2015). “It is axiomatic that the United States may not be sued without its consent and the existence of consent is a prerequisite for jurisdiction.” Sustainability Inst. v. Trump, 165 F.4th 817, 825 (4th Cir. 2026) (internal quotation marks omitted). Plaintiffs allege that the APA waives the federal government’s sovereign immunity for their challenges to the Department’s Title IX enforcement actions. We begin by describing the statutory scheme for judicial review of Title IX enforcement proceedings before turning our attention to the Tucker Act and the district court’s reasoning. 10 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 11 of 39 A. Title IX provides that, subject to certain exceptions, no person “shall, on the basis of sex, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any education program or activity receiving Federal financial assistance.” 20 U.S.C. § 1681. Federal agencies that distribute education funding are authorized to issue rules and regulations to effectuate Title IX, and they may enforce those requirements through proceedings to terminate or suspend federal funding or “by any other means authorized by law.” Id. § 1682; see Gebser v. Lago Vista Indep. Sch. Dist., 524 U.S. 274, 280–281, 288 (1998). The agency must pursue voluntary compliance before resorting to enforcement proceedings. 20 U.S.C. § 1682; 34 C.F.R. §§ 100.7(d)(1), 100.8(c), (d); Gebser, 524 U.S. at 288. “Any department or agency action taken pursuant to” the authority in Section 1682 to enforce Title IX and its implementing regulations is “subject to such judicial review as may otherwise be provided by law for similar action taken by such department or agency on other grounds.” 20 U.S.C. § 1683. For example, when the Secretary of Education withholds payment of federal funds, orders recovery of funds from a grant recipient, or issues a cease-and-desist order to compel compliance with the law, those actions are subject to judicial review in the federal court of appeals for the circuit where the funding recipient is located. Id. § 1234g; see id. §§ 1234a, 1234d, 1234e; Tennessee v. Dep’t of Educ., 104 F.4th 577, 604–605 & n.25 (6th Cir. 2024). Congress has authorized the court of appeals to affirm the Secretary’s action or “to set it aside, in whole or in part.” 20 U.S.C. § 1234g(d). If agency action “terminating or refusing to grant or to continue financial 11 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 12 of 39 assistance upon a finding of failure to comply with any requirement imposed pursuant to [S]ection 1682” is “not otherwise subject to judicial review,” then “judicial review of such action” is available in accordance with the APA. Id. § 1683. But denial or withholding of funds is not the only way the Department enforces Title IX. It may also take actions short of termination or suspension to enforce Title IX’s requirements. Id. § 1682 (authorizing federal agencies to enforce Title IX regulations “by any other means authorized by law”); see id. § 1234c(a)(4) (authorizing the Secretary to “take any other action authorized by law” when a recipient of funds fails to “comply substantially with any requirement of law applicable to” its funding). Those enforcement actions are also “subject to such judicial review as may otherwise be provided by law for similar action” taken by the Department on other grounds. Id. § 1683. In some circumstances, this may include judicial review under the APA. See Tennessee, 104 F.4th at 603–605. For example, when the Department has transferred funding recipients to reimbursement status on grounds other than Title IX compliance, see 20 U.S.C. § 1226a-1, district courts have considered challenges to such actions under the APA. See, e.g., Instituto de Educacion Universal Corp. v. Riley, 973 F. Supp. 95, 97 (D.P.R. 1997); see also Bowling Green Jr. Coll. v. U.S. Dep’t of Educ., 687 F. Supp. 293, 297 (W.D. Ky. 1988); cf. Bell v. New Jersey, 461 U.S. 773, 792 (1983) (articulating a presumption of APA review of Section 1226a-1 adjustments to recover funds before the 1978 statutory amendments provided judicial review in the courts of appeals). The APA entitles a person “suffering legal wrong because of agency action, or adversely affected or aggrieved by agency action within the meaning of a relevant statute” 12 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 13 of 39 to judicial review. 5 U.S.C. § 702. It waives the federal government’s sovereign immunity for actions “seeking relief other than money damages and stating a claim that an agency or an officer or employee thereof acted or failed to act in an official capacity or under color of legal authority.” Id. In such a case, the reviewing court may hold unlawful and set aside agency action and can compel agency action unlawfully withheld. Id. § 706. Here, the school districts seek judicial review of actions the Department has taken to enforce Title IX and its implementing regulations against them pursuant to Section 1682. The school districts challenge the Department’s finding that their sex-segregated facilities policies violate Title IX and the condition placing the districts on reimbursement status for all Department funds until they rescind their allegedly unlawful policies. They ask the district court to hold unlawful and set aside the Department’s findings that they are violating Title IX and are therefore high-risk entities because those actions are allegedly arbitrary, capricious, an abuse of discretion, or otherwise not in accordance with law. Congress has waived the federal government’s sovereign immunity in district court for these types of claims. See id. §§ 702, 703, 706; 20 U.S.C. § 1683. The school districts also ask the district court to enjoin the Department from taking further enforcement actions against them on the basis of their alleged Title IX violations. We do not opine on the ripeness of this claim, or any of the school districts’ claims, but such an injunction is a kind of equitable relief for which the APA waives sovereign immunity. B. The district court held that the Tucker Act gives the Court of Federal Claims exclusive jurisdiction over all the claims in these cases. Fairfax, 798 F. Supp. 3d at 571. 