Contract analysis

1. I am the Vice President of Operations of Stonefield Logistics Group Inc. ("SLG" or the "Company"). My business address is 4200 Commerce Gateway Blvd., Suite 800, Irving, Texas 75039. I am over the age of twenty-one and am fully competent to make this declaration.

2. I make this declaration under penalty of perjury pursuant to 28 U.S.C. § 1746. I have personal knowledge of the facts set forth herein, except where I indicate that statements are based on my review of SLG business records maintained in the ordinary course of business, in which case I identify the basis for my knowledge. Where I reference specific data or figures, those are derived from SLG's internal operational

3. I submit this declaration in support of Defendant Stonefield Logistics Group Inc.'s Response in Opposition to Plaintiff Marcus Delano's Motion for Conditional Certification under Section 216(b) of the Fair Labor Standards Act, 29 U.S.C. § 216(b). The purpose of this declaration is to provide the Court with testimony regarding: (a) the operational structure of SLG's fourteen distribution hubs; (b) the material diff

I. BACKGROUND AND QUALIFICATIONS OF DECLARANT

4. My full name is Trevor Sandoval. I currently serve as Vice President of Operations of Stonefield Logistics Group Inc., a position I have held since January 2020.

5. I joined SLG in June 2016 as a Regional Operations Manager. In that role, I was responsible for overseeing the operations of four SLG distribution hubs in the Dallas-Fort Worth metropolitan area and North Texas. I held the Regional Operations Manager position from June 2016 through December 2019, at which time I was promoted to Vice President of Operations effective January 1, 2020.

6. In my current role as Vice President of Operations, I have broad responsibility for overseeing the day-to-day operations of all fourteen SLG distribution hubs across the states of Texas, Oklahoma, Louisiana, and Arkansas. My responsibilities include, but are not limited to: (a) managing and directing the fourteen hub managers who oversee local hub operations; (b) setting and implementing company-wide operational p

7. I report directly to Gerald Wynn, SLG's Chief Executive Officer. In the course of my duties, I work closely with Karen Lund, SLG's Director of Driver Relations, and Aaron Turcotte, SLG's Chief People Officer, on matters relating to driver operations, driver engagement, and the Independent Contractor Operating Agreements that govern SLG's relationships with its drivers.

8. I hold a Bachelor of Science degree in Supply Chain Management from the University of North Texas and a Master of Business Administration degree with a concentration in Operations and Logistics from Southern Methodist University. Prior to joining SLG, I held operations management positions at two other transportation and logistics companies over a period of approximately eight years.

9. I have direct supervisory authority over all fourteen hub managers, including Dennis Faulkner, the hub manager for SLG's Fort Worth distribution hub (designated internally as "HUB-01"), which is the hub at which the named Plaintiff, Marcus Delano, performed delivery services. In this capacity, I am familiar with the operations of each of SLG's fourteen hubs and the material differences among them. I visit each hub

II. OVERVIEW OF STONEFIELD LOGISTICS GROUP INC.

10. SLG is a Delaware-incorporated, Texas-headquartered transportation and logistics company. The Company was founded in 2011 by Gerald Wynn and two other co-founders with the objective of building a scalable last-mile delivery platform to serve major retailers, e-commerce companies, and commercial clients across the South-Central United States.

11. Since its founding, SLG has grown from a single distribution hub in the Dallas-Fort Worth area to a network of fourteen distribution hubs operating across four states. The Company specializes in three principal service lines: (a) standard last-mile residential and commercial delivery; (b) regional freight delivery; and (c) white-glove delivery, which involves premium services such as inside placement, assembly, a

12. In July 2019, Ridgepoint Capital Partners Fund III, LP ("Ridgepoint") acquired a seventy-two percent (72%) equity stake in SLG for approximately $285 million. Following Ridgepoint's investment, SLG expanded its hub network, upgraded its technology platform (including the development of RouteSync 2.0), and broadened its service offerings. Ridgepoint currently maintains its majority equity position in the Company.

13. For the fiscal year ended December 31, 2024, SLG reported total revenue of approximately $312.7 million and earnings before interest, taxes, depreciation, and amortization ("EBITDA") of approximately $28.4 million. SLG's revenue is generated through contracts with retailers, e-commerce platforms, furniture and appliance manufacturers, and other commercial clients that require delivery services.

