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SUPERIOR COURT OF THE STATE OF CALIFORNIA

COUNTY OF SAN BERNARDINO

DEFENDANT VANTAGE MOBILITY SYSTEMS CORP.'S ANSWER TO COMPLAINT; AFFIRMATIVE DEFENSES

Defendant Vantage Mobility Systems Corp. ("Vantage" or "VMS"), a Delaware corporation duly registered to do business in the States of California and Michigan, with its principal place of business and corporate headquarters located at 4200 Industrial Parkway, Auburn Hills, Michigan 48326, by and through its undersigned attorneys of record, Calderwood & Harkness LLP and Whitfield Garza LLP, hereby answers the Complaint filed by plaintiff Gloria Reyes ("Plaintiff") in this action on August 1, 2025, and served on Vantage on August 12, 2025.

Vantage responds to each and every allegation of the Complaint as specifically set forth below. In addition, and without waiving any objections, rights, or defenses available to it, whether procedural or substantive, Vantage asserts the affirmative defenses that follow the responses to the Complaint's allegations.

To the extent any allegation of the Complaint is not specifically and expressly admitted herein, it is denied. Vantage reserves the right to amend this Answer and to assert additional affirmative defenses, counterclaims, or cross-claims as discovery proceeds and additional facts become known. The filing of this Answer shall not be deemed an admission that any allegation of the Complaint states a cognizable claim upon which relief can be granted, nor shall it be deemed a waiver of any defense, including but not limited to any challenge to the sufficiency of the Complaint, to class certification, or to the standing of Plaintiff to bring representative claims.

PART I

RESPONSE TO GENERAL ALLEGATIONS

A. Response to Allegations Regarding the Parties (Complaint ¶¶ 1–10)

1. In response to the allegations of Paragraph 1 of the Complaint, concerning Plaintiff Gloria Reyes, Vantage admits that Gloria Reyes was employed by Vantage as a Production Associate assigned to Trim Line B at Vantage's manufacturing facility located at 11780 Cherry Avenue, Fontana, California 92337 (the "Fontana Plant"), from approximately March 12, 2021 through January 19, 2025. Vantage admits that Plaintiff was assigned to and worked the second production shift, with scheduled hours of 2:00 PM to 10:30 PM. Vantage further admits that Plaintiff's hourly wage rate at the time of her separation from employment was $22.75 per hour. Vantage denies each and every remaining allegation in Paragraph 1 to the extent that such allegations characterize Vantage's employment policies, practices, or procedures as unlawful, non-compliant, or otherwise improper. Vantage denies that Plaintiff is an adequate or typical representative of the proposed class for any purpose. Vantage states, upon information and belief, that Plaintiff resides in Rancho Cucamonga, California, but lacks sufficient information or knowledge to admit or deny other personal details alleged in Paragraph 1 concerning Plaintiff, and on that basis denies the same.

2. In response to the allegations of Paragraph 2 of the Complaint, Vantage admits that it is a corporation organized and existing under the laws of the State of Delaware, duly registered and authorized to transact business in the States of California and Michigan. Vantage admits that its corporate headquarters are located at 4200 Industrial Parkway, Auburn Hills, Michigan 48326. Vantage admits that it operates the Fontana Plant, a manufacturing facility located at 11780 Cherry Avenue, Fontana, California 92337. Vantage admits that it is engaged in the business of automotive manufacturing, including specialty vehicle modifications such as wheelchair-accessible van conversions and fleet vehicle upfitting services. Vantage further admits that it is a wholly owned portfolio company of Ashgrove Equity Partners Industrial Partners, LP. Vantage denies each and every allegation in Paragraph 2 that characterizes Vantage or its conduct as unlawful or as having engaged in any unlawful employment practice or policy.

3. In response to the allegations of Paragraph 3 of the Complaint, Vantage admits that it was at all relevant times an employer within the meaning of the California Labor Code. Vantage admits that it employed Plaintiff during the period alleged. Vantage denies any remaining allegations in Paragraph 3 to the extent they purport to describe the nature or characteristics of the employment relationship in a manner that suggests unlawful conduct or non-compliance.

4. In response to the allegations of Paragraphs 4 through 8 of the Complaint, to the extent such paragraphs contain further allegations regarding the parties, Vantage responds to each specific allegation therein by admitting only those facts expressly admitted above, and denies each and every remaining allegation not specifically admitted.

5. In response to the allegations of Paragraph 9 of the Complaint, concerning jurisdiction, Vantage admits that the Superior Court of the State of California, County of San Bernardino, has subject matter jurisdiction over this action pursuant to the California Constitution, Article VI, Section 10, and that personal jurisdiction over Vantage is proper in this Court given Vantage's operations at the Fontana Plant within San Bernardino County.

6. In response to the allegations of Paragraph 10 of the Complaint, concerning venue, Vantage admits that venue is proper in the County of San Bernardino pursuant to California Code of Civil Procedure sections 395 and 395.5, based on the location of the Fontana Plant at 11780 Cherry Avenue, Fontana, California 92337, which is situated within San Bernardino County.

B. Response to Allegations Regarding the Proposed Class (Complaint ¶¶ 11–18)

7. In response to the allegations of Paragraph 11 of the Complaint, which sets forth the proposed class definition, Vantage denies that class treatment is appropriate under California Code of Civil Procedure section 382 or any other provision of law. Vantage notes that the Complaint defines the proposed class as "[a]ll current and former non-exempt hourly employees of Vantage Mobility Systems Corp. who worked at the Fontana Plant at any time from August 4, 2021 through the date of trial." Vantage admits that the Fontana Plant currently employs approximately 1,450 non-exempt hourly production employees across two production shifts and approximately 120 exempt salaried and management employees. Vantage further admits that the annual turnover rate for non-exempt hourly production employees at the Fontana Plant is approximately 38 percent. Vantage denies that approximately 3,550 putative class members, or any other number of individuals, share sufficiently common issues of law or fact to warrant class certification, and denies that the requirements for class certification under California law are satisfied with respect to any cause of action alleged in the Complaint.

8. In response to the allegations of Paragraph 12 of the Complaint, concerning numerosity, Vantage admits that the number of individuals falling within the proposed class definition is sufficiently numerous that joinder of all members would be impracticable. Vantage reserves all objections and defenses to class certification, including but not limited to objections to the other prerequisites for class certification.

9. In response to the allegations of Paragraphs 13 and 14 of the Complaint, concerning commonality and typicality, Vantage denies that common questions of law or fact predominate over individualized questions, and denies that Plaintiff's claims are typical of the claims of the putative class. Vantage affirmatively states that individual variations in shift assignments across six distinct production lines at the Fontana Plant — Body Line A, Body Line B, Trim Line A, Trim Line B, Paint, and Final Assembly/Quality Control — as well as individual and voluntary meal break waiver practices, the exercise of supervisor-level discretion on different lines and shifts, differences in employment duration, and varying individual circumstances, collectively destroy commonality and typicality and render class certification inappropriate.

10. In response to the allegations of Paragraph 15 of the Complaint, concerning adequacy of representation, Vantage denies that Plaintiff Gloria Reyes is an adequate representative of the putative class. Plaintiff's individual circumstances — her assignment to Trim Line B on the second shift, her specific hourly wage rate, her specific job duties, and her individual interactions with supervisors — are not representative of the diverse experiences of the approximately 3,550 putative class members who worked across multiple production lines, on different shifts, under different supervisors, and at different wage rates during the proposed class period. Vantage further reserves the right to challenge Plaintiff's adequacy on additional grounds as discovery proceeds.

11. In response to the allegations of Paragraphs 16 through 18 of the Complaint, concerning superiority and other class certification requirements, Vantage denies that a class action is the superior method for the fair and efficient adjudication of the claims alleged in the Complaint. Vantage affirmatively states that the highly individualized nature of the alleged meal period, rest period, and wage violations — which depend on each employee's specific shift, production line assignment, supervisor, personal break-taking practices, and employment history — renders individual adjudication or other alternatives superior to class treatment. Vantage denies all remaining allegations in Paragraphs 16 through 18.

C. Response to Allegations Regarding Employment Practices — Factual Background (Complaint ¶¶ 19–40)

12. In response to the allegations of Paragraph 19 of the Complaint, regarding the operations of the Fontana Plant, Vantage admits that the Fontana Plant operates two production shifts: a First Shift with scheduled hours of 5:00 AM to 1:30 PM, and a Second Shift with scheduled hours of 2:00 PM to 10:30 PM. Vantage admits that during surge production periods, overtime shifts may be scheduled that extend a given employee's shift to approximately 12 hours. Vantage further admits that shifts exceeding 10 hours in duration entitle employees to a second 30-minute meal period under California Labor Code section 512(a). Vantage denies any remaining allegations in Paragraph 19 to the extent they characterize the Fontana Plant's operations in a manner that suggests systematic non-compliance with applicable law.

13. In response to the allegations of Paragraphs 20 through 23 of the Complaint, concerning Vantage's meal period policy, Vantage admits that it maintained a written meal and rest break policy set forth in Section 4.3 of the Employee Handbook (Fontana Plant), which was most recently revised in June 2022. Vantage admits that the written policy scheduled a 30-minute unpaid meal period at approximately 9:00 AM for First Shift employees and at approximately 6:00 PM for Second Shift employees. Vantage denies each and every allegation to the effect that the meal period policy was designed to, or did in practice, systematically deprive employees of compliant meal periods or otherwise violate California law. Vantage affirmatively states that its written policy provided for, authorized, and permitted off-duty, uninterrupted 30-minute meal periods in full compliance with California Labor Code section 512. Under the written policy, employees were relieved of all duties during their meal periods, were free to leave the premises, and were not subject to employer control. The written policy expressly informed employees of their right to a compliant meal period and instructed employees and supervisors alike that meal periods were not to be interrupted absent genuine emergency circumstances.

14. In response to the allegations of Paragraphs 24 and 25 of the Complaint, concerning Vantage's rest break policy, Vantage admits that its written policy, as set forth in Employee Handbook Section 4.3, provides for two paid 10-minute rest breaks per 8-hour shift and three paid 10-minute rest breaks per 12-hour shift, in compliance with the applicable Industrial Welfare Commission Wage Order and California Labor Code section 226.7. Vantage denies the allegation that rest breaks were systematically shortened or denied during surge production periods or at any other time. Vantage denies that any Vantage policy, whether written or unwritten, required, encouraged, or permitted supervisors to require employees to forgo or shorten their rest breaks for any reason, including production demands.

