interview-memo-darren-whitfield.docx

1017-00005 · Aurelius Global Media Group · Witness Interviews

interview-memo-darren-whitfield.docx DOCUMENT Funds

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PRIVILEGED AND CONFIDENTIAL ATTORNEY-CLIENT PRIVILEGE / ATTORNEY WORK PRODUCT PREPARED AT THE DIRECTION OF COUNSEL — DO NOT DISTRIBUTE

This memorandum is protected by the attorney-client privilege and the work-product doctrine. It was prepared by attorneys at Calderwood & Harkness LLP in connection with the firm's representation of Aurelius Global Media Group PLC ("AGMG") and its subsidiaries in the above-referenced investigation. This memorandum contains the mental impressions, conclusions, opinions, and legal theories of counsel and reflects confidential communications made for the purpose of providing legal advice. This memorandum is not to be disclosed, disseminated, copied, or distributed in whole or in part to any person or entity without prior written authorization from the General Counsel of Aurelius Global Media Group PLC or the authorized representatives of the Board of Directors' People & Culture Committee and Audit & Risk Committee. Any unauthorized disclosure may constitute a waiver of applicable privileges and protections and may subject the disclosing party to legal liability.

MEMORANDUM

I. Upjohn Admonition

At the outset of the interview, Devon Archer administered the standard Upjohn / corporate representation warning to Darren Whitfield. Specifically, Whitfield was advised of the following:

(a) Calderwood & Harkness LLP represents Aurelius Global Media Group PLC ("AGMG") and its subsidiaries, including Aurelius Pacific Studios Inc. ("APS"). The firm does not represent Whitfield in his individual capacity, and no attorney-client relationship exists or will be formed between Calderwood & Harkness and Whitfield personally as a result of this interview.

(b) The purpose of the interview is to gather facts relevant to the firm's investigation into allegations made against Marcus Hale, President of Aurelius Pacific Studios Inc., which investigation is being conducted at the direction of the AGMG Board of Directors. Whitfield's participation is voluntary but expected as part of his cooperation obligations under company policy.

(c) The interview and its contents are protected by the attorney-client privilege. However, the privilege belongs to the company — that is, to AGMG — and not to Whitfield individually. AGMG alone, through its authorized representatives, has the right to decide whether to assert or waive the privilege at any time, including by disclosing the substance of this interview to third parties, government regulators, or in litigation.

(d) Whitfield was advised not to discuss the substance of this interview, or the fact that it took place, with other employees of AGMG or APS, or with any third parties, unless instructed otherwise by Calderwood & Harkness or by authorized representatives of AGMG's legal department.

(e) Whitfield was informed that he has the right to retain personal legal counsel at his own expense, and that if at any point during the interview he wished to consult with personal counsel before answering a question, he could so indicate. Whitfield was further informed that the company would not reimburse or pay for personal counsel retained by Whitfield in connection with this investigation.

Whitfield confirmed that he understood each of the foregoing advisements. He stated affirmatively that he understood that Calderwood & Harkness represents AGMG and not him individually, that the privilege belongs to the company, and that the company may choose to disclose the contents of his interview at its discretion. Whitfield stated that he had considered whether to retain personal counsel but had elected not to do so at this time. He confirmed his willingness to proceed with the interview on these terms.

No objections, questions, or reservations were raised by Whitfield regarding the Upjohn admonition or the terms of the interview.

II. Background and Employment History

Darren Whitfield provided the following background information at the beginning of the interview.

Full Name: Darren James Whitfield

Age: 47

Current Title: Senior Vice President of Physical Production, Aurelius Pacific Studios Inc.

Employer: Aurelius Pacific Studios Inc., 3200 West Alameda Avenue, Suite 400, Burbank, California 91505

Employment Start Date: September 2017

Reporting Structure: Whitfield reports directly to Marcus Hale, President of Aurelius Pacific Studios Inc. Whitfield is one of Hale's nine direct-report Senior Vice Presidents within the APS organizational structure. According to Whitfield, his peer SVPs oversee other functional areas, including production, distribution, marketing, post-production, business affairs, and creative development, among others.

Whitfield described his role as Senior Vice President of Physical Production as encompassing the oversight and management of all physical production logistics, budgets, vendor relationships, and day-to-day operations for APS's film and streaming content slate. He explained that his team is responsible for managing production schedules, location scouting and permitting, crew coordination, equipment procurement, insurance and safety compliance, and below-the-line budget management across multiple concurrent productions. Whitfield stated that at any given time, he typically oversees between four and eight active productions in various stages, from pre-production through principal photography and post-production wrap.

Whitfield described approximately five and a half years of employment at the company prior to the events at issue in this investigation. He characterized his tenure as generally positive, with consistent positive performance reviews and no prior performance issues, disciplinary actions, or formal complaints against him. He stated that he had received merit-based salary increases in each of his years of employment and was promoted from Vice President to Senior Vice President in March 2020, a promotion he understood to have been recommended by Marcus Hale.

Whitfield noted that he was hired by APS in September 2017, prior to Marcus Hale's appointment as President of the studio. At the time of Whitfield's hire, the President of APS was Gregory Felton, who departed the company in late 2018. Hale was appointed as President effective January 2019. Whitfield stated that when Hale arrived, the working relationship between them was initially professional and collaborative. Whitfield recalled that Hale took time during his first several months to meet individually with each of his direct reports and that their early interactions were substantive and focused on production strategy and operational efficiency.

III. Working Relationship with Marcus Hale

Whitfield provided the following account of the evolution of his working relationship with Marcus Hale over the period of Hale's tenure as President of APS.

Whitfield stated that when Hale became President in January 2019, the transition from Gregory Felton's leadership was smooth. Whitfield described Hale as initially presenting as a strong operational leader with a clear vision for APS's content strategy and a hands-on management style that was well-received by the leadership team. Whitfield recalled that Hale brought significant energy and credibility to the role, having previously served as a senior production executive at a competing studio, and that Hale's early tenure was marked by several successful production launches and a period of organizational growth.

Whitfield stated that for approximately the first two and a half to three years of Hale's tenure (from January 2019 through approximately mid-2021), the working relationship remained professional and largely positive. Whitfield described Hale as demanding but fair during this period, and stated that he felt supported in his role and trusted by Hale to manage his portfolio of projects with a high degree of autonomy.

However, Whitfield stated that over time — and particularly beginning in approximately mid-2022 — he observed what he described as a shift in Hale's management style. This shift, according to Whitfield, was not uniform across all interactions but was particularly noticeable in Hale's interactions with female employees. Whitfield described becoming "increasingly uncomfortable" with what he perceived as Hale's "overly familiar" and, at times, "inappropriate" behavior toward certain female colleagues. Whitfield stated that this discomfort grew over a period of several months as he observed a pattern of conduct that he believed went beyond the bounds of professional interaction.

Whitfield was clear in stating that he did not personally experience sexual harassment or any form of unwelcome conduct directed at him by Hale. Rather, his concerns arose from his observations of Hale's conduct toward others, particularly female employees, and from his growing sense — as a senior member of the leadership team — that the conduct he was witnessing could create legal exposure for the company and was contributing to an uncomfortable and potentially hostile working environment.

IV. Observations of Hale's Conduct Toward Female Employees

A. General Observations

Whitfield described a pattern of conduct by Hale that he began to notice with increasing frequency from approximately mid-2022 forward. Specifically, Whitfield stated that he observed Hale making comments about the physical appearance of female employees on multiple occasions. These comments were made in informal settings, including after meetings as participants were leaving the conference room, during casual conversations in hallways or common areas, and at company-sponsored events such as dinners, wrap parties, and off-site gatherings.

Whitfield described these comments as going beyond the kind of casual, benign compliments that might occur in a normal professional setting. He stated that the comments were noticeably personal in nature, often referencing a woman's clothing, body, or attractiveness in a way that drew visible attention and discomfort. Whitfield offered several illustrative examples, though he cautioned that he could not recall the precise wording of each comment. He recalled Hale commenting on the way a female executive's dress fit her, telling a junior female staffer that she "looked incredible" while placing emphasis on the remark in a way Whitfield described as lingering and suggestive, and making remarks at a company event about a female employee's appearance that were, in Whitfield's words, "the kind of thing you'd expect to hear at a bar, not in a workplace."