14. As of the date of this declaration, SLG operates fourteen distribution hubs across four states: eight hubs in Texas, two hubs in Oklahoma, three hubs in Louisiana, and one hub in Arkansas. The Company engages approximately 1,450 drivers at any given time under Independent Contractor Operating Agreements ("ICOAs"). Based on my review of SLG's driver records, approximately 1,187 unique drivers signed ICOAs and perf

III. SLG'S 14 DISTRIBUTION HUBS — STRUCTURE AND MATERIAL DIFFERENCES

15. A central theme of this declaration is that SLG's fourteen distribution hubs are not uniform or fungible. They differ in size, geographic footprint, delivery mix, client base, management practices, and operational complexity. These differences are material to the question of whether the approximately 1,187 drivers in the proposed collective are "similarly situated" for purposes of Section 216(b) of the FLSA. A. H

16. The following table sets forth each of SLG's fourteen distribution hubs, including the hub identification code, location, and the approximate number of unique drivers who signed ICOAs and performed delivery services at each hub during the relevant period (April 30, 2022 through the present):

17. As the table reflects, the number of drivers at each hub varies substantially—from as few as 29 drivers at HUB-13 (Lubbock) to as many as 195 drivers at HUB-03 (Houston). This variation in hub size is not merely a function of population differences; it reflects fundamentally different operational environments, client needs, delivery volumes, and logistical challenges. B. Variations in Hub Size and Scope

18. There is a significant disparity in hub size and operational scope across SLG's fourteen hubs. The largest hub, HUB-03 in Houston, engaged approximately 195 unique drivers during the relevant period—nearly seven times the number of drivers at HUB-13 in Lubbock, which engaged only 29 unique drivers during the same period. The five largest hubs (HUB-01 through HUB-05), all located in major Texas metropolitan areas,

19. The larger metropolitan hubs—Dallas (HUB-02), Houston (HUB-03), Fort Worth (HUB-01), San Antonio (HUB-04), and Austin (HUB-05)—serve dense, heavily populated metropolitan areas with high delivery volumes, multiple delivery types, and more complex routing and scheduling demands. These hubs typically operate under multiple client contracts simultaneously, requiring coordination across different service levels and d

20. By contrast, SLG's smaller hubs—Lubbock (HUB-13), Shreveport (HUB-11), Corpus Christi (HUB-14), Little Rock (HUB-10), and El Paso (HUB-12)—serve less populated regions with a different delivery mix, lower daily delivery volumes, and fewer logistical complexities. These hubs typically serve fewer clients, offer fewer delivery types, and present different operational challenges, such as longer route distances and g

21. Each hub is managed by its own hub manager, who exercises localized management discretion in day-to-day operations. The hub manager is the primary point of contact for drivers at that hub and is responsible for making operational decisions that are tailored to the specific characteristics of the hub's market, geography, client base, and driver pool. While hub managers operate within SLG's overall operational fram

22. SLG offers three principal service lines: (1) standard last-mile residential delivery, which involves the pickup and delivery of packages to residential or commercial addresses; (2) regional freight delivery, which involves the transport of larger shipments between hubs or from hubs to commercial clients; and (3) white-glove delivery, which is a premium service involving inside placement, assembly, or specialized

23. The mix of these three service lines varies substantially across SLG's fourteen hubs. This variation is not incidental—it is a function of client contracts, local market demand, geographic factors, and the availability of drivers with appropriate equipment and capabilities. The delivery mix at a given hub directly affects the compensation, hours, skill requirements, and overall work experience of drivers at that

24. The larger metropolitan hubs—HUB-01 (Fort Worth), HUB-02 (Dallas), HUB-03 (Houston), HUB-04 (San Antonio), and HUB-05 (Austin)—handle all three delivery types. At these hubs, white-glove deliveries may constitute between fifteen percent (15%) and thirty percent (30%) of total delivery volume, depending on the hub's client contracts and seasonal demand patterns. These hubs have dedicated white-glove client relatio

25. Mid-size hubs—HUB-06 (Oklahoma City), HUB-07 (Tulsa), and HUB-09 (New Orleans)—primarily handle standard last-mile and regional freight deliveries. White-glove delivery volume at these hubs is minimal, typically constituting only five percent (5%) to ten percent (10%) of total delivery volume. White-glove services at these hubs are generally limited to overflow work from larger hubs or occasional local client req

26. Smaller and more rural hubs—HUB-08 (Baton Rouge), HUB-10 (Little Rock), HUB-11 (Shreveport), HUB-12 (El Paso), HUB-13 (Lubbock), and HUB-14 (Corpus Christi)—focus almost exclusively on standard last-mile and regional freight deliveries. White-glove deliveries at these hubs are rare or non-existent. For example, based on my review of SLG's operational data, HUB-13 (Lubbock) performed zero white-glove deliveries du