15. In response to the allegations of Paragraphs 26 through 29 of the Complaint, concerning the automatic meal period deduction feature in the ApexTime 6.2 timekeeping system, Vantage admits the following: From approximately January 2020 through March 15, 2024, the Fontana Plant utilized an automatic 30-minute meal period deduction feature in the ApexTime 6.2 timekeeping system, which was provided and maintained by Apex Workforce Solutions, Inc. The auto-deduction feature automatically deducted 30 minutes from each employee's daily recorded hours to account for the scheduled unpaid meal period. Vantage further admits that on March 15, 2024, following an internal Human Resources audit, Vantage discontinued the auto-deduction feature and implemented a manual clock-out/clock-in requirement for all meal periods at the Fontana Plant. Under the new system, effective March 15, 2024, employees are required to manually clock out at the beginning of their meal period and clock back in at the end of their meal period, such that the timekeeping system records the actual duration of each meal period. Vantage denies that the auto-deduction feature was used for the purpose of, or had the effect of, systematically depriving employees of wages for time actually worked. Vantage affirmatively states that the auto-deduction feature was implemented for administrative efficiency and recordkeeping purposes, and that employees were instructed — both in writing in the Employee Handbook and verbally by supervisors — to report any missed or interrupted meal periods to their immediate supervisor for correction and for the issuance of premium pay in accordance with California Labor Code section 226.7. Vantage maintained a documented procedure for employees to submit meal period correction requests, and such corrections were processed through the regular payroll cycle.

16. In response to the allegations of Paragraph 30 of the Complaint, to the extent such paragraph references the internal Human Resources audit, Vantage notes, without waiving any applicable attorney-client privilege, work-product protection, or other privilege, that Vantage proactively conducted an internal review of its timekeeping practices at the Fontana Plant. The internal HR audit memorandum, dated February 8, 2024, authored by Sandra Olsen, Vice President of Human Resources, identified potential compliance concerns regarding the continued use of the auto-deduction feature. A corrective action memorandum dated March 10, 2024, directed the discontinuation of the auto-deduction feature, which was implemented effective March 15, 2024. These proactive, voluntary remedial measures demonstrate Vantage's good faith and its commitment to compliance with California wage and hour law.

17. In response to the allegations of Paragraphs 31 and 32 of the Complaint, concerning the time-rounding policy, Vantage admits that the ApexTime 6.2 timekeeping system rounds clock-in and clock-out punches to the nearest 6-minute (one-tenth of an hour) increment. Vantage denies that the rounding policy systematically favors Vantage or results in net underpayment to employees, whether individually or on a class-wide basis. Vantage affirmatively states that the rounding policy is facially neutral, applies equally and uniformly to all clock-in and clock-out punches for all non-exempt hourly employees at the Fontana Plant, and, over any meaningful period of time, benefits employees as often as it benefits the employer, consistent with the requirements of California law as articulated in See's Candy Shops, Inc. v. Superior Court (2012) 210 Cal.App.4th 889.

18. In response to the allegations of Paragraphs 33 through 36 of the Complaint, concerning production quotas and supervisor conduct, Vantage denies that production quotas at the Fontana Plant prevented or impeded employees from taking compliant meal periods or rest breaks. Vantage denies that supervisors routinely required, directed, or encouraged employees to remain at their workstations during scheduled meal periods or to shorten or forgo scheduled rest breaks. Vantage affirmatively states that supervisors at the Fontana Plant received training on meal and rest break compliance, including the obligation to authorize and permit breaks in accordance with Vantage's written policy and California law. Training materials for supervisors were most recently updated in September 2023. Vantage further states that any isolated instance of individual supervisor deviation from Vantage's established policies does not constitute, and should not be characterized as, a company-wide policy, practice, or custom.

19. In response to the allegations of Paragraphs 37 through 40 of the Complaint, concerning Plaintiff Gloria Reyes's individual employment experience, Vantage denies Plaintiff's allegation that she was routinely required to remain at her workstation during scheduled meal periods due to production quotas or for any other reason attributable to Vantage. Vantage denies that Plaintiff's rest breaks were shortened or denied during surge production periods or at any other time. Vantage denies that Vantage automatically deducted 30-minute meal periods from Plaintiff's timesheets regardless of whether breaks were actually taken, without providing a mechanism for correction. Vantage affirmatively states that a documented correction mechanism was available to Plaintiff and all employees, and that the availability and use of that mechanism were communicated to employees, including Plaintiff, during onboarding and through periodic reminders.

D. Response to Allegations Regarding Damages (Complaint ¶¶ 41–48)

20. In response to the allegations of Paragraphs 41 through 48 of the Complaint, concerning alleged damages, Vantage denies each and every allegation regarding the nature, scope, and amount of damages allegedly sustained by Plaintiff and the putative class. Vantage specifically denies that Plaintiff's aggregate damages estimate of approximately $65 million, or any other aggregate figure stated in the Complaint, is accurate, reasonable, or supported by the evidence. Vantage states that Plaintiff's maximum theoretical exposure calculation is grossly inflated, relies on unsupported and unreasonable assumptions regarding the frequency and uniformity of alleged violations, and includes duplicative and overlapping categories of recovery that would constitute an impermissible double recovery if awarded. Vantage denies that the average hourly wage figure employed by Plaintiff in her damages calculation is accurate for all putative class members across the entire proposed class period. Vantage states that the average hourly wage for non-exempt production employees at the Fontana Plant during the proposed class period was approximately $21.40 per hour, and that individual wages varied based on position, production line assignment, seniority, and other factors. Vantage further denies that the California minimum wage rates during the proposed class period — $14.00 per hour in 2021, $15.00 per hour in 2022, $15.50 per hour in 2023, $16.00 per hour in 2024, and $16.50 per hour in 2025 — are relevant to the calculation of meal and rest period premium pay, which is properly calculated at each employee's regular rate of pay. Vantage reserves all objections to Plaintiff's damages methodology and to the opinions and testimony of Dr. Anita Bhargava of Lakeshore Economic Consulting Group, or any other expert retained or to be retained by Plaintiff.

PART II

RESPONSE TO CAUSES OF ACTION

First Cause of Action: Failure to Provide Meal Periods (Cal. Lab. Code §§ 226.7, 512)

21. In response to the allegations set forth in the First Cause of Action, Vantage denies each and every material allegation. Vantage admits that California Labor Code sections 226.7 and 512 impose certain obligations on employers with respect to meal periods for non-exempt employees. Vantage denies that it failed to provide, authorize, or permit compliant off-duty, uninterrupted 30-minute meal periods to Plaintiff or to any putative class member. Vantage affirmatively states that it maintained a written meal period policy in Section 4.3 of the Employee Handbook (Fontana Plant), revised June 2022, that fully complied with the requirements of California Labor Code section 512 and the applicable Industrial Welfare Commission Wage Order. Under that policy, employees were authorized and permitted to take uninterrupted, duty-free 30-minute meal periods, during which they were relieved of all duties and free to leave the premises. Vantage's obligation under California law was to provide meal periods — that is, to make them available and not to impede or discourage their being taken — not to police whether each employee actually took each break. This legal standard was established by the California Supreme Court in Brinker Restaurant Corp. v. Superior Court (2012) 53 Cal.4th 1004, 1040, which held that "[a]n employer's duty with respect to meal breaks . . . is an obligation to provide a meal period to its employees. The employer satisfies this obligation if it relieves its employees of all duty, relinquishes control over their activities and permits them a reasonable opportunity to take an uninterrupted 30-minute break, and does not impede or discourage them from doing so." Vantage denies that meal period premium pay of one additional hour at the employee's regular rate of pay per workday is owed to Plaintiff or to any putative class member on a class-wide basis. Vantage further denies that it failed to provide second meal periods on shifts exceeding 10 hours in duration. Vantage states that, with respect to the auto-deduction feature that was in effect through March 15, 2024, the existence of the auto-deduction did not prevent employees from reporting worked-through or interrupted meal periods to supervisors for correction and for the issuance of premium pay. Vantage incorporates by reference its responses to the factual allegations in Part I above.

Second Cause of Action: Failure to Provide Rest Periods (Cal. Lab. Code § 226.7)

22. In response to the allegations set forth in the Second Cause of Action, Vantage denies each and every material allegation. Vantage admits that California Labor Code section 226.7 requires employers to authorize and permit paid rest breaks of not less than 10 minutes per four hours of work, or major fraction thereof. Vantage denies that it failed to authorize and permit rest breaks to Plaintiff or to any putative class member. Vantage denies that rest breaks were systematically shortened or denied during surge production periods or at any other time as a matter of company policy or practice. Vantage affirmatively states that its written policy, as set forth in Employee Handbook Section 4.3, authorized and permitted two paid 10-minute rest breaks per 8-hour shift and three paid 10-minute rest breaks per 12-hour shift, in full compliance with applicable law. Vantage further states that to the extent any individual employee experienced a shortened or missed rest break, such occurrences resulted from the individual employee's own voluntary choice to forgo or shorten a break, or from isolated conduct by an individual supervisor that was contrary to Vantage's established policies and training, and not from any uniform company-wide policy, practice, or custom. Vantage incorporates by reference its responses to the factual allegations in Part I above.

Third Cause of Action: Unpaid Wages (Cal. Lab. Code §§ 204, 1194)

23. In response to the allegations set forth in the Third Cause of Action, Vantage denies each and every material allegation. Vantage denies that the automatic deduction of 30 minutes for meal periods resulted in the systematic nonpayment of wages for time actually worked by Plaintiff or any putative class member. Vantage further denies that the time-rounding policy utilized in the ApexTime 6.2 timekeeping system resulted in net underpayment of wages to any individual employee or to the putative class as a whole. Vantage affirmatively states that the rounding policy is neutral, applies equally to clock-in and clock-out punches, and over time does not systematically undercompensate employees. Vantage further states that employees were provided a documented procedure by which to report and correct any discrepancy between recorded hours and hours actually worked, and that such corrections were processed through regular payroll cycles. Vantage incorporates by reference its responses to the factual allegations in Part I above.

Fourth Cause of Action: Inaccurate Wage Statements (Cal. Lab. Code § 226)

24. In response to the allegations set forth in the Fourth Cause of Action, Vantage denies each and every material allegation. Vantage denies that it issued wage statements that failed to accurately report hours worked and wages earned by Plaintiff or by any putative class member. Vantage affirmatively states that wage statements issued by Vantage, which were generated and processed through Apex Workforce Solutions, Inc., complied with the itemization requirements of California Labor Code section 226(a), including the accurate reporting of gross wages earned, total hours worked, the applicable hourly rate or rates, all deductions, net wages earned, the inclusive dates of the pay period, the name of the employee, the name and address of the legal entity that is the employer, and all other required information. Vantage denies that any wage statement inaccuracy was knowing and intentional within the meaning of section 226(e). Vantage affirmatively states that to the extent any inaccuracy existed on any wage statement, such inaccuracy was the unintentional result of the auto-deduction feature in the ApexTime 6.2 timekeeping system, which was discontinued effective March 15, 2024 upon Vantage's discovery of the potential compliance concern through its proactive internal HR audit. Any inaccuracy attributable to the auto-deduction feature does not give rise to statutory penalties for the period after remediation. Vantage incorporates by reference its responses to the factual allegations in Part I above.

Fifth Cause of Action: Waiting Time Penalties (Cal. Lab. Code § 203)

25. In response to the allegations set forth in the Fifth Cause of Action, Vantage denies each and every material allegation. Vantage denies that it failed to pay all wages due at the time of separation to any former employee, including Plaintiff Gloria Reyes, who separated from employment on January 19, 2025. Vantage denies that approximately 2,100 former employees during the proposed class period, or any other number of former employees, are owed waiting time penalties of up to 30 days' wages under California Labor Code section 203. Vantage affirmatively states that it paid all wages due and owing to Plaintiff and to other separated employees at the time of separation or within the statutory time period required by California Labor Code sections 201 and 202. To the extent that any dispute exists as to the amount of wages owed at separation, Vantage affirmatively states that it maintained a good-faith dispute as to the existence and amount of any such obligation. A good-faith dispute regarding the amount of wages due precludes the imposition of waiting time penalties under California Labor Code section 203. See Cal. Code Regs., tit. 8, § 13520. Vantage incorporates by reference its responses to the factual allegations in Part I above.