Whitfield recalled that other members of the leadership team appeared to notice these comments and interactions. He stated that on at least two or three occasions, he made eye contact with a peer SVP after Hale made such a remark, and that the exchange of glances suggested mutual recognition that the comment was inappropriate. However, Whitfield stated that no one on the leadership team — including Whitfield himself, until the January 23, 2023 meeting discussed below — raised objections to Hale about the conduct in the moment or through formal channels. Whitfield acknowledged that this inaction was something he regretted, and attributed it to the power dynamic inherent in Hale's position as President and the perceived career risk associated with challenging him.

Whitfield specifically mentioned being aware of Hale's interactions with Jenna Morales, Vice President of Development. Whitfield stated that he did not witness specific incidents of harassment directed at Morales, but that he sensed something was "off" about the dynamic between Hale and Morales. He described noticing that Hale seemed to give Morales an unusual amount of personal attention, including seeking her out at events, requesting one-on-one meetings with her more frequently than with other executives at her level, and exhibiting what Whitfield described as a "possessive" demeanor toward her. Whitfield stated that at the time, he was not privy to the details of what Morales would later report through the Ethics & Compliance Hotline, but that his observations of the dynamic between Hale and Morales contributed to his overall concern about Hale's conduct.

B. Observations at Company Events

Whitfield provided more specific accounts of observations made at two company events.

Company Dinner, On or About February 3, 2023. Whitfield recalled a company dinner held on or about February 3, 2023. He stated that he believed the dinner was held at a restaurant in the Los Angeles area and was attended by members of the APS leadership team and certain other senior staff, though he could not recall the precise number of attendees. During the dinner, Whitfield stated that he observed Hale sitting next to Jenna Morales. At one point during the meal, Whitfield observed Hale place his hand on Morales's lower back. Whitfield described the gesture as deliberate and sustained — not a brief, incidental touch but rather a purposeful placement of the hand that lasted for what Whitfield estimated was several seconds. Whitfield stated that Morales appeared visibly uncomfortable in response to the touch; he described her posture as stiffening and noted that she shifted slightly in her seat. However, Whitfield stated that Morales did not say anything at the table or make any visible protest, and the dinner proceeded without further incident that Whitfield observed. Whitfield stated he was seated approximately two to three seats away from Hale and Morales and had a clear line of sight.

Monarch Valley Resort Off-Site, February 17–18, 2023. Whitfield stated that he attended the Aurelius Pacific Studios leadership off-site held at the Monarch Valley Resort on February 17–18, 2023. However, Whitfield stated that he did not personally witness the specific incidents involving Claire Ngo (a production coordinator) that have been reported by other witnesses in connection with that event. Whitfield stated that he heard secondhand — from another colleague whom he did not identify by name during this portion of the interview — that Hale had made inappropriate remarks to Ngo during the off-site event. When asked to characterize what he heard, Whitfield stated that the colleague described the remarks as sexually suggestive in nature, but Whitfield emphasized that he was relaying a secondhand account and did not have direct knowledge of the specific statements made. Whitfield was informed that the investigation team may follow up with him to identify the colleague who relayed this information, and he indicated he would attempt to recall the individual's name and provide it at a later date.

V. The January 23, 2023 Leadership Meeting

Whitfield provided a detailed account of a leadership team meeting held on January 23, 2023, at the Aurelius Pacific Studios headquarters located at 3200 West Alameda Avenue, Burbank, California. This meeting is significant to the investigation because it is the occasion on which Whitfield states he first raised concerns about Hale's conduct with Hale directly, in the presence of other senior leaders.

Whitfield stated that the meeting was a regularly scheduled leadership team meeting convened by Hale and attended by several of Hale's direct-report SVPs. Whitfield recalled that approximately seven to eight people were in attendance, though he could not recall the identity of every attendee with certainty. He stated with confidence that the attendees included Hale, himself (Whitfield), and Cameron Briggs (SVP of Production). Whitfield believed that several other SVPs were also present but stated he would need to consult his calendar or the meeting invitation to confirm the full attendee list.

The meeting covered various operational topics, including production timelines, budget updates, and content pipeline discussions. Whitfield described the first portion of the meeting as routine and unremarkable. However, toward the end of the meeting, as the agenda items were winding down and before the group dispersed, Whitfield stated that he raised concerns about Hale's conduct toward female members of the team.

Whitfield described his decision to raise the issue as one he had deliberated over for several weeks prior to the meeting. He stated that he had considered raising the matter privately with Hale but ultimately decided to do so in the group setting because he believed the issue affected the leadership team as a whole and because he felt that raising it in front of peers would create a record of sorts, even if informal, and would signal the seriousness of his concerns.

Whitfield recalled framing his remarks carefully. He stated that he did not accuse Hale of harassment or use the term "sexual harassment." Instead, he described raising the issue as a concern about "workplace culture" and the way "certain interactions" with female colleagues were being perceived within the organization. Whitfield stated he indicated that he believed some of the conduct he had observed could "expose the company to risk" and was "creating an uncomfortable environment" for members of the team. He stated he did not name specific complainants or identify any individual female employee by name during his remarks. Whitfield estimated that his comments lasted approximately two to three minutes.

According to Whitfield, Hale's reaction to Whitfield's remarks was immediate and visibly negative. Whitfield described Hale as becoming "cold" and "dismissive" in his demeanor. Whitfield recalled that Hale responded by stating, in words to the effect of, that Whitfield was "reading too much into things" and that "everyone here is a professional." Whitfield stated that Hale's tone was curt and that the response had the effect of shutting down any further discussion. Hale did not ask Whitfield for additional details, did not invite other attendees to share their perspectives, and did not indicate that the matter would be followed up on through any formal channel. Instead, Hale moved the meeting to other business and the meeting concluded shortly thereafter.

Whitfield stated that following the meeting, Hale did not speak to him for approximately two days. Whitfield described this period of silence as unusual and notable, given that he and Hale ordinarily interacted on a daily basis — often multiple times per day — regarding production matters. Whitfield interpreted Hale's silence as a signal that Hale was displeased with Whitfield's remarks during the meeting.

Whitfield stated that to the best of his knowledge, no meeting minutes, written summary, or other documentation was prepared in connection with the January 23, 2023 leadership meeting that would reflect the substance of his comments or Hale's response. Whitfield did not prepare any written memorialization of his comments at the time, and he was not aware of any other attendee having done so. He stated he did not send any follow-up email or communication to Hale or to HR regarding his concerns after the meeting.

VI. Retaliatory Reassignment of Project Meridian and Project Halcyon

A. Background on the Projects

Whitfield provided background information regarding two high-profile production projects that he had been overseeing as part of his SVP of Physical Production portfolio: Project Meridian and Project Halcyon.

Whitfield described these two projects as the largest and most significant active productions under his direct supervision at the time of the events in question. Project Meridian was described as a large-scale feature film production with a budget of approximately $112 million. Project Halcyon was described as a premium limited series for streaming distribution with a budget of approximately $75 million. The combined budget of the two projects was approximately $187 million.

Whitfield stated that he had been involved with both projects from their earliest stages. He described having shepherded each project from early development discussions — including initial creative packaging, talent attachment, and location evaluation — through pre-production, at which point both projects were well advanced in preparation for principal photography. Whitfield stated that his involvement in these projects was widely recognized within APS as a central component of the studio's upcoming content slate, and that both projects were viewed internally as flagship productions that would be significant for the studio's competitive positioning in the market.

Whitfield further stated that his performance on these projects had been specifically praised by Hale on multiple occasions. He recalled that Hale had commended his management of the projects' budgets and timelines during team meetings and in direct conversations. Whitfield also stated that his most recent formal performance review, conducted in the fall of 2022, reflected positive assessments of his work, including specific mention of Project Meridian and Project Halcyon as exemplars of strong production management.

B. The Reassignment (February 6, 2023)

On February 6, 2023 — approximately fourteen days after the January 23, 2023 leadership meeting at which Whitfield raised concerns about Hale's conduct — Whitfield stated that he was informed by Hale that both Project Meridian and Project Halcyon were being reassigned.

