Updated: Plaintiffs in shareholder lawsuit say Vince McMahon is withholding documents related to misconduct allegations
Plaintiffs say McMahon is limiting evidence production in the TKO merger case
Updated May 7, 2025: This article has been updated to include new information from a public filing made available for the first time on Wednesday, detailing what plaintiffs are seeking in discovery and their version of how Vince McMahon has responded.
Vince McMahon is in a dispute over what evidence to turn over as part of the ongoing WWE shareholder lawsuit related to the TKO merger, according to new court filings from the plaintiffs.
A public version of a motion from April 29 was recently filed this week, in which plaintiff shareholders asked the Delaware Court of Chancery to compel McMahon to respond to discovery requests, including by producing documents related to sexual misconduct allegations and internal reactions at WWE.
The case originally filed in November 2023 is led by the Laborers' District Council and Contractors' Pension Fund of Ohio, and alleges McMahon predetermined the process that led to WWE merging with UFC's parent Endeavor. WWE and Endeavor agreed to an all-stock deal in 2023, forming TKO. The merger kept McMahon on as Executive Chairman and a major stockholder, though the super-voting Class B founder shares that had previously given him control despite owning a minority stake were eliminated.
The case is now in discovery, where both sides exchange evidence. Plaintiffs seek non-privileged materials from January 1, 2022, through March 12, 2024.
According to the motion, the plaintiffs are requesting documents related to "Sexual Misconduct Topics," including allegations of sexual misconduct, nondisclosure payments, and investigations. That includes the 2022 WWE Board investigation into allegations involving McMahon and former executive John Laurinaitis. Plaintiffs argue these materials are relevant to McMahon’s motivations for regaining control of the board in January 2023 and steering the company into a merger with Endeavor.
The complaint claims McMahon favored a deal with Endeavor, led by longtime associate Ari Emanuel, because other potential buyers were unwilling to retain him due to the allegations.
The new public filing says McMahon has declined to produce documents on those topics unless they explicitly discuss the merger or involve certain high-ranking executives. Plaintiffs argue this "narrowed responsiveness" standard improperly excludes key internal communications, such as messages reflecting McMahon’s thinking during the fallout in 2022, and communications with directors he removed from the board.
Plaintiffs state in the filing that they "are not seeking to re-litigate the merits of the underlying Sexual Misconduct Allegations or assess the rigor of any investigation. Rather, Plaintiffs are focused on obtaining discovery about how the Sexual Misconduct Topics impacted McMahon's motivations and decision-making."
The two sides agreed to search terms and a discovery protocol. According to the filing, McMahon’s latest search produced fewer than 6,000 documents, a number plaintiffs say is reasonable and manageable for litigation of this scale.
McMahon’s counsel agreed to use the plaintiffs’ preferred start date of January 1, 2022, but continues to apply the narrowed criteria, according to the motion. Plaintiffs are asking the court to compel production of all non-privileged documents matching the agreed terms, without additional limits.
McMahon’s representatives were contacted by Wrestlenomics for comment on this report but have not provided a statement.
The court has given McMahon until May 14 to oppose the motion.
In addition to the central discovery issue, plaintiffs have asked for confirmation about McMahon’s use of a personal cellphone during the period in question, and want to include texts with Laurinaitis and Stephanie McMahon in the discovery scope. These matters are not included in the current motion but remain under discussion.
The lawsuit also names WWE President Nick Khan, Chief Content Officer Paul Levesque, and board members George Barrios and Michelle Wilson as defendants.
Plaintiffs allege WWE’s board and McMahon failed in their fiduciary duties by not conducting a fair sale process. The complaint claims that Endeavor wasn't the highest bidder; it was just the bidder that would keep McMahon in power after he forced his return in early 2023.
WWE's regulatory filings following the announcement of the merger in 2023 disclosed some details about other bids. An entity anonymized as "Strategic Party 1" offered to buy WWE for between $95 and $100 per share. Based on our analysis of other WWE company filings, given there were about 74.4 million WWE shares at the time, that entails the offer would have been for just over $7 billion. Another anonymized party, "Financial Sponsor 1", offered a slightly lower range: $90 to $97.50 per share. And yet another, "Strategic Party 2" made a lower offer at $76.83 per share, or about $5.7 billion for the company. In the actual deal with Endeavor, WWE was valued more highly, at just over $9 billion (or about $106 per share), however, it was an all-stock deal and no cash was exchanged.
McMahon resigned from WWE and TKO in January 2024 after former employee Janel Grant filed a sex trafficking lawsuit against him.
If successful, the shareholder case could result in compensation for those who held WWE stock during the relevant period.
The suit also challenges the board’s 2022 investigation, which began after reports of multiple million-dollar nondisclosure agreements with former employees. Plaintiffs claim the investigation was a “sham” and that the board cooperated with McMahon instead of acting independently.
McMahon is also the subject of other legal matters. While not charged with a crime, he was the target of a separate federal criminal investigation. His attorney has said the investigation has since been dropped. However, a federal appeals court ruled in February that certain communications between McMahon and longtime attorney Jerry McDevitt were not protected by attorney-client privilege. The court agreed with a lower ruling that found probable cause those communications, related to an NDA with Grant, were made in furtherance of potential fraud.
While the Delaware lawsuit is separate from Grant's federal case in Connecticut—where she accuses McMahon of sexual assault and trafficking—both matters involve similar board actions and overlapping timeframes. If the shareholder case leads to discovery or depositions, that material could be relevant to Grant's case.