Sixth Cause of Action: Unfair Business Practices (Cal. Bus. & Prof. Code § 17200)

26. In response to the allegations set forth in the Sixth Cause of Action, Vantage denies each and every material allegation. Vantage denies that it engaged in any unlawful, unfair, or fraudulent business act or practice within the meaning of California Business and Professions Code section 17200 et seq. (the "UCL"). Vantage denies that the predicate violations of the California Labor Code alleged in the Complaint have been established or are capable of being established. Vantage affirmatively states that the UCL cause of action is entirely derivative of, and dependent upon, the underlying Labor Code claims asserted in the First through Fifth Causes of Action, and that the UCL claim necessarily fails to the extent those predicate claims fail. Vantage further denies that Plaintiff or any member of the putative class suffered any injury in fact or lost money or property sufficient to confer standing to bring a UCL claim under Business and Professions Code section 17204, as amended by Proposition 64. Vantage states that any restitutionary relief sought under the UCL is duplicative of the meal and rest period premium pay sought under the First and Second Causes of Action, and that an award of both would constitute an impermissible double recovery. Vantage notes that the UCL is subject to a four-year statute of limitations under Business and Professions Code section 17208, such that the class period for the UCL claim commences no earlier than August 4, 2021. Vantage incorporates by reference its responses to the factual allegations in Part I above.

Seventh Cause of Action: PAGA Penalties (Cal. Lab. Code § 2698 et seq.)

27. In response to the allegations set forth in the Seventh Cause of Action, Vantage denies each and every material allegation. Vantage admits that Plaintiff served a notice pursuant to the Private Attorneys General Act of 2004 ("PAGA"), California Labor Code section 2699.3, on the California Labor and Workforce Development Agency ("LWDA") and on Vantage on or about May 22, 2025. Vantage admits that the PAGA notice was assigned LWDA Case Number LWDA-CM-2025-831447. Vantage further admits that the 65-day cure and investigation period provided by Labor Code section 2699.3(a)(2)(A) expired on or about July 26, 2025, without the LWDA having initiated an investigation into the claims set forth in the PAGA notice. Vantage denies that Plaintiff has standing to assert representative PAGA claims for violations that she did not personally experience during her employment. Vantage affirmatively states that, under California Labor Code section 2699(c) and applicable judicial authority, a PAGA plaintiff must be an "aggrieved employee" who personally suffered each category of violation for which she seeks to recover civil penalties on behalf of herself and other current or former employees. To the extent Plaintiff asserts PAGA claims based on alleged violations occurring on production lines other than Trim Line B, on shifts other than the Second Shift, or relating to second meal periods on extended shifts that Plaintiff did not work, Plaintiff lacks standing to pursue such claims. Vantage denies that civil penalties of $100 per employee per pay period for initial violations and $200 per employee per pay period for subsequent violations, as set forth in Labor Code section 2699(f), are warranted or recoverable. Vantage states that PAGA penalties are subject to a one-year lookback period from the date of filing of the PAGA notice, and that any penalties are limited accordingly. Vantage reserves all challenges to Plaintiff's PAGA standing and to the sufficiency and specificity of the PAGA notice. Vantage incorporates by reference its responses to the factual allegations in Part I above.

PART III

PRAYER

WHEREFORE, Defendant Vantage Mobility Systems Corp. respectfully prays that this Court enter judgment as follows:

1. That Plaintiff Gloria Reyes take nothing by this action;

2. That the Complaint be dismissed in its entirety, with prejudice, and that judgment be entered in favor of Vantage and against Plaintiff and the putative class on each and every cause of action alleged in the Complaint;

3. That the Court deny class certification in its entirety;

4. That Vantage be awarded its costs of suit incurred herein, including but not limited to filing fees, deposition costs, and other recoverable costs, pursuant to California Code of Civil Procedure section 1032;

5. That the Court deny any and all requests for injunctive relief, restitution, penalties, and other equitable or legal remedies sought by Plaintiff; and

6. That the Court grant such other and further relief as it deems just and proper.

PART IV

AFFIRMATIVE DEFENSES

Without assuming any burden of proof that would otherwise rest with Plaintiff, and without admitting the sufficiency, merit, or viability of any cause of action alleged in the Complaint, Defendant Vantage Mobility Systems Corp. hereby asserts the following affirmative defenses. Vantage expressly reserves the right to assert additional affirmative defenses, and to amend or supplement the defenses set forth herein, as may be supported by facts developed during the course of discovery and further investigation in this matter.

FIRST AFFIRMATIVE DEFENSE: Statute of Limitations

Some or all of Plaintiff's and the putative class's claims are barred, in whole or in part, by the applicable statutes of limitations and other time-limitation provisions. Without limitation, the following limitation periods apply to the claims asserted in the Complaint: (a) the three-year statute of limitations for claims arising under the California Labor Code, including claims for unpaid wages, meal period premium pay, rest period premium pay, and wage statement penalties, pursuant to California Code of Civil Procedure section 338(a); (b) the four-year statute of limitations for claims arising under the Unfair Competition Law, California Business and Professions Code section 17200 et seq., pursuant to Business and Professions Code section 17208, such that the class period for the Sixth Cause of Action commences no earlier than August 4, 2021; and (c) the one-year lookback period for PAGA civil penalties, which limits recoverable penalties to the one-year period preceding the filing of the PAGA notice with the LWDA, pursuant to California Labor Code section 2699.3. To the extent Plaintiff or any putative class member seeks recovery for conduct, omissions, or injuries occurring outside these applicable limitation periods, such claims are time-barred and must be dismissed.

SECOND AFFIRMATIVE DEFENSE: Good-Faith Compliance with California Labor Code Section 512

Vantage maintained and disseminated to all non-exempt hourly employees at the Fontana Plant a written meal and rest break policy set forth in Section 4.3 of the Employee Handbook (Fontana Plant), which was most recently revised in June 2022. That policy authorized and permitted employees to take compliant off-duty, uninterrupted 30-minute meal periods and paid 10-minute rest breaks in full accordance with the requirements of California Labor Code sections 226.7 and 512 and the applicable Industrial Welfare Commission Wage Order. Vantage acted in good faith and in reasonable reliance on its written policies, which were developed with the guidance of legal counsel and human resources professionals. Under California law, as established by the California Supreme Court in Brinker Restaurant Corp. v. Superior Court (2012) 53 Cal.4th 1004, an employer's obligation with respect to meal periods is to provide — that is, to make available — compliant meal periods, not to ensure that each employee actually takes each break. Vantage satisfied this obligation through its written policy, its communication of the policy to employees, its training of supervisors on compliance, and its maintenance of procedures for employees to report and obtain correction for any missed or interrupted meal period.

THIRD AFFIRMATIVE DEFENSE: Voluntary Meal Period Waivers

To the extent any putative class member did not take a meal period or rest break during any given shift, such break was voluntarily waived or foregone by the individual employee of his or her own accord, and Vantage did not impede, discourage, or prevent the taking of the break. California Labor Code section 512(a) expressly permits the voluntary waiver of a second meal period on shifts not exceeding 12 hours in duration, provided the first meal period was not waived. An individual employee's voluntary decision to skip, shorten, or otherwise forgo a meal or rest break to which the employee was entitled constitutes a complete defense to claims for meal and rest period premium pay. The determination of whether a given break was voluntarily waived is inherently individualized and must be assessed on an employee-by-employee, shift-by-shift basis.

FOURTH AFFIRMATIVE DEFENSE: Individualized Issues Preclude Class Treatment

The claims of Plaintiff and the putative class are subject to individualized factual and legal inquiries that predominate over any common questions of law or fact, rendering class certification inappropriate under California Code of Civil Procedure section 382 and applicable judicial authority. These individualized issues include, but are not limited to: (a) variations in shift assignments across six distinct production lines at the Fontana Plant (Body Line A, Body Line B, Trim Line A, Trim Line B, Paint, and Final Assembly/Quality Control), each with different production schedules, workflows, and staffing levels; (b) differences in supervisor practices, management styles, and enforcement of break policies across different lines and shifts; (c) individual employee decisions to voluntarily waive, shorten, skip, or take meal and rest breaks; (d) varying employment durations, start dates, and separation dates among putative class members; (e) differences in hourly wage rates based on position, seniority, production line, and other factors; (f) the availability and use of the meal period correction procedure by individual employees; and (g) the distinction between the two sub-periods created by the March 15, 2024 discontinuation of the auto-deduction feature. These individualized issues preclude a finding that common questions predominate and render class certification and class-wide adjudication inappropriate.

FIFTH AFFIRMATIVE DEFENSE: Remedial Measures / Discontinuation of Auto-Deduction

Effective March 15, 2024, Vantage voluntarily and proactively discontinued the automatic 30-minute meal period deduction feature in the ApexTime 6.2 timekeeping system at the Fontana Plant and implemented a manual clock-out/clock-in requirement for all meal periods. This corrective action was taken following a proactive internal Human Resources audit, the results of which were memorialized in a memorandum dated February 8, 2024 by Sandra Olsen, Vice President of Human Resources, and implemented pursuant to a corrective action memorandum dated March 10, 2024. These voluntary remedial measures demonstrate Vantage's good faith and its commitment to compliance with California wage and hour law. The remedial measures limit the temporal scope of any alleged injury attributable to the auto-deduction feature to the period prior to March 15, 2024. Furthermore, the discontinuation of the auto-deduction feature negates any entitlement to prospective injunctive relief with respect to the auto-deduction practice, as the practice has been voluntarily ceased and there is no reasonable likelihood of recurrence. For purposes of any liability and damages analysis, the proposed class period must be analyzed as two distinct sub-periods: (a) the period from the commencement of the class period (whether January 2020 or August 4, 2021) through March 15, 2024, during which the auto-deduction feature was in effect; and (b) the period from March 15, 2024 through the present, during which the manual clock-in/clock-out system has been in place.

SIXTH AFFIRMATIVE DEFENSE: Neutral Rounding Policy

The ApexTime 6.2 rounding policy utilized at the Fontana Plant, which rounds all clock-in and clock-out punches to the nearest 6-minute (one-tenth of an hour) increment, is facially neutral and does not systematically favor Vantage over its employees. Over any meaningful period of time, the rounding policy results in approximately equal benefit to both the employer and employees, as clock-in punches are rounded both up and down with approximately equal frequency, and clock-out punches are rounded both up and down with approximately equal frequency. A facially neutral rounding policy that does not result in systematic underpayment of employees over time is lawful under California law. See's Candy Shops, Inc. v. Superior Court (2012) 210 Cal.App.4th 889, 907. Vantage intends to present statistical evidence from Dr. Kenneth Proulx of Veltrano Analytics LLC demonstrating the mathematical neutrality of the rounding policy as applied to the time-punch data for all non-exempt hourly employees at the Fontana Plant during the proposed class period. Dr. Proulx's analysis will show that the rounding policy, when applied to the full dataset of time punches, does not result in net underpayment to employees, either individually or in the aggregate.