13 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 14 of 39 In the Tucker Act, Congress gave what is now the Court of Federal Claims jurisdiction over a variety of claims against the United States. See 28 U.S.C. § 1491. In the absence of a statute authorizing judicial review in another court, the Court of Federal Claims is the only court with jurisdiction to hear contract claims against the United States for more than $10,000. See id. § 1491(a)(1) (granting the Court of Federal Claims jurisdiction over “any claim against the United States founded . . . upon any express or implied contract with the United States”); id. § 1346(a)(2) (granting district courts jurisdiction to hear claims “against the United States, not exceeding $10,000 in amount, founded . . . upon any express or implied contract with the United States”). Thus, the Court of Federal Claims’ jurisdiction is “exclusive” in this regard “only to the extent that Congress has not granted any other court authority to hear the claims.” Bowen v. Massachusetts, 487 U.S. 879, 910 n.48 (1988). “‘A plaintiff whose claims against the United States are essentially contractual is not allowed to avoid the jurisdictional (and hence remedial) restrictions of the Tucker Act by casting its pleadings in terms that would enable a district court to exercise jurisdiction under a separate statute and enlarged waivers of sovereign immunity, as under the APA.’” Sustainability Inst., 165 F.4th at 825 (brackets and ellipsis omitted) (quoting Megapulse, Inc. v. Lewis, 672 F.2d 959, 967 (D.C. Cir. 1982)). Indeed, the APA’s waiver of sovereign immunity “does not apply ‘if any other statute that grants consent to suit expressly or impliedly forbids the relief which is sought.’” Match-E-Be-Nash-She-Wish Band of Pottawatomi Indians v. Patchak, 567 U.S. 209, 215 (2012) (quoting 5 U.S.C. § 702). 14 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 15 of 39 The question, then, is whether the school districts’ complaints contain only claims “founded . . . upon . . . contract.” 28 U.S.C. § 1491(a)(1). “To determine whether a claim is ‘at its essence a contract claim,’ courts examine ‘the source of the rights upon which the plaintiffs base their claims’ and ‘the type of relief sought (or appropriate).’” Sustainability Inst., 165 F.4th at 825–826 (brackets omitted) (quoting Megapulse, 672 F.2d at 968). In undertaking this inquiry, courts “should attempt ‘to make rational distinctions between actions sounding genuinely in contract and those based on truly independent legal grounds.’” United States v. J & E Salvage Co., 55 F.3d 985, 988 (4th Cir. 1995) (quoting Megapulse, 672 F.2d at 969–970). The school districts seek a declaration that their sex-segregated facilities policies do not violate Title IX and that the Department therefore cannot bring enforcement actions against them, label them as high-risk, or place them on reimbursement status until they change their allegedly unlawful policies. The source of law that supposedly guarantees them this relief is Title IX, as interpreted by this Court in Grimm. The school districts do not assert that any grant or contract terms entitle them to retain their policies, avoid an enforcement action, or not be labeled high-risk. Nor do the school districts identify or seek to enforce any contract term that allegedly requires advance payment of federal financial assistance rather than reimbursement. Indeed, neither the school districts nor the Department claims that payment by a method other than reimbursement is a term of the 15 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 16 of 39 districts’ federal grants or subgrants. 3 See 20 U.S.C. § 1226a-1 (“Payments pursuant to grants or contracts under any applicable program may be made in installments, and in advance or by way of reimbursement . . . as the Secretary may determine.”). Although the school districts’ reimbursement-status claims may “presuppose[] the existence of a contract” under which they receive federal funds, those claims do not “seek[] to vindicate” a contract right. Crowley Gov’t Servs., Inc. v. Gen. Servs. Admin., 38 F.4th 1099, 1110 (D.C. Cir. 2022). In other words, the school districts do not seek to enforce the terms or obligations of their grants or subgrants with the federal government. At its essence, the school districts’ claim is not that any grant or contract entitles them to advance payment but rather that the Department cannot place them on reimbursement status as a penalty for violating Title IX when, in their view, they are not violating the statute. The “‘source of the rights’” asserted in these claims is statutory, not contractual. Sustainability Inst., 165 F.4th at 825 (quoting Megapulse, 672 F.2d at 968); see, e.g., Crowley, 38 F.4th at 1108–1109 (reasoning that plaintiff’s claims were not, at their essence, contractual when “determining whether the [government agency] infringed [plaintiff’s] rights as alleged in the complaint requires primarily an examination of the statutes the [agency] has purportedly violated, not of [plaintiff’s] contract”). 