27. The delivery mix variation has a direct and material impact on driver compensation. White-glove drivers are compensated at the higher end of the per-delivery rate range—$28.00 to $38.00 per delivery—compared to standard last-mile drivers, who receive per-delivery rates ranging from $14.50 to $22.00. This means that drivers at hubs with a significant white-glove component have materially different compensation pro

28. Each hub manager has discretion over a range of operational decisions that directly affect the day-to-day experience of drivers at that hub. These decisions include, but are not limited to: (a) How delivery assignments are communicated and sequenced through the RouteSync dispatch platform, including the timing of delivery postings and the order in which deliveries appear in a driver's queue; (b) Whether and how f

29. Hub managers are not required to follow a single, company-wide protocol for each of these decisions. SLG's operational philosophy is to provide hub managers with a framework of general guidelines and then permit them to adapt their practices to local market conditions, client requirements, geographic factors, and the characteristics of their driver pool. This approach reflects the reality that managing delivery o

30. To illustrate, the Fort Worth hub (HUB-01), managed by Dennis Faulkner, operates in a large metropolitan area with high delivery density, multiple delivery types (including a significant white-glove component), and a large driver pool of approximately 142 drivers. Mr. Faulkner's management approach at HUB-01 is necessarily different from the approach taken by the hub manager at HUB-13 (Lubbock), which has only 29

31. The variation in hub manager practices means that drivers at different hubs experience meaningfully different operational environments, even where the same general ICOA terms apply. A driver at HUB-13 (Lubbock) who interacts with the hub manager on a near-daily basis because of the small driver pool has a fundamentally different operational relationship with SLG than a driver at HUB-03 (Houston) who may interact

32. The geographic and market characteristics of SLG's fourteen hub territories vary dramatically, and these differences have a direct impact on the driver experience in ways that are relevant to the "similarly situated" inquiry.

33. Delivery territories, route distances, and delivery density differ significantly between urban and rural hubs. At urban hubs such as Dallas (HUB-02), Houston (HUB-03), Fort Worth (HUB-01), San Antonio (HUB-04), and Austin (HUB-05), delivery routes tend to be shorter in total mileage but feature higher stop density—meaning that drivers make more delivery stops per route mile. A driver at HUB-02 in Dallas may cover

34. At rural and mid-market hubs such as Lubbock (HUB-13), Shreveport (HUB-11), Little Rock (HUB-10), El Paso (HUB-12), and Corpus Christi (HUB-14), routes are longer in total mileage but feature lower stop density. Drivers at these hubs may cover routes spanning one hundred miles or more in a single day but complete fewer total delivery stops. The challenges at rural hubs are different: longer drive times between st

35. These geographic differences directly affect driver hours, earnings per route, vehicle operating costs, and the degree of route discretion available to drivers. A driver at a rural hub who covers 120 miles in a day with fifteen stops has a materially different work experience than a driver at an urban hub who covers 40 miles with forty-five stops. The time spent driving versus the time spent at delivery locations

36. Additionally, different hubs serve different client bases with different delivery requirements. Some hubs are heavily weighted toward e-commerce last-mile delivery for national retailers; others have a greater proportion of regional freight for commercial and industrial clients. These client-driven differences further contribute to the variation in driver experience across hubs.

IV. DRIVER AUTONOMY IN ROUTE SELECTION AND SCHEDULING

37. A central issue in this litigation is whether SLG's independent contractor drivers are "employees" under the FLSA. A key factor in that analysis is the degree of control exercised by SLG over the drivers' work. Based on my experience overseeing SLG's operations and my familiarity with the ICOA terms and operational practices, I can attest that SLG's drivers exercise substantial autonomy in multiple dimensions of

38. RouteSync is SLG's proprietary dispatch platform, which SLG developed internally and deployed across all fourteen hubs beginning in 2019. RouteSync serves as the primary mechanism through which available delivery assignments are communicated to drivers.

39. The RouteSync platform operates as follows: available delivery assignments are posted to the system by hub operations staff, typically on a rolling basis as client orders are received and processed. Each delivery posting includes key information such as the pickup location (typically the hub), the delivery address, the estimated package weight, the delivery type (standard last-mile, regional freight, or white-glo

40. Drivers access RouteSync through a mobile application installed on their personal smartphones or tablets. When delivery assignments are posted, drivers may review the available assignments and choose to accept or decline individual deliveries. RouteSync does not mandate a specific route or delivery sequence. It presents the available deliveries and allows drivers to build their own daily schedules within the gene