SEVENTH AFFIRMATIVE DEFENSE: Failure to Exhaust Administrative Remedies

To the extent any of Plaintiff's claims require exhaustion of administrative remedies as a condition precedent to filing suit, Plaintiff has failed to satisfy such requirements. Vantage reserves the right to challenge the sufficiency and specificity of the PAGA notice served on the LWDA on May 22, 2025 (LWDA Case No. LWDA-CM-2025-831447) with respect to specific categories of alleged violations that were not adequately described therein with the statutory particularity required by California Labor Code section 2699.3(a)(1)(A). A PAGA notice that fails to identify the specific provisions of law alleged to have been violated, the facts and theories supporting each alleged violation, and the identity of the aggrieved employees on whose behalf penalties are sought, is insufficient to exhaust the administrative remedy prerequisite to PAGA standing.

EIGHTH AFFIRMATIVE DEFENSE: Lack of Standing for PAGA Representative Claims

Plaintiff Gloria Reyes lacks standing to assert PAGA representative claims for categories of violations that she did not personally experience during her employment with Vantage. Under California Labor Code section 2699(c) and applicable judicial authority, including Kim v. Reins International California, Inc. (2020) 9 Cal.5th 73, a plaintiff asserting PAGA claims must be an "aggrieved employee" who personally suffered each violation for which she seeks to recover civil penalties on a representative basis. To the extent Plaintiff asserts PAGA claims premised on alleged violations that occurred on production lines other than Trim Line B, on shifts other than the Second Shift, or relating to second meal periods on extended shifts that Plaintiff herself did not work, Plaintiff lacks standing to pursue such claims and they must be dismissed. Vantage further reserves the right to challenge the sufficiency of Plaintiff's PAGA notice to the LWDA with respect to any specific violation categories that were not described with the statutory particularity required by Labor Code section 2699.3(a)(1)(A), as such deficiencies independently deprive Plaintiff of standing to pursue those particular claims.

NINTH AFFIRMATIVE DEFENSE: Safe Harbor

Vantage's meal and rest break policies, as documented in Section 4.3 of the Employee Handbook (Fontana Plant), revised June 2022, were adopted and maintained in compliance with the requirements of the California Labor Code, including sections 226.7 and 512, and the applicable Industrial Welfare Commission Wage Order. To the extent a safe harbor defense is available under California Business and Professions Code section 17203 or any other applicable statutory or regulatory provision, Vantage's compliance with the substantive requirements of the Labor Code and applicable Wage Orders provides a complete defense to the Sixth Cause of Action for unfair business practices under the UCL. The UCL does not authorize the imposition of additional penalties or remedies where the defendant has complied with the requirements of the statute or regulation that forms the predicate for the UCL claim.

TENTH AFFIRMATIVE DEFENSE: Good-Faith Dispute Regarding Wages Owed

To the extent any wages, meal or rest period premium pay, penalties, or other monetary obligations are allegedly owed to Plaintiff or to any putative class member, Vantage maintained a good-faith dispute regarding the existence, nature, and amount of such obligations at all relevant times. A good-faith dispute as to the amount of wages due at the time of separation precludes the imposition of waiting time penalties under California Labor Code section 203 and California Code of Regulations, title 8, section 13520. A good-faith dispute exists where the employer has a reasonable, arguable basis for believing that wages were not owed, even if the employer's position is ultimately determined to be incorrect. Vantage's good-faith dispute regarding the existence and amount of any allegedly owed wages, premium pay, or penalties may also reduce or eliminate other penalty claims asserted in the Complaint.

ELEVENTH AFFIRMATIVE DEFENSE: Failure to Mitigate Damages

Plaintiff and the putative class members failed to take reasonable steps to mitigate their alleged damages. Such failures to mitigate include, but are not limited to: (a) failing to report missed or interrupted meal periods to their immediate supervisors for correction and premium pay, as instructed by Vantage's written policy and training; (b) failing to utilize the documented meal period correction procedure maintained by Vantage for the purpose of reporting and correcting meal period discrepancies; (c) failing to request premium pay for missed or interrupted meal or rest breaks through available channels; and (d) failing to timely notify Vantage or its Human Resources department of any alleged wage underpayments, rounding discrepancies, or other payroll irregularities. To the extent Plaintiff or any putative class member could have avoided or reduced their alleged damages through the exercise of reasonable diligence, any recovery must be reduced accordingly.

TWELFTH AFFIRMATIVE DEFENSE: No Knowing and Intentional Violation (Wage Statement Penalties)

Vantage did not knowingly and intentionally fail to comply with the wage statement requirements of California Labor Code section 226. To the extent any wage statement issued by Vantage or by Apex Workforce Solutions, Inc. on Vantage's behalf contained any inaccuracy with respect to total hours worked or gross wages earned, such inaccuracy was unintentional and resulted from the operation of the auto-deduction feature in the ApexTime 6.2 timekeeping system, which was implemented for administrative efficiency and was discontinued effective March 15, 2024 upon discovery of the potential compliance concern. Knowing and intentional conduct is a prerequisite to the recovery of statutory penalties under California Labor Code section 226(e), and the absence of such conduct constitutes a complete defense to the Fourth Cause of Action. Moreover, section 226(e)(1) requires that an employee suffer an injury as a result of the knowing and intentional failure, and Plaintiff has not established any such injury.

THIRTEENTH AFFIRMATIVE DEFENSE: De Minimis Doctrine

To the extent any alleged time-rounding discrepancies or meal period shortfalls involve trivial, negligible, and administratively impracticable amounts of time, such claims are barred by the de minimis doctrine. Under the de minimis doctrine, employers are not required to compensate employees for otherwise compensable time where the time periods at issue are so small or irregular as to make tracking administratively impracticable, and where the failure to compensate does not result in a pattern of undercompensation over time. To the extent any putative class member's claim rests on rounding discrepancies or meal period deviations involving only trivial amounts of time, such claims should be dismissed as de minimis.

FOURTEENTH AFFIRMATIVE DEFENSE: Reservation of Additional Defenses

Vantage reserves the right to assert additional affirmative defenses as may be supported by facts, evidence, and legal theories developed during the course of discovery and further investigation in this matter. Such additional defenses may include, but are not limited to: (a) federal or state preemption of any claim asserted in the Complaint; (b) the existence of binding individual arbitration agreements with class members that require arbitration of their claims on an individual basis; (c) defenses arising from further analysis of the ApexTime 6.2 time-punch data for the approximately 3,550 putative class members during the proposed class period; (d) any defense arising from the terms and conditions of employment or from collective bargaining agreements, if applicable; and (e) any other defense that may become apparent as this litigation proceeds. Vantage does not waive, and expressly reserves, any defense not specifically set forth herein by reason of its omission from this Answer.

VERIFICATION

I, Priya Nandakumar, declare as follows:

I am the General Counsel of Vantage Mobility Systems Corp., the defendant in this action. I am authorized to make this verification on behalf of the corporation. I have read the foregoing Answer to Complaint and Affirmative Defenses and am familiar with its contents. The factual statements contained therein are true of my own knowledge, except as to those matters stated on information and belief, and as to those matters, I believe them to be true.

I am making this verification on behalf of the corporation because the facts are within the knowledge of the corporation's officers and employees, and I have reviewed relevant corporate records and conferred with appropriate personnel in making this verification.

I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Executed on ____, 2025, at Auburn Hills, Michigan.

________________________________________

Priya Nandakumar General Counsel Vantage Mobility Systems Corp. 4200 Industrial Parkway Auburn Hills, MI 48326

SIGNATURE BLOCK

Dated: September 11, 2025

Respectfully submitted,

CALDERWOOD & HARKNESS LLP

By: ________

Renata Vasquez (SBN 247812) Responsible Partner, Labor & Employment

Bernard Crawford (SBN 219476) Billing Partner, Labor & Employment

James Underwood (SBN 312954) Lead Associate, Labor & Employment

Devon Archer (SBN 338261) Working Associate, Labor & Employment

633 West Fifth Street, Suite 4400 Los Angeles, California 90071 Telephone: (213) 486-7000 Facsimile: (213) 486-7001

Attorneys for Defendant Vantage Mobility Systems Corp.

Of Counsel:

WHITFIELD GARZA LLP

Elena Garza (SBN 258193) Contact Partner

290 North D Street, Suite 510 San Bernardino, California 92401 Telephone: (909) 381-4200 Facsimile: (909) 381-4201

PROOF OF SERVICE

C&H Matter No. 1007-00004

STATE OF CALIFORNIA, COUNTY OF LOS ANGELES

I am employed in the County of Los Angeles, State of California. I am over the age of 18 and not a party to the within action. My business address is 633 West Fifth Street, Suite 4400, Los Angeles, California 90071.

On September 11, 2025, I served the foregoing document described as DEFENDANT VANTAGE MOBILITY SYSTEMS CORP.'S ANSWER TO COMPLAINT; AFFIRMATIVE DEFENSES on the interested parties in this action as follows:

VIA ELECTRONIC SERVICE and U.S. MAIL:

Victor Lozano, Esq. Michelle Tran, Esq. NAKAMURA LOZANO & PRATT LLP 350 South Grand Avenue, Suite 2800 Los Angeles, California 90071 Telephone: (213) 629-5500 Facsimile: (213) 629-5501

Attorneys for Plaintiff Gloria Reyes

BY ELECTRONIC SERVICE: I caused a true and correct copy of the foregoing document to be served via the Court's approved electronic filing and service system on September 11, 2025, to the email addresses of the parties listed above, in accordance with California Code of Civil Procedure section 1010.6 and California Rules of Court, rule 2.251. The transmission was reported as complete and without error.

BY U.S. MAIL: I caused a true and correct copy of the foregoing document to be enclosed in a sealed envelope with postage thereon fully prepaid, and placed the envelope for collection and mailing on September 11, 2025, at Los Angeles, California, following ordinary business practices for the collection and processing of correspondence for mailing. On the same date, the envelope was deposited in the United States mail at Los Angeles, California, addressed to the persons at the addresses listed above.

I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Executed on September 11, 2025, at Los Angeles, California.