Whitfield described the communication as a brief and terse in-person conversation initiated by Hale. Whitfield stated that Hale called him into his office and informed him, without preamble or significant discussion, that both Project Meridian and Project Halcyon were being reassigned to Cameron Briggs, Senior Vice President of Production. Whitfield stated that when he asked Hale for the reason behind the reassignment, Hale offered only a vague reference to "wanting fresh eyes" on the projects. Whitfield stated that Hale did not elaborate further, did not identify any specific performance deficiency or operational concern that prompted the reassignment, and did not provide any indication that the reassignment was part of a broader organizational restructuring or strategic shift.

Whitfield emphasized the temporal proximity between his raising concerns about Hale's conduct on January 23 and the reassignment decision communicated on February 6 — a period of only fourteen calendar days. He stated unequivocally that there had been no intervening event during that two-week period that would justify or explain the reassignment. Specifically, Whitfield stated that:

• There had been no performance issue, formal or informal, raised with him regarding either Project Meridian or Project Halcyon;

• There had been no client complaint, talent dispute, budget overrun, or scheduling failure associated with either project;

• There had been no organizational restructuring, departmental reorganization, or change in reporting lines within APS during that period;

• There had been no instruction or directive from AGMG's corporate parent or from the Board of Directors that would have necessitated a change in project assignments; and

• He had received no prior warning, indication, or discussion from Hale or anyone else suggesting that a reassignment of these projects was being contemplated.

Whitfield stated that to his knowledge, no other SVP at Aurelius Pacific Studios had ever had two major productions simultaneously reassigned in this manner without a documented, performance-related reason. He characterized the reassignment as unprecedented within his experience at the company and as fundamentally inconsistent with the way project portfolios were managed at the SVP level.

The reassignment was initially communicated verbally by Hale and was subsequently confirmed in an email from Hale to Whitfield. Whitfield stated that he retained a copy of this email, which he described as brief and matter-of-fact, confirming the reassignment of both projects to Briggs without providing any additional substantive explanation. Whitfield stated that he did not receive any formal written explanation, performance documentation, or memorandum setting forth the reasons for the reassignment, either at the time of the decision or at any point thereafter.

C. Impact on Whitfield

Whitfield described the reassignment of Project Meridian and Project Halcyon as a significant professional blow. He stated that these were the most visible and career-defining projects in his entire portfolio, and that their removal effectively stripped him of the assignments that had been most central to his professional reputation within the studio and within the broader entertainment industry. Whitfield stated that the projects represented the culmination of months of intensive work and that their reassignment, without explanation, was deeply demoralizing.

Beyond the personal impact, Whitfield stated that the reassignment sent a clear and unmistakable signal to the rest of the APS leadership team. In Whitfield's view, the message was that raising concerns about Hale's behavior — particularly regarding his conduct toward female employees — would carry serious professional consequences. Whitfield stated that he believed other members of the leadership team interpreted the reassignment in the same way, though he acknowledged he had not discussed this interpretation explicitly with any of his peers.

Whitfield further noted that following the reassignment, he felt increasingly marginalized within the leadership group. He stated that in the months of February, March, and April 2023, Hale directed fewer new project assignments to him compared to the volume and prominence of projects he had historically been entrusted with. Whitfield described this period as one in which he was effectively "sidelined" — still holding his title and receiving his salary, but without the substantive responsibilities commensurate with his role and experience.

Whitfield confirmed that at no point before or after the reassignment did he receive a formal performance improvement plan, a negative performance review, or any documented criticism of his work from Hale or from any other member of APS management. There was no paper trail, to Whitfield's knowledge, that would support the conclusion that the reassignment was motivated by legitimate performance concerns.

VII. Decision to Come Forward

Whitfield explained that despite the reassignment of his projects and his growing concern about Hale's conduct, he did not initially file a formal complaint with Human Resources or through the AGMG Ethics & Compliance Hotline. Whitfield stated candidly that he feared further retaliation from Hale. Given that the reassignment had already demonstrated Hale's willingness to take adverse professional action against someone who challenged his behavior, Whitfield stated he was reluctant to escalate the matter formally and risk additional damage to his career or standing within the organization.

Whitfield stated that his calculus changed when he learned, through internal channels, that Jenna Morales had filed a formal complaint regarding Hale's conduct via the AGMG Ethics & Compliance Hotline on or around April 18, 2023. Whitfield did not specify how he learned of Morales's complaint — he stated only that it was through "word of mouth" within the company — but he stated that the knowledge that a formal complaint had been filed gave him the confidence that his own concerns would be taken seriously and that there would be a formal process in place to investigate and address the matter.

On April 26, 2023, Whitfield voluntarily contacted Victor Gallegos, Vice President of Human Resources at Aurelius Pacific Studios Inc., to report his concerns. Whitfield described the conversation as an in-person meeting at APS's Burbank headquarters during which he provided Gallegos with an account of the January 23 leadership meeting, Hale's reaction, the subsequent reassignment of Project Meridian and Project Halcyon, and Whitfield's belief that the reassignment was retaliatory in nature. Whitfield stated that Gallegos listened to his account, asked clarifying questions, and took notes during the meeting. Gallegos informed Whitfield that the matter was being escalated and that Whitfield should expect to be contacted by outside counsel retained by the AGMG Board to conduct an independent investigation.

By the time of this interview on May 30, 2023, Whitfield was aware that the AGMG Board of Directors had retained Calderwood & Harkness LLP to conduct the independent investigation, and he expressed his willingness to cooperate fully with the investigation team. He stated that he believed it was important for the investigation to examine not only the allegations of harassment but also the pattern of retaliatory conduct by Hale against individuals who raised concerns.

VIII. Awareness of Prior Complaints or Incidents

When asked whether he was aware of any prior complaints, formal or informal, regarding Marcus Hale's conduct, Whitfield stated the following.

Whitfield recalled hearing a rumor — which he could not attribute to a specific source or conversation — that a former executive assistant to Hale had "some kind of issue" with Hale and subsequently left the company in approximately 2021. Whitfield stated that he did not know the executive assistant's name at the time he heard the rumor, though when the name "Serena Whitcomb" was mentioned by the interviewer, Whitfield stated that the name sounded familiar but that he could not confirm it was the individual he had heard about.

Whitfield emphasized that he had no direct knowledge of the substance of the prior matter involving Hale's former executive assistant. He had never seen any documentation related to the matter, had never spoken with the former executive assistant, and had no information about whether the individual's departure was voluntary, involuntary, or negotiated. Whitfield stated that the rumor he heard was vague — he characterized it as the kind of "whispered" information that occasionally circulates within an organization — and that he did not attempt to investigate or corroborate the rumor at the time.

Whitfield also stated that he was not aware of any formal discipline, written warning, counseling, or other corrective action having been issued to Hale in connection with the prior matter or any other matter during Hale's tenure as President of APS. Whitfield stated that to his knowledge, Hale had not been the subject of any prior formal investigation by the company.

IX. Relevant Documents Referenced or Identified by Whitfield

During the course of the interview, Whitfield referenced or identified the following documents as potentially relevant to the investigation:

1. Email from Marcus Hale to Darren Whitfield, dated on or about February 6, 2023, confirming the reassignment of Project Meridian and Project Halcyon to Cameron Briggs, SVP of Production. Whitfield stated that he retained a copy of this email in his work email account and may also have forwarded a copy to his personal email for safekeeping. Whitfield stated the email was brief, approximately three to four sentences, and did not contain any substantive explanation for the reassignment beyond the "fresh eyes" rationale Hale had communicated verbally.

2. Meeting minutes or written records of the January 23, 2023 leadership meeting. Whitfield stated that he was not aware of any meeting minutes, written summary, or other contemporaneous documentation of the January 23 leadership meeting that would reflect his comments regarding Hale's conduct or Hale's response. He stated that leadership meetings at APS were not typically minuted.

3. Additional emails, calendar entries, and documents. Whitfield stated that he would make available to the investigation team any additional emails, calendar entries, text messages, or other documents in his possession that are relevant to the reassignment of Project Meridian and Project Halcyon, his interactions with Hale during the relevant period, or his observations of Hale's conduct toward female employees. Whitfield indicated his willingness to cooperate with any document preservation or collection requests that the investigation team may issue.

The investigation team will follow up with Whitfield regarding the production and preservation of the documents referenced above, and will cross-reference the email evidence with documents obtained through the separate document collection process currently underway.

