In the first quarter of 2026, the Texas Business Court continued to make progress through the ever-growing number of lawsuits appearing on its dockets. In the first few quarters following the Business Court opening its doors Sept. 1, 2024, the vast majority of its opinions resolved the jurisdictional and procedural questions entailed in standing up a new court with limited jurisdiction. In the second half of 2025, such procedural decisions were increasingly mixed with substantive decisions. Early 2026 marked a new phase of the Court gaining “cruising altitude,” with many of the initial procedural and jurisdictional questions behind it and most decisions addressing the merits of the disputes.
The Business Court this quarter presided over its inaugural jury trials. The first, Quintero, et al. v. Urban Infraconstruction LLC, et al., ended abruptly after the plaintiffs’ case-in-chief concluded when the Court ruled that the plaintiffs had not proven any element of their claims and granted the defendants’ motion for directed verdict. The second, Powers et al. v. Berry et al., was tried to a final jury verdict after an eight-day trial. That matter focused on a 2019 compensation agreement and related investment agreement that provided Albert Theodore Powers with monthly pay related to, and an ownership interest in, a project seeking to construct an innovative crude oil export terminal near Corpus Christi. Disputes later arose regarding ownership and control over entities involved in the project and over actions Powers alleged were designed to exclude him from the benefits he had bargained for. The jury issued a 10-2 verdict in favor of Powers, via a thorough 20-question jury charge, finding that the defendants breached the investment agreement and rejecting breach of fiduciary duty and breach of contract counterclaims against Powers.
Additionally, the Business Court held one of its first bench trials on the merits. Antero Resources Corporation v. Stonewall Gas Gathering, LLC, was tried to a written opinion after a four-day bench trial. Prior to trial, the Court granted partial summary judgment in favor of Antero on key contract interpretation issues. At trial, the primary remaining dispute centered on a Gas Gathering Agreement between Antero and Stonewall, a pipeline operator, and whether Stonewall’s execution of three affiliate shipper contracts with a third party triggered a “Favored Shipper” service fee reduction provision in the Gas Gathering Agreement. The Court ultimately found that the service fees in three affiliate contracts entered by Stonewall triggered the “Favored Shipper” provision. As a result, the Court held that Stonewall breached the Gas Gathering Agreement by failing to offer Antero lower service fees pursuant to the affiliate contracts and granted declaratory relief to Antero.
Finally, we note that over the last year a growing number of public companies have reincorporated in Texas or announced plans to do so. These companies span a range of sectors, such as the energy-industry powerhouse ExxonMobil Corp., financial-markets mainstays like Coinbase Global Inc. and NYSE Chicago (now NYSE Texas), and transportation and consumer-products-oriented companies like and ArcBest Corp and Dillard’s, Inc. As more large companies move to Texas, we may see changes in the types of cases brought in the Business Court.
Vinson & Elkins and its team of dedicated and experienced Texas litigators are committed to keeping our clients up to date on the way these decisions may shape the legal landscape and affect client operations and decision making. This Texas Business Court Quarterly Update series aims to deliver timely and valuable content to help our clients stay informed of emerging precedent from the Business Court.
I. Merits Decisions
A. Limited Liability Company Governance
Crain v. Northern, 2026 Tex. Bus. 4 (8th Div. Feb. 2, 2026)
In an action properly removed from district court to the Texas Business Court, Eight Division, Michael D. Crain, individually and on behalf of certain business entities, sued Will Northern and Tyler Goldthwaite for claims arising out of alleged legal malpractice, breach of fiduciary duty, fraud, negligent misrepresentation, misappropriation of confidential information, quantum meruit and conspiracy. Previously, the Business Court granted a motion to dismiss all claims against Goldthwaite. Separately, Northern filed a counterclaim against Crain seeking specific performance of the sale of Crain’s membership interests under certain limited liability company agreements and filed a motion for summary judgment on that claim.