________________________________________

Devon Archer

GLORIA REYES, individually and on behalf of all others similarly situated, and on behalf of the State of California,	Case No. CIVSB-2025-04781
Plaintiff,	DEFENDANT VANTAGE MOBILITY SYSTEMS CORP.'S ANSWER TO COMPLAINT; AFFIRMATIVE DEFENSES

VANTAGE MOBILITY SYSTEMS CORP., a Delaware corporation,	Assigned for All Purposes to: Dept. S-26
Defendant.	Complaint Filed: August 1, 2025

Trial Date: Not Yet Set

SUPERIOR COURT OF THE STATE OF CALIFORNIA
COUNTY OF SAN BERNARDINO
DEFENDANT VANTAGE MOBILITY SYSTEMS CORP.'S ANSWER TO COMPLAINT; AFFIRMATIVE DEFENSES
Defendant Vantage Mobility Systems Corp. ("Vantage" or "VMS"), a Delaware corporation duly registered to do business in the States of California and Michigan, with its principal place of business and corporate headquarters located at 4200 Industrial Parkway, Auburn Hills, Michigan 48326, by and through its undersigned attorneys of record, Calderwood & Harkness LLP and Whitfield Garza LLP, hereby answers the Complaint filed by plaintiff Gloria Reyes ("Plaintiff") in this action on August 1, 2025, and served on Vantage on August 12, 2025.
Vantage responds to each and every allegation of the Complaint as specifically set forth below. In addition, and without waiving any objections, rights, or defenses available to it, whether procedural or substantive, Vantage asserts the affirmative defenses that follow the responses to the Complaint's allegations.
To the extent any allegation of the Complaint is not specifically and expressly admitted herein, it is denied. Vantage reserves the right to amend this Answer and to assert additional affirmative defenses, counterclaims, or cross-claims as discovery proceeds and additional facts become known. The filing of this Answer shall not be deemed an admission that any allegation of the Complaint states a cognizable claim upon which relief can be granted, nor shall it be deemed a waiver of any defense, including but not limited to any challenge to the sufficiency of the Complaint, to class certification, or to the standing of Plaintiff to bring representative claims.
PART I
RESPONSE TO GENERAL ALLEGATIONS
A. Response to Allegations Regarding the Parties (Complaint ¶¶ 1–10)
1. In response to the allegations of Paragraph 1 of the Complaint, concerning Plaintiff Gloria Reyes, Vantage admits that Gloria Reyes was employed by Vantage as a Production Associate assigned to Trim Line B at Vantage's manufacturing facility located at 11780 Cherry Avenue, Fontana, California 92337 (the "Fontana Plant"), from approximately March 12, 2021 through January 19, 2025. Vantage admits that Plaintiff was assigned to and worked the second production shift, with scheduled hours of 2:00 PM to 10:30 PM. Vantage further admits that Plaintiff's hourly wage rate at the time of her separation from employment was $22.75 per hour. Vantage denies each and every remaining allegation in Paragraph 1 to the extent that such allegations characterize Vantage's employment policies, practices, or procedures as unlawful, non-compliant, or otherwise improper. Vantage denies that Plaintiff is an adequate or typical representative of the proposed class for any purpose. Vantage states, upon information and belief, that Plaintiff resides in Rancho Cucamonga, California, but lacks sufficient information or knowledge to admit or deny other personal details alleged in Paragraph 1 concerning Plaintiff, and on that basis denies the same.
2. In response to the allegations of Paragraph 2 of the Complaint, Vantage admits that it is a corporation organized and existing under the laws of the State of Delaware, duly registered and authorized to transact business in the States of California and Michigan. Vantage admits that its corporate headquarters are located at 4200 Industrial Parkway, Auburn Hills, Michigan 48326. Vantage admits that it operates the Fontana Plant, a manufacturing facility located at 11780 Cherry Avenue, Fontana, California 92337. Vantage admits that it is engaged in the business of automotive manufacturing, including specialty vehicle modifications such as wheelchair-accessible van conversions and fleet vehicle upfitting services. Vantage further admits that it is a wholly owned portfolio company of Ashgrove Equity Partners Industrial Partners, LP. Vantage denies each and every allegation in Paragraph 2 that characterizes Vantage or its conduct as unlawful or as having engaged in any unlawful employment practice or policy.
3. In response to the allegations of Paragraph 3 of the Complaint, Vantage admits that it was at all relevant times an employer within the meaning of the California Labor Code. Vantage admits that it employed Plaintiff during the period alleged. Vantage denies any remaining allegations in Paragraph 3 to the extent they purport to describe the nature or characteristics of the employment relationship in a manner that suggests unlawful conduct or non-compliance.
4. In response to the allegations of Paragraphs 4 through 8 of the Complaint, to the extent such paragraphs contain further allegations regarding the parties, Vantage responds to each specific allegation therein by admitting only those facts expressly admitted above, and denies each and every remaining allegation not specifically admitted.
5. In response to the allegations of Paragraph 9 of the Complaint, concerning jurisdiction, Vantage admits that the Superior Court of the State of California, County of San Bernardino, has subject matter jurisdiction over this action pursuant to the California Constitution, Article VI, Section 10, and that personal jurisdiction over Vantage is proper in this Court given Vantage's operations at the Fontana Plant within San Bernardino County.
6. In response to the allegations of Paragraph 10 of the Complaint, concerning venue, Vantage admits that venue is proper in the County of San Bernardino pursuant to California Code of Civil Procedure sections 395 and 395.5, based on the location of the Fontana Plant at 11780 Cherry Avenue, Fontana, California 92337, which is situated within San Bernardino County.
B. Response to Allegations Regarding the Proposed Class (Complaint ¶¶ 11–18)
7. In response to the allegations of Paragraph 11 of the Complaint, which sets forth the proposed class definition, Vantage denies that class treatment is appropriate under California Code of Civil Procedure section 382 or any other provision of law. Vantage notes that the Complaint defines the proposed class as "[a]ll current and former non-exempt hourly employees of Vantage Mobility Systems Corp. who worked at the Fontana Plant at any time from August 4, 2021 through the date of trial." Vantage admits that the Fontana Plant currently employs approximately 1,450 non-exempt hourly production employees across two production shifts and approximately 120 exempt salaried and management employees. Vantage further admits that the annual turnover rate for non-exempt hourly production employees at the Fontana Plant is approximately 38 percent. Vantage denies that approximately 3,550 putative class members, or any other number of individuals, share sufficiently common issues of law or fact to warrant class certification, and denies that the requirements for class certification under California law are satisfied with respect to any cause of action alleged in the Complaint.
8. In response to the allegations of Paragraph 12 of the Complaint, concerning numerosity, Vantage admits that the number of individuals falling within the proposed class definition is sufficiently numerous that joinder of all members would be impracticable. Vantage reserves all objections and defenses to class certification, including but not limited to objections to the other prerequisites for class certification.
9. In response to the allegations of Paragraphs 13 and 14 of the Complaint, concerning commonality and typicality, Vantage denies that common questions of law or fact predominate over individualized questions, and denies that Plaintiff's claims are typical of the claims of the putative class. Vantage affirmatively states that individual variations in shift assignments across six distinct production lines at the Fontana Plant — Body Line A, Body Line B, Trim Line A, Trim Line B, Paint, and Final Assembly/Quality Control — as well as individual and voluntary meal break waiver practices, the exercise of supervisor-level discretion on different lines and shifts, differences in employment duration, and varying individual circumstances, collectively destroy commonality and typicality and render class certification inappropriate.
10. In response to the allegations of Paragraph 15 of the Complaint, concerning adequacy of representation, Vantage denies that Plaintiff Gloria Reyes is an adequate representative of the putative class. Plaintiff's individual circumstances — her assignment to Trim Line B on the second shift, her specific hourly wage rate, her specific job duties, and her individual interactions with supervisors — are not representative of the diverse experiences of the approximately 3,550 putative class members who worked across multiple production lines, on different shifts, under different supervisors, and at different wage rates during the proposed class period. Vantage further reserves the right to challenge Plaintiff's adequacy on additional grounds as discovery proceeds.
11. In response to the allegations of Paragraphs 16 through 18 of the Complaint, concerning superiority and other class certification requirements, Vantage denies that a class action is the superior method for the fair and efficient adjudication of the claims alleged in the Complaint. Vantage affirmatively states that the highly individualized nature of the alleged meal period, rest period, and wage violations — which depend on each employee's specific shift, production line assignment, supervisor, personal break-taking practices, and employment history — renders individual adjudication or other alternatives superior to class treatment. Vantage denies all remaining allegations in Paragraphs 16 through 18.
C. Response to Allegations Regarding Employment Practices — Factual Background (Complaint ¶¶ 19–40)
12. In response to the allegations of Paragraph 19 of the Complaint, regarding the operations of the Fontana Plant, Vantage admits that the Fontana Plant operates two production shifts: a First Shift with scheduled hours of 5:00 AM to 1:30 PM, and a Second Shift with scheduled hours of 2:00 PM to 10:30 PM. Vantage admits that during surge production periods, overtime shifts may be scheduled that extend a given employee's shift to approximately 12 hours. Vantage further admits that shifts exceeding 10 hours in duration entitle employees to a second 30-minute meal period under California Labor Code section 512(a). Vantage denies any remaining allegations in Paragraph 19 to the extent they characterize the Fontana Plant's operations in a manner that suggests systematic non-compliance with applicable law.
13. In response to the allegations of Paragraphs 20 through 23 of the Complaint, concerning Vantage's meal period policy, Vantage admits that it maintained a written meal and rest break policy set forth in Section 4.3 of the Employee Handbook (Fontana Plant), which was most recently revised in June 2022. Vantage admits that the written policy scheduled a 30-minute unpaid meal period at approximately 9:00 AM for First Shift employees and at approximately 6:00 PM for Second Shift employees. Vantage denies each and every allegation to the effect that the meal period policy was designed to, or did in practice, systematically deprive employees of compliant meal periods or otherwise violate California law. Vantage affirmatively states that its written policy provided for, authorized, and permitted off-duty, uninterrupted 30-minute meal periods in full compliance with California Labor Code section 512. Under the written policy, employees were relieved of all duties during their meal periods, were free to leave the premises, and were not subject to employer control. The written policy expressly informed employees of their right to a compliant meal period and instructed employees and supervisors alike that meal periods were not to be interrupted absent genuine emergency circumstances.
14. In response to the allegations of Paragraphs 24 and 25 of the Complaint, concerning Vantage's rest break policy, Vantage admits that its written policy, as set forth in Employee Handbook Section 4.3, provides for two paid 10-minute rest breaks per 8-hour shift and three paid 10-minute rest breaks per 12-hour shift, in compliance with the applicable Industrial Welfare Commission Wage Order and California Labor Code section 226.7. Vantage denies the allegation that rest breaks were systematically shortened or denied during surge production periods or at any other time. Vantage denies that any Vantage policy, whether written or unwritten, required, encouraged, or permitted supervisors to require employees to forgo or shorten their rest breaks for any reason, including production demands.