X. Whitfield's Current Status and Concerns

Whitfield confirmed that he remains employed at Aurelius Pacific Studios Inc. in his role as Senior Vice President of Physical Production as of the date of this interview. He has not been terminated, placed on leave, or subjected to any further formal adverse employment action since the reassignment of Project Meridian and Project Halcyon in February 2023.

Whitfield noted that the immediate workplace dynamic has improved since Hale was placed on paid administrative leave effective May 3, 2023, pending the outcome of the investigation. With Hale absent from the office, Whitfield stated that the atmosphere among the leadership team has been more relaxed and that he has not experienced any further marginalization or exclusion from assignments. However, Whitfield expressed concern about the possibility that Hale could return to his position as President of APS following the investigation, and he stated that if Hale were reinstated, Whitfield would fear further retaliation.

Whitfield confirmed that he had not retained personal legal counsel as of the date of this interview but reserved the right to do so depending on how the investigation and any resulting organizational decisions unfold. He stated that he would consult with an attorney if he believed his employment was at risk or if the investigation's outcome raised concerns about his legal rights.

Whitfield requested that the investigation team keep him informed, to the extent possible and consistent with the confidentiality of the investigation, of any developments that could affect his employment status, his safety in the workplace, or his professional standing within the organization.

XI. Interviewer Assessment and Notes

Demeanor and Credibility. Throughout the interview, Whitfield presented as forthcoming, composed, and detailed. He provided specific dates, sequences, and contextual information without hesitation and without the need for significant prompting. His account appeared well-organized and was delivered in a manner that reflected careful recollection rather than scripted preparation. Whitfield expressed genuine concern about the workplace environment at APS and about the implications of Hale's conduct for the company and its employees. Notably, Whitfield did not appear to be motivated by personal grievance or animus toward Hale; rather, he conveyed a sense of responsibility as a senior leader who believed that the conduct he observed was wrong and that the retaliation he experienced was unwarranted.

Internal Consistency. Whitfield's account is internally consistent. His narrative of the timeline — from his observations of Hale's conduct beginning in mid-2022, through the January 23, 2023 leadership meeting, to the February 6, 2023 reassignment, and culminating in his decision to report to Victor Gallegos on April 26, 2023 — is coherent and logically sequenced. There were no material contradictions or implausible elements in his account.

Corroboration and Cross-References. Whitfield's account aligns with the timeline of events established through other witness interviews and documentary evidence gathered to date. In particular:

• The temporal proximity between the January 23, 2023 leadership meeting and the February 6, 2023 reassignment — a period of only 14 calendar days — is a highly significant fact for the retaliation analysis. Under California Government Code Section 12940(h), which prohibits retaliation against employees who oppose practices forbidden under the Fair Employment and Housing Act, temporal proximity between protected activity and adverse action is a relevant factor in establishing a prima facie case of retaliation. Courts have recognized that temporal proximity of less than two months is sufficient to support an inference of retaliatory motive. The 14-day gap here is particularly compelling.

• The email evidence of the reassignment directive (described by Whitfield as an email from Hale dated on or about February 6, 2023) should be verified and obtained during the ongoing document review. The investigation team should prioritize the collection and analysis of this email as well as any related communications between Hale, Briggs, and other APS personnel regarding the reassignment decision.

• Cross-reference is needed with the interview of Cameron Briggs, SVP of Production, which is scheduled for June 8, 2023. Briggs is the individual to whom Project Meridian and Project Halcyon were reassigned, and his understanding of the reasons given for the reassignment, the timing, and any conversations he had with Hale regarding the projects will be critical to evaluating the legitimacy (or pretextual nature) of Hale's stated rationale of "wanting fresh eyes."

• Cross-reference is also needed with the interview of Victor Gallegos, VP of Human Resources, which was conducted on June 1, 2023. Gallegos's account of the intake of Whitfield's April 26 report, any steps taken by HR in response, and any HR documentation relating to the project reassignment should be compared to Whitfield's account for consistency.

• The combined $187 million budget of the reassigned projects underscores the materiality of the adverse action for purposes of the retaliation claim. The reassignment of projects of this magnitude — representing the most significant and career-defining assignments in Whitfield's portfolio — constitutes a materially adverse change in the terms and conditions of Whitfield's employment, even in the absence of a formal demotion, salary reduction, or termination. Under applicable California law and federal precedent, a reassignment that significantly diminishes an employee's responsibilities and professional standing may constitute an adverse employment action sufficient to support a retaliation claim.

Inconsistencies. No inconsistencies have been identified between Whitfield's account and the information obtained from other witness interviews or the document review conducted to date.

Follow-Up Items. The following follow-up items have been identified for the investigation team:

(a) Obtain and review the February 6, 2023 email from Hale to Whitfield confirming the reassignment of Project Meridian and Project Halcyon;

(b) Confirm the attendee list for the January 23, 2023 leadership meeting through calendar records or other documentary evidence;

(c) Interview Cameron Briggs (scheduled June 8, 2023) regarding his understanding of the reasons for the reassignment and any communications with Hale on the subject;

(d) Cross-reference Victor Gallegos's account (June 1, 2023 interview) regarding the intake of Whitfield's April 26, 2023 report;

(e) Determine the identity of the colleague who relayed secondhand information to Whitfield about Hale's conduct toward Claire Ngo at the Monarch Valley Resort off-site, and schedule an interview with that individual if not already planned;

(f) Review Whitfield's performance reviews, salary history, and project assignment records to establish the baseline against which the reassignment can be measured; and

(g) Determine whether any documentation exists regarding the prior matter involving Hale's former executive assistant (believed to be Serena Whitcomb) and the circumstances of that individual's departure in 2021.

XII. Distribution and Privilege Reminder

This memorandum is to be maintained in the privileged investigation file for Calderwood & Harkness LLP Matter No. 1017-00005. All copies — including electronic copies, printed copies, and any notes or summaries derived from this memorandum — are subject to the attorney-client privilege and the work-product doctrine and must be treated accordingly.

Distribution of this memorandum is strictly limited to the following members of the investigation team:

• Bernard Crawford, Partner, Calderwood & Harkness LLP (Lead Investigation Partner)

• Renata Vasquez, Partner, Calderwood & Harkness LLP

• Devon Archer, Associate, Calderwood & Harkness LLP

• Nadia Petrov, Associate, Calderwood & Harkness LLP

This memorandum is not to be shared with AGMG management — including, without limitation, Victor Gallegos (VP of Human Resources), Patricia Sung (General Counsel, AGMG), or Fiona Blackwood (Chief People Officer, AGMG) — except as part of the final investigation report to the Board committees or upon specific direction from the Board's People & Culture Committee or Audit & Risk Committee.

The attorney-client privilege applicable to this memorandum and the underlying interview belongs to Aurelius Global Media Group PLC and may only be waived by authorized representatives of the AGMG Board of Directors. For purposes of this investigation, the authorized representatives with the power to direct privilege waiver decisions are:

• Dame Cordelia Ashworth, Chair, People & Culture Committee, AGMG Board of Directors

• Raymond Okoro, Chair, Audit & Risk Committee, AGMG Board of Directors

No waiver of privilege should be made or implied without the express written authorization of one or both of the foregoing individuals.