In 2020, Northern and Crain formed Northern Crain Realty LLC and its two subsidiaries, Northern Crain Property Management LLC and Northern Crain LLC (collectively, NC Entities), in which they each held a 50 percent membership interest. The NC Entities were governed by nearly identical LLC agreements, which each included a buy-sell option clause setting forth a mandatory buy-sell procedure if either Crain or Northern elected to sell their own, or buy the other’s, membership interest in the entity. The clause provided that (1) either member had the right to exercise their buy-sell option by providing a written notice containing an offer to purchase the entire membership interests of the receiving member for a specified cash purchase price, (2) the receiving member must respond within 30 days in writing with its election whether to sell its membership interest, at the price specified, (3) any failure of the receiving member to respond would be deemed an election to sell, and (4) either member could seek specific performance of the obligations within the buy-sell option. In July 2024, Northern and Crain discussed dissolving their partnership but were unable to agree on terms. Later, in August 2024, Northern sent Crain notice of his intent to purchase Crain’s membership interests in the NC Entities. Crain, however, failed to respond within the 30-day period. Subsequently, Crain and Northern agreed to mediate, but Crain again failed to appear and participate in the mediation. In March 2025, Northern sent Crain checks for the amount prescribed in his offer notice. Instead of responding to Northern, Crain filed this lawsuit.
Addressing Northern’s motion for summary judgment, the Court determined that the plain language of the buy-sell option clause entitled Northern to buy Crain’s membership interests in the NC Entities at the price offered. As a result, the Court granted Northern’s motion and issued a judgment ordering Crain to sell his membership interests to Northern. The Court also awarded Northern his reasonable and necessary attorney fees.
Crain v. Northern, 2026 Tex. Bus. 11 (8th Div. Mar. 11, 2026)
After the Court-ordered sale of Crain’s membership interests in the NC Entities to Northern was completed, Northern promptly filed a plea to the jurisdiction seeking to dismiss Crain’s derivative claims — which he had pled on behalf of the NC Entities — for lack of standing. Because the Court’s previous order directing the sale of Crain’s membership interests to Northern also ordered that the assignment date of the transfer was deemed to be Dec. 19, 2024, Northern argued that Crain lacked derivative standing to sue on behalf of the NC Entities under Section 101.463 of the Texas Business Organizations Code, which requires a plaintiff to hold a membership interest at the time his derivative claims accrued. The Court agreed and granted the motion to dismiss.
B. Contracts
Quintero, et al. v. Urban Infraconstruction LLC, 2026 Tex. Bus. 3 (1st Div. Jan. 26, 2026)
According to Esteban Quintero, he, Anup Tamrakar and another individual agreed to form a partnership called the “Urban Partnership” in 2015. As part of the alleged partnership agreement, all agreed to contribute $20,000 to the partnership, share the profits equally and quit their full-time jobs to work exclusively for the partnership. Additionally, the Urban Partnership was to compensate Quintero in amounts sufficient to, among other things, build a “modest home” in Mexico, purchase ranch land north of Dallas and pay for his children’s private school tuitions. None of these alleged promises came to pass and the Urban Partnership never materialized. Nearly 10 years later, Quintero sued Tamrakar and Urban Construction in the Business Court for various claims including fraud, unjust enrichment, breach of fiduciary duties and breach of contract related to the alleged partnership agreement. Shortly prior to trial, the Court issued an order under Rule 166 of the Texas Civil Practice & Remedies Code, directing the parties to identify, confer on and brief any legal issues ripe for adjudication before the commencement of trial. Based on that briefing, the Court issued an opinion and order granting judgment as a matter of law to the defendants on multiple claims.
Quintero urged the Court to reconsider its prior determination that Quintero was not a member of Urban and its granting of summary judgment for the defendants on all claims based on that alleged membership interest. In support, Quintero presented new evidence of Urban’s balance sheet from 2015, which showed a $10,000 deposit from Quintero. The Court reaffirmed its prior holding, concluding that, without other evidence, the paying of a deposit to an LLC does not make the individual who paid the deposit a member of that LLC.
The Court also granted summary judgment for the defendants on Quintero’s breach of contract claims regarding the alleged promises to compensate Quintero. Because the only evidence presented to support those claims was a bullet point list on a children’s menu vaguely outlining the alleged promises the Court determined that such terms were not definable enough to be legally enforceable. Further, the Court also determined that Quintero’s fraud and unjust enrichment claims were time-barred because Quintero knew that the actions forming the basis of his allegations for those claims nearly ten years before he filed those claims against the defendants and, accordingly, granted judgment as a matter of law to the defendants.