15. In response to the allegations of Paragraphs 26 through 29 of the Complaint, concerning the automatic meal period deduction feature in the ApexTime 6.2 timekeeping system, Vantage admits the following: From approximately January 2020 through March 15, 2024, the Fontana Plant utilized an automatic 30-minute meal period deduction feature in the ApexTime 6.2 timekeeping system, which was provided and maintained by Apex Workforce Solutions, Inc. The auto-deduction feature automatically deducted 30 minutes from each employee's daily recorded hours to account for the scheduled unpaid meal period. Vantage further admits that on March 15, 2024, following an internal Human Resources audit, Vantage discontinued the auto-deduction feature and implemented a manual clock-out/clock-in requirement for all meal periods at the Fontana Plant. Under the new system, effective March 15, 2024, employees are required to manually clock out at the beginning of their meal period and clock back in at the end of their meal period, such that the timekeeping system records the actual duration of each meal period. Vantage denies that the auto-deduction feature was used for the purpose of, or had the effect of, systematically depriving employees of wages for time actually worked. Vantage affirmatively states that the auto-deduction feature was implemented for administrative efficiency and recordkeeping purposes, and that employees were instructed — both in writing in the Employee Handbook and verbally by supervisors — to report any missed or interrupted meal periods to their immediate supervisor for correction and for the issuance of premium pay in accordance with California Labor Code section 226.7. Vantage maintained a documented procedure for employees to submit meal period correction requests, and such corrections were processed through the regular payroll cycle.
16. In response to the allegations of Paragraph 30 of the Complaint, to the extent such paragraph references the internal Human Resources audit, Vantage notes, without waiving any applicable attorney-client privilege, work-product protection, or other privilege, that Vantage proactively conducted an internal review of its timekeeping practices at the Fontana Plant. The internal HR audit memorandum, dated February 8, 2024, authored by Sandra Olsen, Vice President of Human Resources, identified potential compliance concerns regarding the continued use of the auto-deduction feature. A corrective action memorandum dated March 10, 2024, directed the discontinuation of the auto-deduction feature, which was implemented effective March 15, 2024. These proactive, voluntary remedial measures demonstrate Vantage's good faith and its commitment to compliance with California wage and hour law.
17. In response to the allegations of Paragraphs 31 and 32 of the Complaint, concerning the time-rounding policy, Vantage admits that the ApexTime 6.2 timekeeping system rounds clock-in and clock-out punches to the nearest 6-minute (one-tenth of an hour) increment. Vantage denies that the rounding policy systematically favors Vantage or results in net underpayment to employees, whether individually or on a class-wide basis. Vantage affirmatively states that the rounding policy is facially neutral, applies equally and uniformly to all clock-in and clock-out punches for all non-exempt hourly employees at the Fontana Plant, and, over any meaningful period of time, benefits employees as often as it benefits the employer, consistent with the requirements of California law as articulated in See's Candy Shops, Inc. v. Superior Court (2012) 210 Cal.App.4th 889.
18. In response to the allegations of Paragraphs 33 through 36 of the Complaint, concerning production quotas and supervisor conduct, Vantage denies that production quotas at the Fontana Plant prevented or impeded employees from taking compliant meal periods or rest breaks. Vantage denies that supervisors routinely required, directed, or encouraged employees to remain at their workstations during scheduled meal periods or to shorten or forgo scheduled rest breaks. Vantage affirmatively states that supervisors at the Fontana Plant received training on meal and rest break compliance, including the obligation to authorize and permit breaks in accordance with Vantage's written policy and California law. Training materials for supervisors were most recently updated in September 2023. Vantage further states that any isolated instance of individual supervisor deviation from Vantage's established policies does not constitute, and should not be characterized as, a company-wide policy, practice, or custom.
19. In response to the allegations of Paragraphs 37 through 40 of the Complaint, concerning Plaintiff Gloria Reyes's individual employment experience, Vantage denies Plaintiff's allegation that she was routinely required to remain at her workstation during scheduled meal periods due to production quotas or for any other reason attributable to Vantage. Vantage denies that Plaintiff's rest breaks were shortened or denied during surge production periods or at any other time. Vantage denies that Vantage automatically deducted 30-minute meal periods from Plaintiff's timesheets regardless of whether breaks were actually taken, without providing a mechanism for correction. Vantage affirmatively states that a documented correction mechanism was available to Plaintiff and all employees, and that the availability and use of that mechanism were communicated to employees, including Plaintiff, during onboarding and through periodic reminders.
D. Response to Allegations Regarding Damages (Complaint ¶¶ 41–48)
20. In response to the allegations of Paragraphs 41 through 48 of the Complaint, concerning alleged damages, Vantage denies each and every allegation regarding the nature, scope, and amount of damages allegedly sustained by Plaintiff and the putative class. Vantage specifically denies that Plaintiff's aggregate damages estimate of approximately $65 million, or any other aggregate figure stated in the Complaint, is accurate, reasonable, or supported by the evidence. Vantage states that Plaintiff's maximum theoretical exposure calculation is grossly inflated, relies on unsupported and unreasonable assumptions regarding the frequency and uniformity of alleged violations, and includes duplicative and overlapping categories of recovery that would constitute an impermissible double recovery if awarded. Vantage denies that the average hourly wage figure employed by Plaintiff in her damages calculation is accurate for all putative class members across the entire proposed class period. Vantage states that the average hourly wage for non-exempt production employees at the Fontana Plant during the proposed class period was approximately $21.40 per hour, and that individual wages varied based on position, production line assignment, seniority, and other factors. Vantage further denies that the California minimum wage rates during the proposed class period — $14.00 per hour in 2021, $15.00 per hour in 2022, $15.50 per hour in 2023, $16.00 per hour in 2024, and $16.50 per hour in 2025 — are relevant to the calculation of meal and rest period premium pay, which is properly calculated at each employee's regular rate of pay. Vantage reserves all objections to Plaintiff's damages methodology and to the opinions and testimony of Dr. Anita Bhargava of Lakeshore Economic Consulting Group, or any other expert retained or to be retained by Plaintiff.
PART II
RESPONSE TO CAUSES OF ACTION
First Cause of Action: Failure to Provide Meal Periods (Cal. Lab. Code §§ 226.7, 512)
21. In response to the allegations set forth in the First Cause of Action, Vantage denies each and every material allegation. Vantage admits that California Labor Code sections 226.7 and 512 impose certain obligations on employers with respect to meal periods for non-exempt employees. Vantage denies that it failed to provide, authorize, or permit compliant off-duty, uninterrupted 30-minute meal periods to Plaintiff or to any putative class member. Vantage affirmatively states that it maintained a written meal period policy in Section 4.3 of the Employee Handbook (Fontana Plant), revised June 2022, that fully complied with the requirements of California Labor Code section 512 and the applicable Industrial Welfare Commission Wage Order. Under that policy, employees were authorized and permitted to take uninterrupted, duty-free 30-minute meal periods, during which they were relieved of all duties and free to leave the premises. Vantage's obligation under California law was to provide meal periods — that is, to make them available and not to impede or discourage their being taken — not to police whether each employee actually took each break. This legal standard was established by the California Supreme Court in Brinker Restaurant Corp. v. Superior Court (2012) 53 Cal.4th 1004, 1040, which held that "[a]n employer's duty with respect to meal breaks . . . is an obligation to provide a meal period to its employees. The employer satisfies this obligation if it relieves its employees of all duty, relinquishes control over their activities and permits them a reasonable opportunity to take an uninterrupted 30-minute break, and does not impede or discourage them from doing so." Vantage denies that meal period premium pay of one additional hour at the employee's regular rate of pay per workday is owed to Plaintiff or to any putative class member on a class-wide basis. Vantage further denies that it failed to provide second meal periods on shifts exceeding 10 hours in duration. Vantage states that, with respect to the auto-deduction feature that was in effect through March 15, 2024, the existence of the auto-deduction did not prevent employees from reporting worked-through or interrupted meal periods to supervisors for correction and for the issuance of premium pay. Vantage incorporates by reference its responses to the factual allegations in Part I above.
Second Cause of Action: Failure to Provide Rest Periods (Cal. Lab. Code § 226.7)
22. In response to the allegations set forth in the Second Cause of Action, Vantage denies each and every material allegation. Vantage admits that California Labor Code section 226.7 requires employers to authorize and permit paid rest breaks of not less than 10 minutes per four hours of work, or major fraction thereof. Vantage denies that it failed to authorize and permit rest breaks to Plaintiff or to any putative class member. Vantage denies that rest breaks were systematically shortened or denied during surge production periods or at any other time as a matter of company policy or practice. Vantage affirmatively states that its written policy, as set forth in Employee Handbook Section 4.3, authorized and permitted two paid 10-minute rest breaks per 8-hour shift and three paid 10-minute rest breaks per 12-hour shift, in full compliance with applicable law. Vantage further states that to the extent any individual employee experienced a shortened or missed rest break, such occurrences resulted from the individual employee's own voluntary choice to forgo or shorten a break, or from isolated conduct by an individual supervisor that was contrary to Vantage's established policies and training, and not from any uniform company-wide policy, practice, or custom. Vantage incorporates by reference its responses to the factual allegations in Part I above.
Third Cause of Action: Unpaid Wages (Cal. Lab. Code §§ 204, 1194)
23. In response to the allegations set forth in the Third Cause of Action, Vantage denies each and every material allegation. Vantage denies that the automatic deduction of 30 minutes for meal periods resulted in the systematic nonpayment of wages for time actually worked by Plaintiff or any putative class member. Vantage further denies that the time-rounding policy utilized in the ApexTime 6.2 timekeeping system resulted in net underpayment of wages to any individual employee or to the putative class as a whole. Vantage affirmatively states that the rounding policy is neutral, applies equally to clock-in and clock-out punches, and over time does not systematically undercompensate employees. Vantage further states that employees were provided a documented procedure by which to report and correct any discrepancy between recorded hours and hours actually worked, and that such corrections were processed through regular payroll cycles. Vantage incorporates by reference its responses to the factual allegations in Part I above.
Fourth Cause of Action: Inaccurate Wage Statements (Cal. Lab. Code § 226)
24. In response to the allegations set forth in the Fourth Cause of Action, Vantage denies each and every material allegation. Vantage denies that it issued wage statements that failed to accurately report hours worked and wages earned by Plaintiff or by any putative class member. Vantage affirmatively states that wage statements issued by Vantage, which were generated and processed through Apex Workforce Solutions, Inc., complied with the itemization requirements of California Labor Code section 226(a), including the accurate reporting of gross wages earned, total hours worked, the applicable hourly rate or rates, all deductions, net wages earned, the inclusive dates of the pay period, the name of the employee, the name and address of the legal entity that is the employer, and all other required information. Vantage denies that any wage statement inaccuracy was knowing and intentional within the meaning of section 226(e). Vantage affirmatively states that to the extent any inaccuracy existed on any wage statement, such inaccuracy was the unintentional result of the auto-deduction feature in the ApexTime 6.2 timekeeping system, which was discontinued effective March 15, 2024 upon Vantage's discovery of the potential compliance concern through its proactive internal HR audit. Any inaccuracy attributable to the auto-deduction feature does not give rise to statutory penalties for the period after remediation. Vantage incorporates by reference its responses to the factual allegations in Part I above.