PRIVILEGED AND CONFIDENTIAL — ATTORNEY-CLIENT PRIVILEGE / ATTORNEY WORK PRODUCT — DO NOT DISTRIBUTE

Prepared by:

CALDERWOOD & HARKNESS LLP

By: ________

Name: Devon Archer

Title: Associate

Date: May 30, 2023

TO:	File — Investigation of Allegations Against Marcus Hale
FROM:	Devon Archer, Calderwood & Harkness LLP
DATE:	May 30, 2023
RE:	Privileged Interview Memorandum — Darren Whitfield, SVP of Physical Production, Aurelius Pacific Studios Inc.
C&H MATTER NO.:	1017-00005
INTERVIEW DATE:	May 30, 2023
INTERVIEW LOCATION:	Calderwood & Harkness LLP, Los Angeles Office, 1999 Avenue of the Stars, Suite 2800, Los Angeles, CA 90067
INTERVIEWERS:	Devon Archer (Lead Associate, Calderwood & Harkness LLP)
ALSO PRESENT:	None (Whitfield did not bring personal counsel)
DURATION:	Approximately 2 hours 15 minutes (10:00 a.m. to 12:15 p.m. PDT)

PRIVILEGED AND CONFIDENTIAL ATTORNEY-CLIENT PRIVILEGE / ATTORNEY WORK PRODUCT PREPARED AT THE DIRECTION OF COUNSEL — DO NOT DISTRIBUTE
This memorandum is protected by the attorney-client privilege and the work-product doctrine. It was prepared by attorneys at Calderwood & Harkness LLP in connection with the firm's representation of Aurelius Global Media Group PLC ("AGMG") and its subsidiaries in the above-referenced investigation. This memorandum contains the mental impressions, conclusions, opinions, and legal theories of counsel and reflects confidential communications made for the purpose of providing legal advice. This memorandum is not to be disclosed, disseminated, copied, or distributed in whole or in part to any person or entity without prior written authorization from the General Counsel of Aurelius Global Media Group PLC or the authorized representatives of the Board of Directors' People & Culture Committee and Audit & Risk Committee. Any unauthorized disclosure may constitute a waiver of applicable privileges and protections and may subject the disclosing party to legal liability.
MEMORANDUM
I. Upjohn Admonition
At the outset of the interview, Devon Archer administered the standard Upjohn / corporate representation warning to Darren Whitfield. Specifically, Whitfield was advised of the following:
(a) Calderwood & Harkness LLP represents Aurelius Global Media Group PLC ("AGMG") and its subsidiaries, including Aurelius Pacific Studios Inc. ("APS"). The firm does not represent Whitfield in his individual capacity, and no attorney-client relationship exists or will be formed between Calderwood & Harkness and Whitfield personally as a result of this interview.
(b) The purpose of the interview is to gather facts relevant to the firm's investigation into allegations made against Marcus Hale, President of Aurelius Pacific Studios Inc., which investigation is being conducted at the direction of the AGMG Board of Directors. Whitfield's participation is voluntary but expected as part of his cooperation obligations under company policy.
(c) The interview and its contents are protected by the attorney-client privilege. However, the privilege belongs to the company — that is, to AGMG — and not to Whitfield individually. AGMG alone, through its authorized representatives, has the right to decide whether to assert or waive the privilege at any time, including by disclosing the substance of this interview to third parties, government regulators, or in litigation.
(d) Whitfield was advised not to discuss the substance of this interview, or the fact that it took place, with other employees of AGMG or APS, or with any third parties, unless instructed otherwise by Calderwood & Harkness or by authorized representatives of AGMG's legal department.
(e) Whitfield was informed that he has the right to retain personal legal counsel at his own expense, and that if at any point during the interview he wished to consult with personal counsel before answering a question, he could so indicate. Whitfield was further informed that the company would not reimburse or pay for personal counsel retained by Whitfield in connection with this investigation.
Whitfield confirmed that he understood each of the foregoing advisements. He stated affirmatively that he understood that Calderwood & Harkness represents AGMG and not him individually, that the privilege belongs to the company, and that the company may choose to disclose the contents of his interview at its discretion. Whitfield stated that he had considered whether to retain personal counsel but had elected not to do so at this time. He confirmed his willingness to proceed with the interview on these terms.
No objections, questions, or reservations were raised by Whitfield regarding the Upjohn admonition or the terms of the interview.
II. Background and Employment History
Darren Whitfield provided the following background information at the beginning of the interview.
Full Name: Darren James Whitfield
Age: 47
Current Title: Senior Vice President of Physical Production, Aurelius Pacific Studios Inc.
Employer: Aurelius Pacific Studios Inc., 3200 West Alameda Avenue, Suite 400, Burbank, California 91505
Employment Start Date: September 2017
Reporting Structure: Whitfield reports directly to Marcus Hale, President of Aurelius Pacific Studios Inc. Whitfield is one of Hale's nine direct-report Senior Vice Presidents within the APS organizational structure. According to Whitfield, his peer SVPs oversee other functional areas, including production, distribution, marketing, post-production, business affairs, and creative development, among others.
Whitfield described his role as Senior Vice President of Physical Production as encompassing the oversight and management of all physical production logistics, budgets, vendor relationships, and day-to-day operations for APS's film and streaming content slate. He explained that his team is responsible for managing production schedules, location scouting and permitting, crew coordination, equipment procurement, insurance and safety compliance, and below-the-line budget management across multiple concurrent productions. Whitfield stated that at any given time, he typically oversees between four and eight active productions in various stages, from pre-production through principal photography and post-production wrap.
Whitfield described approximately five and a half years of employment at the company prior to the events at issue in this investigation. He characterized his tenure as generally positive, with consistent positive performance reviews and no prior performance issues, disciplinary actions, or formal complaints against him. He stated that he had received merit-based salary increases in each of his years of employment and was promoted from Vice President to Senior Vice President in March 2020, a promotion he understood to have been recommended by Marcus Hale.
Whitfield noted that he was hired by APS in September 2017, prior to Marcus Hale's appointment as President of the studio. At the time of Whitfield's hire, the President of APS was Gregory Felton, who departed the company in late 2018. Hale was appointed as President effective January 2019. Whitfield stated that when Hale arrived, the working relationship between them was initially professional and collaborative. Whitfield recalled that Hale took time during his first several months to meet individually with each of his direct reports and that their early interactions were substantive and focused on production strategy and operational efficiency.
III. Working Relationship with Marcus Hale
Whitfield provided the following account of the evolution of his working relationship with Marcus Hale over the period of Hale's tenure as President of APS.
Whitfield stated that when Hale became President in January 2019, the transition from Gregory Felton's leadership was smooth. Whitfield described Hale as initially presenting as a strong operational leader with a clear vision for APS's content strategy and a hands-on management style that was well-received by the leadership team. Whitfield recalled that Hale brought significant energy and credibility to the role, having previously served as a senior production executive at a competing studio, and that Hale's early tenure was marked by several successful production launches and a period of organizational growth.
Whitfield stated that for approximately the first two and a half to three years of Hale's tenure (from January 2019 through approximately mid-2021), the working relationship remained professional and largely positive. Whitfield described Hale as demanding but fair during this period, and stated that he felt supported in his role and trusted by Hale to manage his portfolio of projects with a high degree of autonomy.
However, Whitfield stated that over time — and particularly beginning in approximately mid-2022 — he observed what he described as a shift in Hale's management style. This shift, according to Whitfield, was not uniform across all interactions but was particularly noticeable in Hale's interactions with female employees. Whitfield described becoming "increasingly uncomfortable" with what he perceived as Hale's "overly familiar" and, at times, "inappropriate" behavior toward certain female colleagues. Whitfield stated that this discomfort grew over a period of several months as he observed a pattern of conduct that he believed went beyond the bounds of professional interaction.
Whitfield was clear in stating that he did not personally experience sexual harassment or any form of unwelcome conduct directed at him by Hale. Rather, his concerns arose from his observations of Hale's conduct toward others, particularly female employees, and from his growing sense — as a senior member of the leadership team — that the conduct he was witnessing could create legal exposure for the company and was contributing to an uncomfortable and potentially hostile working environment.
IV. Observations of Hale's Conduct Toward Female Employees
A. General Observations
Whitfield described a pattern of conduct by Hale that he began to notice with increasing frequency from approximately mid-2022 forward. Specifically, Whitfield stated that he observed Hale making comments about the physical appearance of female employees on multiple occasions. These comments were made in informal settings, including after meetings as participants were leaving the conference room, during casual conversations in hallways or common areas, and at company-sponsored events such as dinners, wrap parties, and off-site gatherings.