May, et al. v. INEOS USA Oil & Gas, LLC, et al., 2026 Tex. Bus. 14 (4th Div. Mar. 27, 2026)
A group of farmors and grantors under a 2009 farmout agreement and corresponding partial assignment of two oil and gas leases sued the farmees and grantees alleging various breaches of the contracts and entitlement to a reversionary back-in-interest. The defendants filed a motion for partial summary judgment seeking to resolve four disputes regarding the interpretation of the contracts prior to trial. Based on the unambiguous terms of the contracts, and without reliance on extrinsic evidence, the Court partially granted the motion and resolved each of the four interpretative disputes as a matter of law.
Antero Resources Corporation v. Stonewall Gas Gathering, LLC, 24-BC11A-0027, Business Court 3rd Division (Dec. 12, 2025)
Antero Resources Corporation, a natural gas producer, sued Stonewall Gas Gathering, a pipeline operator, for breach of contract and declaratory relief arising from a Gas Gathering Agreement (the GGA) the parties executed on June 20, 2014. The GGA concerned gas gathering services on the Stonewall gas gathering system for an initial 15-year term. The dispute centered on the scope of applicability of a Favored Shipper (the MFN) provision in the GGA and whether Stonewall’s entry of certain third-party shipper contracts with an affiliate at lower service fees triggered the MFN, thereby requiring Stonewall to automatically reduce Antero’s service fee under the GGA. Both parties moved for summary judgment on competing contract interpretation issues.
After briefing and argument, the Court granted in part Antero’s motion for summary judgment as to certain declaratory judgment claims, finding that the MFN applied broadly. First, the Court agreed with Antero’s interpretation of the MFN and concluded that the defined term “Redelivery Point” in the MFN unambiguously applies to all current and future redelivery points on the Stonewall gas gathering system — including any interconnect between the Stonewall gas gathering system and the Mountain Valley Pipeline, the Shay Power Plant and the Appalachia Gathering System. Second, the Court held that the MFN applies to all gathering services on the Stonewall gas gathering system, including both firm service and interruptible service.
C. Other
Fiberwave, Inc. v. AT&T Enterprises, LLC, 2026 Tex. Bus. 2 (1st Div. Jan. 8, 2026)
Fiberwave sued AT&T Enterprises for defamation due to a public statement AT&T made announcing that it was separating its business relationship with Fiberwave and related companies. The Court granted AT&T’s motion for summary judgment because (1) the statements at issue were not objectively verifiable and (2) Fiberwave offered no evidence to show that AT&T knew, or should have known, that the statements were false when made.
BNSF Railway v. Level 3 Communications 2026 Tex. Bus. 8 (8th Div. Feb. 24, 2026)
BNSF Railway Company filed an application to vacate an arbitration award in the Texas Business Court. In 1998, BNSF and Level 3 Communications executed a master right-of-way agreement (MROW) that allowed Level 3 to infringe upon BNSF’s right-of-way to construct and install fiber optic facilities along BNSF railroad segments throughout the United States. The MROW had an initial term of 25 years and gave Level 3 the right to extend the agreement for two renewal periods. If either party elected to extend the agreement, they would need to renegotiate the renewal rate during a 30-day negotiation period. The MROW included several procedures and remedies in the event the parties could not agree to a rate. Among those, Section 17 of the MROW outlined an appraisal process to set the renewal rate, and Sections 18.b and 18.c included an agreement to submit any disputes arising out of the MROW to arbitration.
In December 2022, Level 3 notified BNSF of its election to extend the agreement. Level 3 and BNSF began the 30-day negotiation period to determine the renewal rate but failed to reach an agreement within the period. In October 2023, Level 3 filed a demand for arbitration. In the demand, Level 3 claimed that BNSF waived its right to enforce the appraisal process due to a failure to act in good faith. BNSF, in response, requested the arbitration panel to dismiss the arbitration demand and allow the negotiations to proceed to the appraisal process instead. The panel ultimately ruled that BNSF had failed to negotiate in good faith, determined that proceeding with the appraisal process would be futile and issued an award in favor of Level 3.