3 The school districts represent that almost all of the federal aid they receive is passed through to them from the Virginia Department of Education and is paid on a reimbursement basis. Fairfax County Public Schools has identified two types of federal funding it receives directly from the federal government, only one of which it receives on a basis other than reimbursement. Arlington Public Schools has not identified any funds it receives directly from the federal government, nor has it identified any funding it receives on a basis other than reimbursement. 16 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 17 of 39 As for “‘the type of relief sought,’” the school districts have requested at least some relief that is not contractual in nature. Sustainability Inst., 165 F.4th at 825–826 (quoting Megapulse, 672 F.2d at 968). For example, the school districts asked the district court to declare that their policies do not violate Title IX, to set aside their high-risk designations, and to enjoin the Department from taking future enforcement actions against them on the ground that their policies violate Title IX. None of this relief sounds in contract like the classic contractual remedies of money damages and specific performance do. See id. at 828; Crowley, 38 F.4th at 1110. The fact that these disputes implicate conditions on federal funds does not, by itself, mean that all forms of relief a court could appropriately order are contractual. See California, 145 S. Ct. at 968 (“[A] district court’s jurisdiction ‘is not barred by the possibility’ that an order setting aside an agency’s action may result in the disbursement of funds.” (quoting Bowen, 487 U.S. at 910)). The district court and the Department emphasize the school districts’ requests for an order requiring the Department to “immediately pay . . . any funds that have been denied” as a result of the enforcement actions. 4 J.A. 38–39, 256; see Fairfax, 798 F. Supp. 3d at 571. Even if the district court would lack jurisdiction to order that relief or to grant 4 The parties agree that, as of yet, no funding has been denied, withheld, or terminated. If the Department were to deny a reimbursement request submitted by one of the school districts, a lawsuit in which the district asserts a right to reimbursement of that expenditure may raise different jurisdictional questions. The Department emphasizes that the enforcement process is ongoing and that the Department would follow the administrative process before terminating federal financial assistance. A decision to suspend or terminate financial assistance on the basis of a Title IX violation is subject to judicial review as provided by statute. See 20 U.S.C. §§ 1234g, 1683. 17 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 18 of 39 similar requests to “set aside” Department actions “denying funds,” J.A. 38, 255, it does not follow that the district court lacks jurisdiction over the school districts’ entire complaints. See Nat’l Insts. of Health, 145 S. Ct. at 2661 (Barrett, J., concurring) (distinguishing among the claims asserted, one of which the district court lacked jurisdiction to hear and another which it could rightly entertain). As we have just discussed, the school districts raise claims and seek at least some relief that is not contractual in nature. 5 C. The district court relied on recent decisions denying or staying preliminary injunctions for lack of jurisdiction. But those decisions do not counsel dismissal of the complaints here. We begin with a pair of Supreme Court decisions staying district court injunctions pending appeal. In Department of Education v. California, the district court had entered an order on the plaintiffs’ APA claims “enjoining the Government from terminating various education-related grants” and “requir[ing] the Government to pay out past-due grant obligations and to continue paying obligations as they accrue[d].” 145 S. Ct. at 968. The Supreme Court stayed the order because the Government was likely to succeed in showing that the district court “lacked jurisdiction to order the payment of money under 5 The dissent, like the district court, focuses almost exclusively on the school districts’ “demand [for] money,” Diss. Op. 30, to the exclusion of other relief they request, like an injunction forestalling any further Title IX enforcement action. That claim may be vulnerable to dismissal for other reasons, see id. at 36 n.7—a decision we leave to the district court in the first instance—but not because the Tucker Act entrusts all disputes about Department of Education enforcement actions to the Court of Federal Claims. 18 USCA4 Appeal: 25-2107 Doc: 141 Filed: 10/15/2026 Pg: 19 of 39 the APA.” Id. The Court explained that “the APA’s limited waiver of immunity does not extend to orders ‘to enforce a contractual obligation to pay money’ along the lines of what the District Court ordered” in that case. Id. (quoting Great-West Life & Annuity Ins. Co. v. Knudson, 534 U.S. 204, 212 (2002)). In National Institutes of Health v. American Public Health Association, the Supreme Court again stayed a district court order when the court had “vacat[ed] the Government’s termination of various research-related grants.” 145 S. Ct. at 2659. The Supreme Court explained that “[t]he Administrative Procedure Act’s limited waiver of sovereign immunity does not provide the District Court with jurisdiction to adjudicate claims based on the research-related grants or to order relief designed to enforce any obligation to pay money pursuant to those grants.” Id. (internal quotation marks and brackets omitted). Our Court applied these decisions in another pair of injunction appeals. In Sustainability Institute v. Trump, the district court, proceeding under the APA, had set aside “the freeze and/or termination” of the plaintiffs’ environmental and agricultural grants and “direct[ed] the Government to restore Plaintiffs’ access to grant funds immediately.” 165