Whitfield described these comments as going beyond the kind of casual, benign compliments that might occur in a normal professional setting. He stated that the comments were noticeably personal in nature, often referencing a woman's clothing, body, or attractiveness in a way that drew visible attention and discomfort. Whitfield offered several illustrative examples, though he cautioned that he could not recall the precise wording of each comment. He recalled Hale commenting on the way a female executive's dress fit her, telling a junior female staffer that she "looked incredible" while placing emphasis on the remark in a way Whitfield described as lingering and suggestive, and making remarks at a company event about a female employee's appearance that were, in Whitfield's words, "the kind of thing you'd expect to hear at a bar, not in a workplace."
Whitfield recalled that other members of the leadership team appeared to notice these comments and interactions. He stated that on at least two or three occasions, he made eye contact with a peer SVP after Hale made such a remark, and that the exchange of glances suggested mutual recognition that the comment was inappropriate. However, Whitfield stated that no one on the leadership team — including Whitfield himself, until the January 23, 2023 meeting discussed below — raised objections to Hale about the conduct in the moment or through formal channels. Whitfield acknowledged that this inaction was something he regretted, and attributed it to the power dynamic inherent in Hale's position as President and the perceived career risk associated with challenging him.
Whitfield specifically mentioned being aware of Hale's interactions with Jenna Morales, Vice President of Development. Whitfield stated that he did not witness specific incidents of harassment directed at Morales, but that he sensed something was "off" about the dynamic between Hale and Morales. He described noticing that Hale seemed to give Morales an unusual amount of personal attention, including seeking her out at events, requesting one-on-one meetings with her more frequently than with other executives at her level, and exhibiting what Whitfield described as a "possessive" demeanor toward her. Whitfield stated that at the time, he was not privy to the details of what Morales would later report through the Ethics & Compliance Hotline, but that his observations of the dynamic between Hale and Morales contributed to his overall concern about Hale's conduct.
B. Observations at Company Events
Whitfield provided more specific accounts of observations made at two company events.
Company Dinner, On or About February 3, 2023. Whitfield recalled a company dinner held on or about February 3, 2023. He stated that he believed the dinner was held at a restaurant in the Los Angeles area and was attended by members of the APS leadership team and certain other senior staff, though he could not recall the precise number of attendees. During the dinner, Whitfield stated that he observed Hale sitting next to Jenna Morales. At one point during the meal, Whitfield observed Hale place his hand on Morales's lower back. Whitfield described the gesture as deliberate and sustained — not a brief, incidental touch but rather a purposeful placement of the hand that lasted for what Whitfield estimated was several seconds. Whitfield stated that Morales appeared visibly uncomfortable in response to the touch; he described her posture as stiffening and noted that she shifted slightly in her seat. However, Whitfield stated that Morales did not say anything at the table or make any visible protest, and the dinner proceeded without further incident that Whitfield observed. Whitfield stated he was seated approximately two to three seats away from Hale and Morales and had a clear line of sight.
Monarch Valley Resort Off-Site, February 17–18, 2023. Whitfield stated that he attended the Aurelius Pacific Studios leadership off-site held at the Monarch Valley Resort on February 17–18, 2023. However, Whitfield stated that he did not personally witness the specific incidents involving Claire Ngo (a production coordinator) that have been reported by other witnesses in connection with that event. Whitfield stated that he heard secondhand — from another colleague whom he did not identify by name during this portion of the interview — that Hale had made inappropriate remarks to Ngo during the off-site event. When asked to characterize what he heard, Whitfield stated that the colleague described the remarks as sexually suggestive in nature, but Whitfield emphasized that he was relaying a secondhand account and did not have direct knowledge of the specific statements made. Whitfield was informed that the investigation team may follow up with him to identify the colleague who relayed this information, and he indicated he would attempt to recall the individual's name and provide it at a later date.
V. The January 23, 2023 Leadership Meeting
Whitfield provided a detailed account of a leadership team meeting held on January 23, 2023, at the Aurelius Pacific Studios headquarters located at 3200 West Alameda Avenue, Burbank, California. This meeting is significant to the investigation because it is the occasion on which Whitfield states he first raised concerns about Hale's conduct with Hale directly, in the presence of other senior leaders.
Whitfield stated that the meeting was a regularly scheduled leadership team meeting convened by Hale and attended by several of Hale's direct-report SVPs. Whitfield recalled that approximately seven to eight people were in attendance, though he could not recall the identity of every attendee with certainty. He stated with confidence that the attendees included Hale, himself (Whitfield), and Cameron Briggs (SVP of Production). Whitfield believed that several other SVPs were also present but stated he would need to consult his calendar or the meeting invitation to confirm the full attendee list.
The meeting covered various operational topics, including production timelines, budget updates, and content pipeline discussions. Whitfield described the first portion of the meeting as routine and unremarkable. However, toward the end of the meeting, as the agenda items were winding down and before the group dispersed, Whitfield stated that he raised concerns about Hale's conduct toward female members of the team.
Whitfield described his decision to raise the issue as one he had deliberated over for several weeks prior to the meeting. He stated that he had considered raising the matter privately with Hale but ultimately decided to do so in the group setting because he believed the issue affected the leadership team as a whole and because he felt that raising it in front of peers would create a record of sorts, even if informal, and would signal the seriousness of his concerns.
Whitfield recalled framing his remarks carefully. He stated that he did not accuse Hale of harassment or use the term "sexual harassment." Instead, he described raising the issue as a concern about "workplace culture" and the way "certain interactions" with female colleagues were being perceived within the organization. Whitfield stated he indicated that he believed some of the conduct he had observed could "expose the company to risk" and was "creating an uncomfortable environment" for members of the team. He stated he did not name specific complainants or identify any individual female employee by name during his remarks. Whitfield estimated that his comments lasted approximately two to three minutes.
According to Whitfield, Hale's reaction to Whitfield's remarks was immediate and visibly negative. Whitfield described Hale as becoming "cold" and "dismissive" in his demeanor. Whitfield recalled that Hale responded by stating, in words to the effect of, that Whitfield was "reading too much into things" and that "everyone here is a professional." Whitfield stated that Hale's tone was curt and that the response had the effect of shutting down any further discussion. Hale did not ask Whitfield for additional details, did not invite other attendees to share their perspectives, and did not indicate that the matter would be followed up on through any formal channel. Instead, Hale moved the meeting to other business and the meeting concluded shortly thereafter.
Whitfield stated that following the meeting, Hale did not speak to him for approximately two days. Whitfield described this period of silence as unusual and notable, given that he and Hale ordinarily interacted on a daily basis — often multiple times per day — regarding production matters. Whitfield interpreted Hale's silence as a signal that Hale was displeased with Whitfield's remarks during the meeting.
Whitfield stated that to the best of his knowledge, no meeting minutes, written summary, or other documentation was prepared in connection with the January 23, 2023 leadership meeting that would reflect the substance of his comments or Hale's response. Whitfield did not prepare any written memorialization of his comments at the time, and he was not aware of any other attendee having done so. He stated he did not send any follow-up email or communication to Hale or to HR regarding his concerns after the meeting.
VI. Retaliatory Reassignment of Project Meridian and Project Halcyon
A. Background on the Projects
Whitfield provided background information regarding two high-profile production projects that he had been overseeing as part of his SVP of Physical Production portfolio: Project Meridian and Project Halcyon.
Whitfield described these two projects as the largest and most significant active productions under his direct supervision at the time of the events in question. Project Meridian was described as a large-scale feature film production with a budget of approximately $112 million. Project Halcyon was described as a premium limited series for streaming distribution with a budget of approximately $75 million. The combined budget of the two projects was approximately $187 million.
Whitfield stated that he had been involved with both projects from their earliest stages. He described having shepherded each project from early development discussions — including initial creative packaging, talent attachment, and location evaluation — through pre-production, at which point both projects were well advanced in preparation for principal photography. Whitfield stated that his involvement in these projects was widely recognized within APS as a central component of the studio's upcoming content slate, and that both projects were viewed internally as flagship productions that would be significant for the studio's competitive positioning in the market.
Whitfield further stated that his performance on these projects had been specifically praised by Hale on multiple occasions. He recalled that Hale had commended his management of the projects' budgets and timelines during team meetings and in direct conversations. Whitfield also stated that his most recent formal performance review, conducted in the fall of 2022, reflected positive assessments of his work, including specific mention of Project Meridian and Project Halcyon as exemplars of strong production management.