41. Drivers have the ability to choose which deliveries to accept based on their own preferences, including vehicle capacity, geographic preference (e.g., preferring deliveries in a particular area), personal scheduling needs, and the per-delivery rate associated with each assignment. This is a key feature of SLG's operating model and reflects the independent contractor relationship contemplated by the ICOA. B. Minim

42. The ICOA requires drivers to maintain a minimum acceptance rate of eighty-five percent (85%) per rolling thirty-day period. This provision is designed to ensure a baseline level of service reliability for SLG's clients, who depend on SLG's ability to fulfill delivery commitments. The 85% threshold means that drivers may decline up to fifteen percent (15%) of offered deliveries without consequence during any rolli

43. In practice, actual acceptance rates vary significantly across drivers and across hubs. Based on my review of RouteSync data, some drivers consistently accept ninety-five percent (95%) to one hundred percent (100%) of offered deliveries, while others operate near the 85% threshold. There are also drivers whose acceptance rates occasionally dip below 85% during certain periods—for example, during holiday seasons,

44. The enforcement of the 85% minimum acceptance rate is not uniform across hubs. Hub managers have discretion in how they apply this threshold. At some hubs, falling below the 85% threshold triggers a formal performance review process, which involves a documented meeting between the hub manager and the driver to discuss the driver's acceptance patterns and explore whether adjustments can be made. At other hubs, the

45. Once a driver accepts a set of deliveries for a given day or delivery session, the driver—not SLG—determines the order in which to complete those deliveries and the route to follow in completing them. This is a critical aspect of driver autonomy under SLG's operating model.

46. RouteSync provides a suggested routing sequence based on an algorithm that considers geographic proximity and estimated traffic conditions. However, drivers are expressly not required to follow the suggested route. Drivers exercise their own judgment regarding traffic conditions, customer availability, efficient sequencing, and personal preferences in determining the order and route for their deliveries.

47. GPS data collected through SLG's telematics system confirms that drivers frequently deviate from RouteSync's suggested routes. Based on an analysis of GPS data conducted by my operations team in connection with this litigation, covering a sample of approximately 8,500 delivery sessions across multiple hubs during the six-month period from October 2024 through March 2025, drivers deviated from the suggested RouteS

48. The ability to determine route and delivery sequence is a key element of driver autonomy and differentiates SLG's model from traditional employer-directed route assignments, where a dispatcher assigns a fixed route and sequence that the driver is required to follow. D. Scheduling Flexibility

49. SLG's independent contractor drivers are not required to work a set number of hours per day, a minimum number of hours per week, or a minimum number of days per week. The ICOA establishes a delivery window of 7:00 AM to 8:00 PM, Monday through Saturday, during which deliveries may be performed, but does not require drivers to be available or active during the entire window or on any particular day. Drivers self-s

50. In practice, driver work patterns vary enormously across the driver population. Some drivers work six days per week and accept the maximum number of available deliveries; others work only three or four days per week. Some drivers concentrate their work in the early morning hours; others prefer to work later in the day. Some drivers take extended breaks during the day between delivery sessions; others work continu

51. The variation in weekly hours worked across SLG's driver population is stark. Based on data analyzed by Dr. Priya Ramanathan of Corbin Risk Advisors—an expert retained by SLG in connection with this litigation—weekly hours worked by SLG drivers during the relevant period vary widely. Some drivers average twenty-five to thirty hours per week; others average fifty-five to sixty hours per week. The distribution of w

52. This variation in hours worked is itself evidence that SLG's drivers exercise meaningful autonomy over their schedules. If SLG exercised the type of control over driver schedules that characterizes an employment relationship, one would expect to see much less variation in hours worked and a much tighter clustering of work patterns around a company-mandated schedule. The data shows the opposite.

V. DELIVERY TYPES AND THEIR IMPACT ON DRIVER EXPERIENCE

53. As discussed above, SLG offers three principal delivery types: standard last-mile delivery, regional freight delivery, and white-glove delivery. Each delivery type involves different work requirements, different equipment, different skill sets, and different compensation. The mix of delivery types performed by individual drivers varies significantly, and these variations are material to the "similarly situated" a

54. Standard last-mile delivery is SLG's most common delivery type and is performed at all fourteen hubs. It involves picking up packages at a distribution hub and delivering them to residential or commercial addresses within the hub's delivery territory.

55. Standard last-mile delivery requires the driver to use a cargo van or box truck with a model year of 2015 or newer that has passed SLG's safety inspection. The vehicle must be driver-owned; SLG does not own or lease vehicles for drivers. Per-delivery rates for standard last-mile deliveries range from $14.50 to $22.00, with the rate varying based on package weight, delivery distance, and other factors specified in