BNSF filed the application to vacate the arbitration award in the Texas Business Court, First Division, arguing that the panel exceeded its authority by replacing a contractually mandated appraisal process with arbitration. Level 3, in turn, counterclaimed with an action to confirm the arbitration award.According to BNSF, the arbitrators exceeded their authority because (1) the arbitrators replaced the MROW’s appraisal process with arbitration and (2) the arbitrators allowed arbitration to take place before the appraisal process. The Court rejected both arguments. The Court characterized BNSF’s first argument as raising a substantive arbitrability question, which could be answered by the terms of the MROW. The MROW’s arbitration provision provided that any arbitration arising out of the MROW shall be governed by the Commercial Rules of the American Arbitration Association. Rule 7 of the Commercial Rules of the AAA gives the power to arbitrators to decide, among other things, the arbitrability of a claim. As a result, it was up to the arbitrators, not the Court, to decide whether the dispute over the renewal rate should have been sent to the appraisal process as opposed to arbitration. Moreover, the Court characterized BNSF’s second argument as raising a procedural arbitrability question. The Court noted that it is well established under Texas law that arbitrators, not courts, decide procedural arbitrability questions. Without any justiciable basis to vacate, the Court denied BNSF’s application to vacate the arbitration award, granted Level 3’s application to confirm and entered a final judgment in favor of Level 3.
Mesquite Energy, Inc. v. Sanchez Oil & Gas Corp., 2026 Tex. Bus. 10 (11th Div. Mar. 4, 2026)
In 2016, Mesquite Energy, Sanchez Oil & Gas Corporation and Sanchez Production Partners sued Terra Energy Partners in Harris County District Court for alleged misappropriation of the proprietary data and trade secrets related to a cost-savings initiative in the Eagle Ford Shale, called the “Zero Dark Forty Project.” That lawsuit was resolved in 2024 via a negotiated settlement. Mesquite (on behalf of itself and SNMP) then sued SOG in the Texas Business Court, Eleventh Division, seeking to determine the proper allocation of settlement proceeds. The Court held a bench trial from Jan. 12 through Jan. 16 and then issued findings of fact and conclusions of law.
The case presented three issues, which all revolved around whether Mesquite or SOG were entitled to more than 50 percent of the settlement proceeds. The issues were (1) whether SNMP had an independent ownership interest in the trade secrets to justify allocating a separate share of the settlement, (2) whether either Mesquite or SOG were exclusive owners of the Zero Dark Forty project trade secrets, and (3) whether a 2022 settlement agreement between SOG and Mesquite, executed as Mesquite emerged from bankruptcy, affected the parties’ entitlement to the proceeds or the reimbursement of the litigation expenses. The Court found against an unequal split of the settlement proceeds, determining that (1) there was no independent ownership in the Zero Dark Forty Project trade secrets that would justify a separate share of the settlement proceeds, (2) neither Mesquite nor SOG was an exclusive owner of the trade secrets, and (3) the 2022 settlement related to Mesquite’s bankruptcy proceedings did not change the parties’ entitlement to the 2024 settlement proceeds. Accordingly, the Court entered a final judgment that the settlement proceeds be divided equally and, because Mesquite had previously funded SOG’s portion of litigation expenses, that SOG must pay Mesquite for its half of the expenses incurred in connection with the Terra Litigation.
II. Jurisdiction
A. Subject Matter Jurisdiction
Sun Metals Group v. Yu, 2026 Tex. Bus. 1 (1st Div. Jan. 6, 2026)
Previously, the Texas Business Court, First Division, granted Sun Metals Group’s motion to remand the lawsuit back to the Dallas County District Court, holding that the defendants’ attempted removal was untimely. The defendants filed a motion for reconsideration of remand order or in the alternative, motion for permission to appeal interlocutory order, asserting that the Court erred in considering the value of “supplemental” claims when determining the point in time when the case became removable.
In essence, the defendants argued that the value of “supplemental” claims should not be considered in determining when the parties became aware the Business Courts’ jurisdictional amount-in-controversy threshold was met and the case removable, thereby triggering the 30-day removal window under Chapter 25A. The Court disagreed and, relying on its prior opinions and opinions from other Texas Business Court Divisions, reaffirmed that because Chapter 25A confers jurisdiction over “actions,” and the term “actions” refers to all the claims in a given lawsuit, the Court must consider the value of all claims at issue when assessing the amount in controversy requirement. As a result, the defendants’ time to remove the case began to run once the value of all claims at issue, including supplemental claims, cumulatively exceeded the jurisdictional threshold. Accordingly, the Court denied the motion for reconsideration. The Court also denied the request for interlocutory appeal, concluding that (1) the Court’s interpretation of the term “action” under Chapter 25A did not leave substantial ground for differences of opinion, and (2) granting the defendants’ request would not materially advance the termination of the litigation as all the substantive issues would still remain.