B. The Reassignment (February 6, 2023)
On February 6, 2023 — approximately fourteen days after the January 23, 2023 leadership meeting at which Whitfield raised concerns about Hale's conduct — Whitfield stated that he was informed by Hale that both Project Meridian and Project Halcyon were being reassigned.
Whitfield described the communication as a brief and terse in-person conversation initiated by Hale. Whitfield stated that Hale called him into his office and informed him, without preamble or significant discussion, that both Project Meridian and Project Halcyon were being reassigned to Cameron Briggs, Senior Vice President of Production. Whitfield stated that when he asked Hale for the reason behind the reassignment, Hale offered only a vague reference to "wanting fresh eyes" on the projects. Whitfield stated that Hale did not elaborate further, did not identify any specific performance deficiency or operational concern that prompted the reassignment, and did not provide any indication that the reassignment was part of a broader organizational restructuring or strategic shift.
Whitfield emphasized the temporal proximity between his raising concerns about Hale's conduct on January 23 and the reassignment decision communicated on February 6 — a period of only fourteen calendar days. He stated unequivocally that there had been no intervening event during that two-week period that would justify or explain the reassignment. Specifically, Whitfield stated that:
•  There had been no performance issue, formal or informal, raised with him regarding either Project Meridian or Project Halcyon;
•  There had been no client complaint, talent dispute, budget overrun, or scheduling failure associated with either project;
•  There had been no organizational restructuring, departmental reorganization, or change in reporting lines within APS during that period;
•  There had been no instruction or directive from AGMG's corporate parent or from the Board of Directors that would have necessitated a change in project assignments; and
•  He had received no prior warning, indication, or discussion from Hale or anyone else suggesting that a reassignment of these projects was being contemplated.
Whitfield stated that to his knowledge, no other SVP at Aurelius Pacific Studios had ever had two major productions simultaneously reassigned in this manner without a documented, performance-related reason. He characterized the reassignment as unprecedented within his experience at the company and as fundamentally inconsistent with the way project portfolios were managed at the SVP level.
The reassignment was initially communicated verbally by Hale and was subsequently confirmed in an email from Hale to Whitfield. Whitfield stated that he retained a copy of this email, which he described as brief and matter-of-fact, confirming the reassignment of both projects to Briggs without providing any additional substantive explanation. Whitfield stated that he did not receive any formal written explanation, performance documentation, or memorandum setting forth the reasons for the reassignment, either at the time of the decision or at any point thereafter.
C. Impact on Whitfield
Whitfield described the reassignment of Project Meridian and Project Halcyon as a significant professional blow. He stated that these were the most visible and career-defining projects in his entire portfolio, and that their removal effectively stripped him of the assignments that had been most central to his professional reputation within the studio and within the broader entertainment industry. Whitfield stated that the projects represented the culmination of months of intensive work and that their reassignment, without explanation, was deeply demoralizing.
Beyond the personal impact, Whitfield stated that the reassignment sent a clear and unmistakable signal to the rest of the APS leadership team. In Whitfield's view, the message was that raising concerns about Hale's behavior — particularly regarding his conduct toward female employees — would carry serious professional consequences. Whitfield stated that he believed other members of the leadership team interpreted the reassignment in the same way, though he acknowledged he had not discussed this interpretation explicitly with any of his peers.
Whitfield further noted that following the reassignment, he felt increasingly marginalized within the leadership group. He stated that in the months of February, March, and April 2023, Hale directed fewer new project assignments to him compared to the volume and prominence of projects he had historically been entrusted with. Whitfield described this period as one in which he was effectively "sidelined" — still holding his title and receiving his salary, but without the substantive responsibilities commensurate with his role and experience.
Whitfield confirmed that at no point before or after the reassignment did he receive a formal performance improvement plan, a negative performance review, or any documented criticism of his work from Hale or from any other member of APS management. There was no paper trail, to Whitfield's knowledge, that would support the conclusion that the reassignment was motivated by legitimate performance concerns.
VII. Decision to Come Forward
Whitfield explained that despite the reassignment of his projects and his growing concern about Hale's conduct, he did not initially file a formal complaint with Human Resources or through the AGMG Ethics & Compliance Hotline. Whitfield stated candidly that he feared further retaliation from Hale. Given that the reassignment had already demonstrated Hale's willingness to take adverse professional action against someone who challenged his behavior, Whitfield stated he was reluctant to escalate the matter formally and risk additional damage to his career or standing within the organization.
Whitfield stated that his calculus changed when he learned, through internal channels, that Jenna Morales had filed a formal complaint regarding Hale's conduct via the AGMG Ethics & Compliance Hotline on or around April 18, 2023. Whitfield did not specify how he learned of Morales's complaint — he stated only that it was through "word of mouth" within the company — but he stated that the knowledge that a formal complaint had been filed gave him the confidence that his own concerns would be taken seriously and that there would be a formal process in place to investigate and address the matter.
On April 26, 2023, Whitfield voluntarily contacted Victor Gallegos, Vice President of Human Resources at Aurelius Pacific Studios Inc., to report his concerns. Whitfield described the conversation as an in-person meeting at APS's Burbank headquarters during which he provided Gallegos with an account of the January 23 leadership meeting, Hale's reaction, the subsequent reassignment of Project Meridian and Project Halcyon, and Whitfield's belief that the reassignment was retaliatory in nature. Whitfield stated that Gallegos listened to his account, asked clarifying questions, and took notes during the meeting. Gallegos informed Whitfield that the matter was being escalated and that Whitfield should expect to be contacted by outside counsel retained by the AGMG Board to conduct an independent investigation.
By the time of this interview on May 30, 2023, Whitfield was aware that the AGMG Board of Directors had retained Calderwood & Harkness LLP to conduct the independent investigation, and he expressed his willingness to cooperate fully with the investigation team. He stated that he believed it was important for the investigation to examine not only the allegations of harassment but also the pattern of retaliatory conduct by Hale against individuals who raised concerns.
VIII. Awareness of Prior Complaints or Incidents
When asked whether he was aware of any prior complaints, formal or informal, regarding Marcus Hale's conduct, Whitfield stated the following.
Whitfield recalled hearing a rumor — which he could not attribute to a specific source or conversation — that a former executive assistant to Hale had "some kind of issue" with Hale and subsequently left the company in approximately 2021. Whitfield stated that he did not know the executive assistant's name at the time he heard the rumor, though when the name "Serena Whitcomb" was mentioned by the interviewer, Whitfield stated that the name sounded familiar but that he could not confirm it was the individual he had heard about.
Whitfield emphasized that he had no direct knowledge of the substance of the prior matter involving Hale's former executive assistant. He had never seen any documentation related to the matter, had never spoken with the former executive assistant, and had no information about whether the individual's departure was voluntary, involuntary, or negotiated. Whitfield stated that the rumor he heard was vague — he characterized it as the kind of "whispered" information that occasionally circulates within an organization — and that he did not attempt to investigate or corroborate the rumor at the time.
Whitfield also stated that he was not aware of any formal discipline, written warning, counseling, or other corrective action having been issued to Hale in connection with the prior matter or any other matter during Hale's tenure as President of APS. Whitfield stated that to his knowledge, Hale had not been the subject of any prior formal investigation by the company.
IX. Relevant Documents Referenced or Identified by Whitfield
During the course of the interview, Whitfield referenced or identified the following documents as potentially relevant to the investigation:
1.  Email from Marcus Hale to Darren Whitfield, dated on or about February 6, 2023, confirming the reassignment of Project Meridian and Project Halcyon to Cameron Briggs, SVP of Production. Whitfield stated that he retained a copy of this email in his work email account and may also have forwarded a copy to his personal email for safekeeping. Whitfield stated the email was brief, approximately three to four sentences, and did not contain any substantive explanation for the reassignment beyond the "fresh eyes" rationale Hale had communicated verbally.
2.  Meeting minutes or written records of the January 23, 2023 leadership meeting. Whitfield stated that he was not aware of any meeting minutes, written summary, or other contemporaneous documentation of the January 23 leadership meeting that would reflect his comments regarding Hale's conduct or Hale's response. He stated that leadership meetings at APS were not typically minuted.