Fifth Cause of Action: Waiting Time Penalties (Cal. Lab. Code § 203)
25. In response to the allegations set forth in the Fifth Cause of Action, Vantage denies each and every material allegation. Vantage denies that it failed to pay all wages due at the time of separation to any former employee, including Plaintiff Gloria Reyes, who separated from employment on January 19, 2025. Vantage denies that approximately 2,100 former employees during the proposed class period, or any other number of former employees, are owed waiting time penalties of up to 30 days' wages under California Labor Code section 203. Vantage affirmatively states that it paid all wages due and owing to Plaintiff and to other separated employees at the time of separation or within the statutory time period required by California Labor Code sections 201 and 202. To the extent that any dispute exists as to the amount of wages owed at separation, Vantage affirmatively states that it maintained a good-faith dispute as to the existence and amount of any such obligation. A good-faith dispute regarding the amount of wages due precludes the imposition of waiting time penalties under California Labor Code section 203. See Cal. Code Regs., tit. 8, § 13520. Vantage incorporates by reference its responses to the factual allegations in Part I above.
Sixth Cause of Action: Unfair Business Practices (Cal. Bus. & Prof. Code § 17200)
26. In response to the allegations set forth in the Sixth Cause of Action, Vantage denies each and every material allegation. Vantage denies that it engaged in any unlawful, unfair, or fraudulent business act or practice within the meaning of California Business and Professions Code section 17200 et seq. (the "UCL"). Vantage denies that the predicate violations of the California Labor Code alleged in the Complaint have been established or are capable of being established. Vantage affirmatively states that the UCL cause of action is entirely derivative of, and dependent upon, the underlying Labor Code claims asserted in the First through Fifth Causes of Action, and that the UCL claim necessarily fails to the extent those predicate claims fail. Vantage further denies that Plaintiff or any member of the putative class suffered any injury in fact or lost money or property sufficient to confer standing to bring a UCL claim under Business and Professions Code section 17204, as amended by Proposition 64. Vantage states that any restitutionary relief sought under the UCL is duplicative of the meal and rest period premium pay sought under the First and Second Causes of Action, and that an award of both would constitute an impermissible double recovery. Vantage notes that the UCL is subject to a four-year statute of limitations under Business and Professions Code section 17208, such that the class period for the UCL claim commences no earlier than August 4, 2021. Vantage incorporates by reference its responses to the factual allegations in Part I above.
Seventh Cause of Action: PAGA Penalties (Cal. Lab. Code § 2698 et seq.)
27. In response to the allegations set forth in the Seventh Cause of Action, Vantage denies each and every material allegation. Vantage admits that Plaintiff served a notice pursuant to the Private Attorneys General Act of 2004 ("PAGA"), California Labor Code section 2699.3, on the California Labor and Workforce Development Agency ("LWDA") and on Vantage on or about May 22, 2025. Vantage admits that the PAGA notice was assigned LWDA Case Number LWDA-CM-2025-831447. Vantage further admits that the 65-day cure and investigation period provided by Labor Code section 2699.3(a)(2)(A) expired on or about July 26, 2025, without the LWDA having initiated an investigation into the claims set forth in the PAGA notice. Vantage denies that Plaintiff has standing to assert representative PAGA claims for violations that she did not personally experience during her employment. Vantage affirmatively states that, under California Labor Code section 2699(c) and applicable judicial authority, a PAGA plaintiff must be an "aggrieved employee" who personally suffered each category of violation for which she seeks to recover civil penalties on behalf of herself and other current or former employees. To the extent Plaintiff asserts PAGA claims based on alleged violations occurring on production lines other than Trim Line B, on shifts other than the Second Shift, or relating to second meal periods on extended shifts that Plaintiff did not work, Plaintiff lacks standing to pursue such claims. Vantage denies that civil penalties of $100 per employee per pay period for initial violations and $200 per employee per pay period for subsequent violations, as set forth in Labor Code section 2699(f), are warranted or recoverable. Vantage states that PAGA penalties are subject to a one-year lookback period from the date of filing of the PAGA notice, and that any penalties are limited accordingly. Vantage reserves all challenges to Plaintiff's PAGA standing and to the sufficiency and specificity of the PAGA notice. Vantage incorporates by reference its responses to the factual allegations in Part I above.
PART III
PRAYER
WHEREFORE, Defendant Vantage Mobility Systems Corp. respectfully prays that this Court enter judgment as follows:
1. That Plaintiff Gloria Reyes take nothing by this action;
2. That the Complaint be dismissed in its entirety, with prejudice, and that judgment be entered in favor of Vantage and against Plaintiff and the putative class on each and every cause of action alleged in the Complaint;
3. That the Court deny class certification in its entirety;
4. That Vantage be awarded its costs of suit incurred herein, including but not limited to filing fees, deposition costs, and other recoverable costs, pursuant to California Code of Civil Procedure section 1032;
5. That the Court deny any and all requests for injunctive relief, restitution, penalties, and other equitable or legal remedies sought by Plaintiff; and
6. That the Court grant such other and further relief as it deems just and proper.
PART IV
AFFIRMATIVE DEFENSES
Without assuming any burden of proof that would otherwise rest with Plaintiff, and without admitting the sufficiency, merit, or viability of any cause of action alleged in the Complaint, Defendant Vantage Mobility Systems Corp. hereby asserts the following affirmative defenses. Vantage expressly reserves the right to assert additional affirmative defenses, and to amend or supplement the defenses set forth herein, as may be supported by facts developed during the course of discovery and further investigation in this matter.
FIRST AFFIRMATIVE DEFENSE: Statute of Limitations
Some or all of Plaintiff's and the putative class's claims are barred, in whole or in part, by the applicable statutes of limitations and other time-limitation provisions. Without limitation, the following limitation periods apply to the claims asserted in the Complaint: (a) the three-year statute of limitations for claims arising under the California Labor Code, including claims for unpaid wages, meal period premium pay, rest period premium pay, and wage statement penalties, pursuant to California Code of Civil Procedure section 338(a); (b) the four-year statute of limitations for claims arising under the Unfair Competition Law, California Business and Professions Code section 17200 et seq., pursuant to Business and Professions Code section 17208, such that the class period for the Sixth Cause of Action commences no earlier than August 4, 2021; and (c) the one-year lookback period for PAGA civil penalties, which limits recoverable penalties to the one-year period preceding the filing of the PAGA notice with the LWDA, pursuant to California Labor Code section 2699.3. To the extent Plaintiff or any putative class member seeks recovery for conduct, omissions, or injuries occurring outside these applicable limitation periods, such claims are time-barred and must be dismissed.
SECOND AFFIRMATIVE DEFENSE: Good-Faith Compliance with California Labor Code Section 512
Vantage maintained and disseminated to all non-exempt hourly employees at the Fontana Plant a written meal and rest break policy set forth in Section 4.3 of the Employee Handbook (Fontana Plant), which was most recently revised in June 2022. That policy authorized and permitted employees to take compliant off-duty, uninterrupted 30-minute meal periods and paid 10-minute rest breaks in full accordance with the requirements of California Labor Code sections 226.7 and 512 and the applicable Industrial Welfare Commission Wage Order. Vantage acted in good faith and in reasonable reliance on its written policies, which were developed with the guidance of legal counsel and human resources professionals. Under California law, as established by the California Supreme Court in Brinker Restaurant Corp. v. Superior Court (2012) 53 Cal.4th 1004, an employer's obligation with respect to meal periods is to provide — that is, to make available — compliant meal periods, not to ensure that each employee actually takes each break. Vantage satisfied this obligation through its written policy, its communication of the policy to employees, its training of supervisors on compliance, and its maintenance of procedures for employees to report and obtain correction for any missed or interrupted meal period.
THIRD AFFIRMATIVE DEFENSE: Voluntary Meal Period Waivers
To the extent any putative class member did not take a meal period or rest break during any given shift, such break was voluntarily waived or foregone by the individual employee of his or her own accord, and Vantage did not impede, discourage, or prevent the taking of the break. California Labor Code section 512(a) expressly permits the voluntary waiver of a second meal period on shifts not exceeding 12 hours in duration, provided the first meal period was not waived. An individual employee's voluntary decision to skip, shorten, or otherwise forgo a meal or rest break to which the employee was entitled constitutes a complete defense to claims for meal and rest period premium pay. The determination of whether a given break was voluntarily waived is inherently individualized and must be assessed on an employee-by-employee, shift-by-shift basis.
FOURTH AFFIRMATIVE DEFENSE: Individualized Issues Preclude Class Treatment
The claims of Plaintiff and the putative class are subject to individualized factual and legal inquiries that predominate over any common questions of law or fact, rendering class certification inappropriate under California Code of Civil Procedure section 382 and applicable judicial authority. These individualized issues include, but are not limited to: (a) variations in shift assignments across six distinct production lines at the Fontana Plant (Body Line A, Body Line B, Trim Line A, Trim Line B, Paint, and Final Assembly/Quality Control), each with different production schedules, workflows, and staffing levels; (b) differences in supervisor practices, management styles, and enforcement of break policies across different lines and shifts; (c) individual employee decisions to voluntarily waive, shorten, skip, or take meal and rest breaks; (d) varying employment durations, start dates, and separation dates among putative class members; (e) differences in hourly wage rates based on position, seniority, production line, and other factors; (f) the availability and use of the meal period correction procedure by individual employees; and (g) the distinction between the two sub-periods created by the March 15, 2024 discontinuation of the auto-deduction feature. These individualized issues preclude a finding that common questions predominate and render class certification and class-wide adjudication inappropriate.
FIFTH AFFIRMATIVE DEFENSE: Remedial Measures / Discontinuation of Auto-Deduction
Effective March 15, 2024, Vantage voluntarily and proactively discontinued the automatic 30-minute meal period deduction feature in the ApexTime 6.2 timekeeping system at the Fontana Plant and implemented a manual clock-out/clock-in requirement for all meal periods. This corrective action was taken following a proactive internal Human Resources audit, the results of which were memorialized in a memorandum dated February 8, 2024 by Sandra Olsen, Vice President of Human Resources, and implemented pursuant to a corrective action memorandum dated March 10, 2024. These voluntary remedial measures demonstrate Vantage's good faith and its commitment to compliance with California wage and hour law. The remedial measures limit the temporal scope of any alleged injury attributable to the auto-deduction feature to the period prior to March 15, 2024. Furthermore, the discontinuation of the auto-deduction feature negates any entitlement to prospective injunctive relief with respect to the auto-deduction practice, as the practice has been voluntarily ceased and there is no reasonable likelihood of recurrence. For purposes of any liability and damages analysis, the proposed class period must be analyzed as two distinct sub-periods: (a) the period from the commencement of the class period (whether January 2020 or August 4, 2021) through March 15, 2024, during which the auto-deduction feature was in effect; and (b) the period from March 15, 2024 through the present, during which the manual clock-in/clock-out system has been in place.
SIXTH AFFIRMATIVE DEFENSE: Neutral Rounding Policy