Alamo Title Company v. WFG National Title Company of Texas, LLC, 2026 Tex. Bus. 6 (4th Div. Feb. 3, 2026)
Alamo Title Company sued WFG National Title Company in Texas state district court for, among other things, tortious interference of present and future customer contracts and aiding and abetting breaches of fiduciary duty by Alamo’s former president and other employees. WFG removed the case to the Texas Business Court, Fourth Division, and Alamo promptly filed a motion to remand. The Court denied Alamo’s motion.
Chapter 25A of the Texas Government Code provides the Business Court with jurisdiction over civil lawsuits that (1) allege an amount-in-controversy of more than $5 million and (2) are within the list of claims or subject matters enumerated in the statute. Alamo’s motion centered primarily on the amount-in-controversy requirement. In its removal notice, WFG alleged that the amount-in-controversy was more than $5 million, based both on Alamo’s pleading certain difficult-to-measure reputational harms and injunctive relief, and the fact that Alamo had disclosed $4.7 million worth of damages in earlier discovery responses that it claimed were ongoing and increasing. Alamo asserted that this was insufficient for the amount-in-controversy requirement because courts may not consider future damages for the purposes of determining the amount-in-controversy. The Court rejected that argument by stating that when, as here, future damages are alleged in the petition, courts may consider them for the amount-in-controversy. Additionally, the Court noted that Alamo failed to provide evidence supporting a “maximum” quantum of damages less than the $5 million threshold. As a result, the Court found the amount-in-controversy requirement was satisfied and, after finding that Alamo’s claims also categorically fell within Chapter 25A, denied the motion to remand.
Yaun v. Battle & Sands Energy Corp., 2026 Tex. Bus. 9 (11th Div. Mar. 3, 2026)
On Aug. 25, 2025, Angela Yaun sued Battle & Sands Energy Corporation in Harris County District Court for failing to pay her a perpetual royalty on frac sand sold from a quarry in Beeville, Texas. She, among other things, asserted claims for breach of contract, equitable estoppel, fraud and statutory relief under the Texas Sales Representative Act. Battle & Sands removed the case to the Eleventh Division Business Court. Yaun filed a motion to remand, asserting that the Court did not have jurisdiction under Texas Government Code section 25A.004(d)(1) because (1) the dispute did not involve a qualified transaction and (2) the amount-in-controversy did not meet the $10 million threshold that she believed applied to her case. The Court rejected both arguments and denied the motion.
As a threshold matter, the Court rejected Yaun’s contention that her claims did not involve a qualified transaction, because the royalty agreement was made verbally and confirmed in writing. Regarding the amount in controversy requirement, Yaun argued that the requirement, as applied to her, was $10 million, as originally required by Chapter 25A — not the reduced $5 million threshold that took effect with House Bill 40 on Sept. 1, 2025. Because she filed her petition prior to that date on Aug. 25, 2025, Yaun insisted that the original, higher amount in controversy threshold applied. The Court rejected Yaun’s argument, however, because the text of HB 40 specified that it applied retroactively “to civil actions commenced on or after September 1, 2024.”
The Court also rejected Yaun’s argument that jurisdiction was not established because Battle & Sands did not provide evidence in support of the amount in controversy exceeding the threshold. The Court noted this misunderstood the burden-shifting framework for challenging amount-in-controversy allegations: A movant may challenge the amount in controversy only by either showing that the amount-in-controversy was falsely pled in order to obtain jurisdiction, or by showing that a different amount in controversy is readily established. However, failure to provide evidence of the amount-in-controversy in a notice of removal is not, by itself, a basis for remand. Accordingly, the Court denied the motion to remand.
B. Personal Jurisdiction
American Airlines, Inc. v. JetBlue Airways Corporation, 2026 Tex. Bus. 7 (8thDiv. Feb. 19, 2026)
In 2020, American Airlines and JetBlue Airways Corporation created the Northeast Alliance (NEA) to increase services in certain Northeast states and Texas. The NEA contained a profit-sharing mechanism, referred to as the Mutual Growth Incentive Agreement (MGIA), which allocated the NEA’s annual revenue to each of the airlines pro rata in proportion to their yearly contributions to the NEA. The NEA’s operations were abruptly halted in 2023 when a federal district judge in the District of Massachusetts enjoined it. During the process of unwinding the agreement, the federal government allowed the airlines to settle obligations to one another with respect to flights flown on or before July 18, 2023. Issues arose, and JetBlue sued American for breach of contract in the Texas Business Court, Eighth Division, to recover the amounts it was allegedly owed under the MGIA.