3.  Additional emails, calendar entries, and documents. Whitfield stated that he would make available to the investigation team any additional emails, calendar entries, text messages, or other documents in his possession that are relevant to the reassignment of Project Meridian and Project Halcyon, his interactions with Hale during the relevant period, or his observations of Hale's conduct toward female employees. Whitfield indicated his willingness to cooperate with any document preservation or collection requests that the investigation team may issue.
The investigation team will follow up with Whitfield regarding the production and preservation of the documents referenced above, and will cross-reference the email evidence with documents obtained through the separate document collection process currently underway.
X. Whitfield's Current Status and Concerns
Whitfield confirmed that he remains employed at Aurelius Pacific Studios Inc. in his role as Senior Vice President of Physical Production as of the date of this interview. He has not been terminated, placed on leave, or subjected to any further formal adverse employment action since the reassignment of Project Meridian and Project Halcyon in February 2023.
Whitfield noted that the immediate workplace dynamic has improved since Hale was placed on paid administrative leave effective May 3, 2023, pending the outcome of the investigation. With Hale absent from the office, Whitfield stated that the atmosphere among the leadership team has been more relaxed and that he has not experienced any further marginalization or exclusion from assignments. However, Whitfield expressed concern about the possibility that Hale could return to his position as President of APS following the investigation, and he stated that if Hale were reinstated, Whitfield would fear further retaliation.
Whitfield confirmed that he had not retained personal legal counsel as of the date of this interview but reserved the right to do so depending on how the investigation and any resulting organizational decisions unfold. He stated that he would consult with an attorney if he believed his employment was at risk or if the investigation's outcome raised concerns about his legal rights.
Whitfield requested that the investigation team keep him informed, to the extent possible and consistent with the confidentiality of the investigation, of any developments that could affect his employment status, his safety in the workplace, or his professional standing within the organization.
XI. Interviewer Assessment and Notes
Demeanor and Credibility. Throughout the interview, Whitfield presented as forthcoming, composed, and detailed. He provided specific dates, sequences, and contextual information without hesitation and without the need for significant prompting. His account appeared well-organized and was delivered in a manner that reflected careful recollection rather than scripted preparation. Whitfield expressed genuine concern about the workplace environment at APS and about the implications of Hale's conduct for the company and its employees. Notably, Whitfield did not appear to be motivated by personal grievance or animus toward Hale; rather, he conveyed a sense of responsibility as a senior leader who believed that the conduct he observed was wrong and that the retaliation he experienced was unwarranted.
Internal Consistency. Whitfield's account is internally consistent. His narrative of the timeline — from his observations of Hale's conduct beginning in mid-2022, through the January 23, 2023 leadership meeting, to the February 6, 2023 reassignment, and culminating in his decision to report to Victor Gallegos on April 26, 2023 — is coherent and logically sequenced. There were no material contradictions or implausible elements in his account.
Corroboration and Cross-References. Whitfield's account aligns with the timeline of events established through other witness interviews and documentary evidence gathered to date. In particular:
•  The temporal proximity between the January 23, 2023 leadership meeting and the February 6, 2023 reassignment — a period of only 14 calendar days — is a highly significant fact for the retaliation analysis. Under California Government Code Section 12940(h), which prohibits retaliation against employees who oppose practices forbidden under the Fair Employment and Housing Act, temporal proximity between protected activity and adverse action is a relevant factor in establishing a prima facie case of retaliation. Courts have recognized that temporal proximity of less than two months is sufficient to support an inference of retaliatory motive. The 14-day gap here is particularly compelling.
•  The email evidence of the reassignment directive (described by Whitfield as an email from Hale dated on or about February 6, 2023) should be verified and obtained during the ongoing document review. The investigation team should prioritize the collection and analysis of this email as well as any related communications between Hale, Briggs, and other APS personnel regarding the reassignment decision.
•  Cross-reference is needed with the interview of Cameron Briggs, SVP of Production, which is scheduled for June 8, 2023. Briggs is the individual to whom Project Meridian and Project Halcyon were reassigned, and his understanding of the reasons given for the reassignment, the timing, and any conversations he had with Hale regarding the projects will be critical to evaluating the legitimacy (or pretextual nature) of Hale's stated rationale of "wanting fresh eyes."
•  Cross-reference is also needed with the interview of Victor Gallegos, VP of Human Resources, which was conducted on June 1, 2023. Gallegos's account of the intake of Whitfield's April 26 report, any steps taken by HR in response, and any HR documentation relating to the project reassignment should be compared to Whitfield's account for consistency.
•  The combined $187 million budget of the reassigned projects underscores the materiality of the adverse action for purposes of the retaliation claim. The reassignment of projects of this magnitude — representing the most significant and career-defining assignments in Whitfield's portfolio — constitutes a materially adverse change in the terms and conditions of Whitfield's employment, even in the absence of a formal demotion, salary reduction, or termination. Under applicable California law and federal precedent, a reassignment that significantly diminishes an employee's responsibilities and professional standing may constitute an adverse employment action sufficient to support a retaliation claim.
Inconsistencies. No inconsistencies have been identified between Whitfield's account and the information obtained from other witness interviews or the document review conducted to date.
Follow-Up Items. The following follow-up items have been identified for the investigation team:
(a) Obtain and review the February 6, 2023 email from Hale to Whitfield confirming the reassignment of Project Meridian and Project Halcyon;
(b) Confirm the attendee list for the January 23, 2023 leadership meeting through calendar records or other documentary evidence;
(c) Interview Cameron Briggs (scheduled June 8, 2023) regarding his understanding of the reasons for the reassignment and any communications with Hale on the subject;
(d) Cross-reference Victor Gallegos's account (June 1, 2023 interview) regarding the intake of Whitfield's April 26, 2023 report;
(e) Determine the identity of the colleague who relayed secondhand information to Whitfield about Hale's conduct toward Claire Ngo at the Monarch Valley Resort off-site, and schedule an interview with that individual if not already planned;
(f) Review Whitfield's performance reviews, salary history, and project assignment records to establish the baseline against which the reassignment can be measured; and
(g) Determine whether any documentation exists regarding the prior matter involving Hale's former executive assistant (believed to be Serena Whitcomb) and the circumstances of that individual's departure in 2021.
XII. Distribution and Privilege Reminder
This memorandum is to be maintained in the privileged investigation file for Calderwood & Harkness LLP Matter No. 1017-00005. All copies — including electronic copies, printed copies, and any notes or summaries derived from this memorandum — are subject to the attorney-client privilege and the work-product doctrine and must be treated accordingly.
Distribution of this memorandum is strictly limited to the following members of the investigation team:
•  Bernard Crawford, Partner, Calderwood & Harkness LLP (Lead Investigation Partner)
•  Renata Vasquez, Partner, Calderwood & Harkness LLP
•  Devon Archer, Associate, Calderwood & Harkness LLP
•  Nadia Petrov, Associate, Calderwood & Harkness LLP
This memorandum is not to be shared with AGMG management — including, without limitation, Victor Gallegos (VP of Human Resources), Patricia Sung (General Counsel, AGMG), or Fiona Blackwood (Chief People Officer, AGMG) — except as part of the final investigation report to the Board committees or upon specific direction from the Board's People & Culture Committee or Audit & Risk Committee.
The attorney-client privilege applicable to this memorandum and the underlying interview belongs to Aurelius Global Media Group PLC and may only be waived by authorized representatives of the AGMG Board of Directors. For purposes of this investigation, the authorized representatives with the power to direct privilege waiver decisions are:
•  Dame Cordelia Ashworth, Chair, People & Culture Committee, AGMG Board of Directors
•  Raymond Okoro, Chair, Audit & Risk Committee, AGMG Board of Directors
No waiver of privilege should be made or implied without the express written authorization of one or both of the foregoing individuals.
PRIVILEGED AND CONFIDENTIAL — ATTORNEY-CLIENT PRIVILEGE / ATTORNEY WORK PRODUCT — DO NOT DISTRIBUTE
Prepared by:
CALDERWOOD & HARKNESS LLP
By: ________
Name: Devon Archer
Title: Associate
Date: May 30, 2023
TO: | File — Investigation of Allegations Against Marcus Hale
FROM: | Devon Archer, Calderwood & Harkness LLP
DATE: | May 30, 2023
RE: | Privileged Interview Memorandum — Darren Whitfield, SVP of Physical Production, Aurelius Pacific Studios Inc.
C&H MATTER NO.: | 1017-00005
INTERVIEW DATE: | May 30, 2023
INTERVIEW LOCATION: | Calderwood & Harkness LLP, Los Angeles Office, 1999 Avenue of the Stars, Suite 2800, Los Angeles, CA 90067
INTERVIEWERS: | Devon Archer (Lead Associate, Calderwood & Harkness LLP)
ALSO PRESENT: | None (Whitfield did not bring personal counsel)
DURATION: | Approximately 2 hours 15 minutes (10:00 a.m. to 12:15 p.m. PDT)

MEMORANDUM

CALDERWOOD & HARKNESS LLP

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