The ApexTime 6.2 rounding policy utilized at the Fontana Plant, which rounds all clock-in and clock-out punches to the nearest 6-minute (one-tenth of an hour) increment, is facially neutral and does not systematically favor Vantage over its employees. Over any meaningful period of time, the rounding policy results in approximately equal benefit to both the employer and employees, as clock-in punches are rounded both up and down with approximately equal frequency, and clock-out punches are rounded both up and down with approximately equal frequency. A facially neutral rounding policy that does not result in systematic underpayment of employees over time is lawful under California law. See's Candy Shops, Inc. v. Superior Court (2012) 210 Cal.App.4th 889, 907. Vantage intends to present statistical evidence from Dr. Kenneth Proulx of Veltrano Analytics LLC demonstrating the mathematical neutrality of the rounding policy as applied to the time-punch data for all non-exempt hourly employees at the Fontana Plant during the proposed class period. Dr. Proulx's analysis will show that the rounding policy, when applied to the full dataset of time punches, does not result in net underpayment to employees, either individually or in the aggregate.
SEVENTH AFFIRMATIVE DEFENSE: Failure to Exhaust Administrative Remedies
To the extent any of Plaintiff's claims require exhaustion of administrative remedies as a condition precedent to filing suit, Plaintiff has failed to satisfy such requirements. Vantage reserves the right to challenge the sufficiency and specificity of the PAGA notice served on the LWDA on May 22, 2025 (LWDA Case No. LWDA-CM-2025-831447) with respect to specific categories of alleged violations that were not adequately described therein with the statutory particularity required by California Labor Code section 2699.3(a)(1)(A). A PAGA notice that fails to identify the specific provisions of law alleged to have been violated, the facts and theories supporting each alleged violation, and the identity of the aggrieved employees on whose behalf penalties are sought, is insufficient to exhaust the administrative remedy prerequisite to PAGA standing.
EIGHTH AFFIRMATIVE DEFENSE: Lack of Standing for PAGA Representative Claims
Plaintiff Gloria Reyes lacks standing to assert PAGA representative claims for categories of violations that she did not personally experience during her employment with Vantage. Under California Labor Code section 2699(c) and applicable judicial authority, including Kim v. Reins International California, Inc. (2020) 9 Cal.5th 73, a plaintiff asserting PAGA claims must be an "aggrieved employee" who personally suffered each violation for which she seeks to recover civil penalties on a representative basis. To the extent Plaintiff asserts PAGA claims premised on alleged violations that occurred on production lines other than Trim Line B, on shifts other than the Second Shift, or relating to second meal periods on extended shifts that Plaintiff herself did not work, Plaintiff lacks standing to pursue such claims and they must be dismissed. Vantage further reserves the right to challenge the sufficiency of Plaintiff's PAGA notice to the LWDA with respect to any specific violation categories that were not described with the statutory particularity required by Labor Code section 2699.3(a)(1)(A), as such deficiencies independently deprive Plaintiff of standing to pursue those particular claims.
NINTH AFFIRMATIVE DEFENSE: Safe Harbor
Vantage's meal and rest break policies, as documented in Section 4.3 of the Employee Handbook (Fontana Plant), revised June 2022, were adopted and maintained in compliance with the requirements of the California Labor Code, including sections 226.7 and 512, and the applicable Industrial Welfare Commission Wage Order. To the extent a safe harbor defense is available under California Business and Professions Code section 17203 or any other applicable statutory or regulatory provision, Vantage's compliance with the substantive requirements of the Labor Code and applicable Wage Orders provides a complete defense to the Sixth Cause of Action for unfair business practices under the UCL. The UCL does not authorize the imposition of additional penalties or remedies where the defendant has complied with the requirements of the statute or regulation that forms the predicate for the UCL claim.
TENTH AFFIRMATIVE DEFENSE: Good-Faith Dispute Regarding Wages Owed
To the extent any wages, meal or rest period premium pay, penalties, or other monetary obligations are allegedly owed to Plaintiff or to any putative class member, Vantage maintained a good-faith dispute regarding the existence, nature, and amount of such obligations at all relevant times. A good-faith dispute as to the amount of wages due at the time of separation precludes the imposition of waiting time penalties under California Labor Code section 203 and California Code of Regulations, title 8, section 13520. A good-faith dispute exists where the employer has a reasonable, arguable basis for believing that wages were not owed, even if the employer's position is ultimately determined to be incorrect. Vantage's good-faith dispute regarding the existence and amount of any allegedly owed wages, premium pay, or penalties may also reduce or eliminate other penalty claims asserted in the Complaint.
ELEVENTH AFFIRMATIVE DEFENSE: Failure to Mitigate Damages
Plaintiff and the putative class members failed to take reasonable steps to mitigate their alleged damages. Such failures to mitigate include, but are not limited to: (a) failing to report missed or interrupted meal periods to their immediate supervisors for correction and premium pay, as instructed by Vantage's written policy and training; (b) failing to utilize the documented meal period correction procedure maintained by Vantage for the purpose of reporting and correcting meal period discrepancies; (c) failing to request premium pay for missed or interrupted meal or rest breaks through available channels; and (d) failing to timely notify Vantage or its Human Resources department of any alleged wage underpayments, rounding discrepancies, or other payroll irregularities. To the extent Plaintiff or any putative class member could have avoided or reduced their alleged damages through the exercise of reasonable diligence, any recovery must be reduced accordingly.
TWELFTH AFFIRMATIVE DEFENSE: No Knowing and Intentional Violation (Wage Statement Penalties)
Vantage did not knowingly and intentionally fail to comply with the wage statement requirements of California Labor Code section 226. To the extent any wage statement issued by Vantage or by Apex Workforce Solutions, Inc. on Vantage's behalf contained any inaccuracy with respect to total hours worked or gross wages earned, such inaccuracy was unintentional and resulted from the operation of the auto-deduction feature in the ApexTime 6.2 timekeeping system, which was implemented for administrative efficiency and was discontinued effective March 15, 2024 upon discovery of the potential compliance concern. Knowing and intentional conduct is a prerequisite to the recovery of statutory penalties under California Labor Code section 226(e), and the absence of such conduct constitutes a complete defense to the Fourth Cause of Action. Moreover, section 226(e)(1) requires that an employee suffer an injury as a result of the knowing and intentional failure, and Plaintiff has not established any such injury.
THIRTEENTH AFFIRMATIVE DEFENSE: De Minimis Doctrine
To the extent any alleged time-rounding discrepancies or meal period shortfalls involve trivial, negligible, and administratively impracticable amounts of time, such claims are barred by the de minimis doctrine. Under the de minimis doctrine, employers are not required to compensate employees for otherwise compensable time where the time periods at issue are so small or irregular as to make tracking administratively impracticable, and where the failure to compensate does not result in a pattern of undercompensation over time. To the extent any putative class member's claim rests on rounding discrepancies or meal period deviations involving only trivial amounts of time, such claims should be dismissed as de minimis.
FOURTEENTH AFFIRMATIVE DEFENSE: Reservation of Additional Defenses
Vantage reserves the right to assert additional affirmative defenses as may be supported by facts, evidence, and legal theories developed during the course of discovery and further investigation in this matter. Such additional defenses may include, but are not limited to: (a) federal or state preemption of any claim asserted in the Complaint; (b) the existence of binding individual arbitration agreements with class members that require arbitration of their claims on an individual basis; (c) defenses arising from further analysis of the ApexTime 6.2 time-punch data for the approximately 3,550 putative class members during the proposed class period; (d) any defense arising from the terms and conditions of employment or from collective bargaining agreements, if applicable; and (e) any other defense that may become apparent as this litigation proceeds. Vantage does not waive, and expressly reserves, any defense not specifically set forth herein by reason of its omission from this Answer.
VERIFICATION
I, Priya Nandakumar, declare as follows:
I am the General Counsel of Vantage Mobility Systems Corp., the defendant in this action. I am authorized to make this verification on behalf of the corporation. I have read the foregoing Answer to Complaint and Affirmative Defenses and am familiar with its contents. The factual statements contained therein are true of my own knowledge, except as to those matters stated on information and belief, and as to those matters, I believe them to be true.
I am making this verification on behalf of the corporation because the facts are within the knowledge of the corporation's officers and employees, and I have reviewed relevant corporate records and conferred with appropriate personnel in making this verification.
I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.
Executed on ____, 2025, at Auburn Hills, Michigan.
________________________________________
Priya Nandakumar General Counsel Vantage Mobility Systems Corp. 4200 Industrial Parkway Auburn Hills, MI 48326
SIGNATURE BLOCK
Dated: September 11, 2025
Respectfully submitted,
CALDERWOOD & HARKNESS LLP
By: ________
Renata Vasquez (SBN 247812) Responsible Partner, Labor & Employment
Bernard Crawford (SBN 219476) Billing Partner, Labor & Employment
James Underwood (SBN 312954) Lead Associate, Labor & Employment
Devon Archer (SBN 338261) Working Associate, Labor & Employment
633 West Fifth Street, Suite 4400 Los Angeles, California 90071 Telephone: (213) 486-7000 Facsimile: (213) 486-7001
Attorneys for Defendant Vantage Mobility Systems Corp.
Of Counsel:
WHITFIELD GARZA LLP
Elena Garza (SBN 258193) Contact Partner
290 North D Street, Suite 510 San Bernardino, California 92401 Telephone: (909) 381-4200 Facsimile: (909) 381-4201
PROOF OF SERVICE
C&H Matter No. 1007-00004
STATE OF CALIFORNIA, COUNTY OF LOS ANGELES
I am employed in the County of Los Angeles, State of California. I am over the age of 18 and not a party to the within action. My business address is 633 West Fifth Street, Suite 4400, Los Angeles, California 90071.
On September 11, 2025, I served the foregoing document described as DEFENDANT VANTAGE MOBILITY SYSTEMS CORP.'S ANSWER TO COMPLAINT; AFFIRMATIVE DEFENSES on the interested parties in this action as follows:
VIA ELECTRONIC SERVICE and U.S. MAIL:
Victor Lozano, Esq. Michelle Tran, Esq. NAKAMURA LOZANO & PRATT LLP 350 South Grand Avenue, Suite 2800 Los Angeles, California 90071 Telephone: (213) 629-5500 Facsimile: (213) 629-5501
Attorneys for Plaintiff Gloria Reyes
BY ELECTRONIC SERVICE: I caused a true and correct copy of the foregoing document to be served via the Court's approved electronic filing and service system on September 11, 2025, to the email addresses of the parties listed above, in accordance with California Code of Civil Procedure section 1010.6 and California Rules of Court, rule 2.251. The transmission was reported as complete and without error.
BY U.S. MAIL: I caused a true and correct copy of the foregoing document to be enclosed in a sealed envelope with postage thereon fully prepaid, and placed the envelope for collection and mailing on September 11, 2025, at Los Angeles, California, following ordinary business practices for the collection and processing of correspondence for mailing. On the same date, the envelope was deposited in the United States mail at Los Angeles, California, addressed to the persons at the addresses listed above.
I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.
Executed on September 11, 2025, at Los Angeles, California.
________________________________________
Devon Archer
GLORIA REYES, individually and on behalf of all others similarly situated, and on behalf of the State of California, | Case No. CIVSB-2025-04781
Plaintiff, | DEFENDANT VANTAGE MOBILITY SYSTEMS CORP.'S ANSWER TO COMPLAINT; AFFIRMATIVE DEFENSES
v.
VANTAGE MOBILITY SYSTEMS CORP., a Delaware corporation, | Assigned for All Purposes to: Dept. S-26
Defendant. | Complaint Filed: August 1, 2025
Trial Date: Not Yet Set

SUPERIOR COURT OF THE STATE OF CALIFORNIA

COUNTY OF SAN BERNARDINO

RESPONSE TO GENERAL ALLEGATIONS

PART II

RESPONSE TO CAUSES OF ACTION

PART III

PART IV

AFFIRMATIVE DEFENSES

VERIFICATION

SIGNATURE BLOCK

CALDERWOOD & HARKNESS LLP

WHITFIELD GARZA LLP

PROOF OF SERVICE

STATE OF CALIFORNIA, COUNTY OF LOS ANGELES

Record

Parties

Dates

Amounts