JetBlue, as a nonresident of Texas, filed a special appearance challenging the Court’s exercise of personal jurisdiction. The Court denied the special appearance after applying Texas’s long-arm statute and well-established personal jurisdiction principles, which require that (1) the defendant’s contacts with a forum state be purposeful, (2) the litigation arise out of the defendant’s contacts with the forum state, and (3) the court’s exercise of personal jurisdiction over the defendant not violate traditional notions of fair play and substantial justice. The Court addressed each in turn and denied JetBlue’s special appearance.
In reaching this conclusion, the Court rejected JetBlue’s first argument that JetBlue did not purposefully avail itself of Texas as a forum because (1) Texas’s portion of the revenue-sharing agreement only amounted to 2 percent of the total revenue, which was far lower than the total revenue from New York and other Northeast states, (2) JetBlue’s advertisements regarding the NEA were not specifically directed to Texas but were instead part of a national marketing scheme, and (3) the MGIA’s choice of law and forum-selection clauses chose New York and New York federal courts.
The Court disagreed and found that the purposeful availment requirement was met because, among other things, (1) the MGIA’s profit-sharing provision covered JetBlue’s flights and services to and from Texas, (2) JetBlue operated thousands of flights to and from Texas between 2022 and 2023, and (3) JetBlue employed Texas employees at Texas airports working from Texas property leased by JetBlue.
Regarding the “relatedness” requirement, the Court likewise held that American’s claims were sufficiently related to JetBlue’s contacts with Texas because American sought to recover revenue derived in part from JetBlue’s new or increased flight paths to Texas, its presence in Texas airports and its services to Texans. In so holding, the Court noted that it did not matter that JetBlue’s Texas routes made up only a small fraction of JetBlue’s total business under the MGIA or that JetBlue received revenue under the MGIA from contacts with other states. Rather, what mattered was that JetBlue received a substantial profit and benefit by targeting Texas.
The Court also rejected JetBlue’s argument that exercising personal jurisdiction would not comply with traditional notions of fair play and substantial justice because (1) American could get relief in New York federal courts and (2) Texas courts would be burdened by needing to apply New York law to a contract claim over a revenue-sharing agreement where much of the revenue came from New York and other states in the Northeast. The Court rejected those arguments, reasoning that it was irrelevant whether another forum provided relief to the parties because Texas has a compelling interest in providing a forum for resolving disputes involving its citizens (here, American). Accordingly, the Court denied JetBlue’s special appearance.
Go Secure, Inc. v. Crowdstrike, Inc. et al., 2026 Tex. Bus. 13 (3d Div. Mar. 13, 2026)
Go Secure, sued CrowdStrike and CrowdStrike Holdings in California state court, alleging that CrowdStrike’s founder, who had at one point served on Go Secure’s board of directors, and a former Go Secure employee working at CrowdStrike misappropriated Go Secure’s confidential and proprietary information and used it to develop a competing cybersecurity platform for CrowdStrike. In that lawsuit, Go Secure alleged that California state courts had personal jurisdiction over CrowdStrike because (among other things) CrowdStrike was founded and maintained its principal office in California and because the alleged misconduct occurred in California. CrowdStrike filed a demurrer and, while that remained pending, Go Secure voluntarily dismissed its California case and sued CrowdStrike, based on the same allegations, in the Texas Business Court, Third Division. CrowdStrike filed a special appearance challenging the Court’s exercise of personal jurisdiction.
The Court granted the motion. Although it was true that CrowdStrike maintained its largest office in Texas and did substantial business in the state, the Court found the allegations that Texas was home to CrowdStrike’s “nerve center” not credible based on the evidence and found that its contacts were not sufficient to render it “essentially at home” in Texas — making an exercise of general jurisdiction inappropriate. Likewise, the Court held that it lacked specific personal jurisdiction over CrowdStrike because the operative facts of each of Go Secure’s claims occurred in California and had no relation to CrowdStrike’s contacts with the State of Texas.
III. Procedure and Preliminary Relief
Preston Hollow Capital, LLC, et al., v. Truist Bank f/k/a Branch Bank & Trust, 2026 Tex. Bus. 5 (1st Div. Feb. 2, 2026)
Senior Care Living VI developed and operated a senior living center, which it financed via approximately $21 million in senior bonds issued to Preston Hollow Capital. Senior Care was the obligor for these bonds, and Preston Hollow controlled the bond funds during the construction. Additionally, BB&T Bank, later succeeded by Truist Bank, served as the trustee under both bond indenture and master indenture agreements and was assigned the rights and interests to the proceeds of the Senior Care bonds. As part of the arrangement, Truist and Senior Care executed an account control agreement (ACA) that gave Truist the right to hold all ACA-created bank accounts where Senior Care deposited its gross receipts and revenue.
In 2019, Preston Hollow learned that Senior Care defaulted and directed Truist to issue default notices. Subsequently, Preston Hollow learned that Senior Care had never deposited gross revenues into the ACA accounts as required. Preston Hollow sued Truist for breaches of fiduciary duty, trust and contract for, in part, failing to supervise Senior Care and Mark Bouldin, the president and owner of the entity that managed Senior Care. Truist, in turn, moved for an order designating Senior Care and Bouldin as responsible third parties, which the Court granted.
Under Section 33.004(f) of the Texas Civil Practice and Remedies Code, defendants may designate a “responsible third party,” which under Section 33.011(6) is any person who is alleged to have engaged in conduct constituting negligent acts or omissions or otherwise violating an applicable legal standard, and thereby contributed to the harms for which the defendant is being sued. Preston Hollow, however, contended that Section 33.011(6) only extends to parties who are alleged to be responsible for the breaches of applicable legal standards that the plaintiff is suing for. The Court, after considering the text of the statute and its amendment history, disagreed and held that the nexus for responsible parties is whether the pleadings alleged that the third party’s conduct contributed to at least one harm or injury alleged by the plaintiff — rather than strictly the legal claim itself. Because Preston Hollow’s alleged harms included an “irretrievable deterioration of the trust estate,” for which Senior Care and Bouldin’s allegedly unlawful actions — failing to deposit gross receipts and engaging in certain asset protection strategies — plausibly contributed to that harm, the Court concluded that Senior Care and Bouldin fell within the statutory scope of “responsible third parties” and granted the motion.
Galderma Laboratories, L.P. v. Brenner, 2026 Tex. Bus. 12 (8th Div. Mar. 12, 2026)
Erick Brenner was a longtime employee and executive of Galderma Laboratories, where he oversaw a $1.8 billion portfolio of skincare products and services sold throughout the United States. Because his role involved extensive access to Galderma’s trade secrets and confidential information, Brenner agreed to a protected covenant agreement under which he would be restricted from certain activities — including employment with a competitor in the skincare market — for 12 months after his employment with Galderma ended. In November 2025, Galderma terminated Brenner’s employment. A month later, Brenner received an offer to become the chief executive officer of Prollenium Medical Technologies, a Canadian company that competes with Galderma in the skincare market. Due to the noncompete provision, Brenner asked for Galderma’s permission to accept the Prollenium position, which Galderma denied. Undeterred, Brenner accepted the position anyway and started working for Prollenium in January 2026. Galderma sued Brenner in the Texas Business Court, Eighth Division, and moved for a temporary injunction to restrain him from working at Prollenium. Based on (among other things) the text of the noncompete provision and Galderma’s allegations that Brenner had downloaded unknown files from his Galderma-issued laptop to an external storage device prior to his departure, the Court found that Galderma had satisfied its burden to establish both “a probable right to recovery” and “a probable, imminent, and irreparable injury in the absence of an injunction.” As a result, the Court granted the motion and issued a temporary injunction prohibiting Brenner from working for Prollenium or a competitor. However, the Court limited the scope of the injunction to only prohibit Brenner from working in positions that would provide services (1) within the United States and (2) in a role that is the same as or substantially similar to the roles he performed for Galderma that involved its confidential information.
This information is provided by Vinson & Elkins LLP for educational and informational purposes only and is not intended, nor should it be construed, as legal advice.