SIRCLES MEDIA, INC., A DELAWARE CORPORATION vs STYLEOF, INC., A DELAWARE CORPORATION, et al.

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TENTATIVE RULING

***NOTICE: EFFECTIVE APRIL 13, 2026, THIS DEPARTMENT HAS MOVED TO THE TANI G. CANTIL-SAKAUYE COURTHOUSE LOCATED AT 500 G. ST. SACRAMENTO, CA. ALL MOTIONS NOTICED FOR DEPARTMENT 28 WILL BE HEARD IN DEPARTMENT 8C OF THE NEW COURTHOUSE. ALL PAPERS FOR THIS DEPARTMENT MUST BE FILED AT THIS NEW LOCATION AND WILL NOT BE ACCEPTED AT THE HALL OF JUSTICE. ALL HEARINGS WILL TAKE PLACE

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

25CV028760: SIRCLES MEDIA, INC., A DELAWARE CORPORATION vs STYLEOF, INC., A DELAWARE CORPORATION, et al. 07/08/2026 Hearing on Petition to Confirm, Correct, or Vacate Contractual Arbitration Award (Alternative Dispute Resolution) in Department 8C

AT THIS NEW LOCATION****

The notice of motion does not provide notice of the Court’s tentative ruling system, as required by Local Rule 1.06(D). Moving counsel is directed to contact opposing counsel forthwith to advise of Local Rule 1.06, the Court’s tentative ruling procedure, and the manner to request a hearing. If moving counsel is unable to contact opposing counsel prior to the hearing, moving counsel shall be available at the hearing, in person or remotely, in the event opposing counsel appears without following the procedures set forth in Local Rule 1.06(B).

Defendant StyleOf, Inc. (“StyleOf”) and Defendant in pro per Jon Shumate’s (“Shumate;” and together “Defendants”) petition to confirm arbitration award and Plaintiff Sircles Media, Inc.’s (“Plaintiff”) petition to vacate arbitration award is ruled upon as follows.[1]

Background

This dispute arises out of a contract for services between Plaintiff and Defendants. The parties agree on the foundational facts, and the Court quotes from its February 23, 2026 order compelling arbitration:

On or about August 1, 2024, StyleOf and Sircles entered into a written Business Collaboration Agreement (the “Agreement”). The Agreement contains a mandatory arbitration provision, which states in relevant part: “any disputes arising out of or in connection with this Agreement shall be resolved through binding arbitration under the rules of the American Arbitration Association, with arbitration to be held in the state of California.”

A dispute arose between StyleOf and Sircles regarding their business collaboration. In summary, Sircles is accusing Defendants of making misrepresentations regarding the amount StyleOf was paying engineering services provider Jerry Trosclair[] for his work for Sircles, and comments

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

25CV028760: SIRCLES MEDIA, INC., A DELAWARE CORPORATION vs STYLEOF, INC., A DELAWARE CORPORATION, et al. 07/08/2026 Hearing on Petition to Confirm, Correct, or Vacate Contractual Arbitration Award (Alternative Dispute Resolution) in Department 8C

allegedly made by Defendants regarding Trosclair[] and Sircles.

StyleOf filed a Demand for Arbitration on October 7, 2025, in reliance on the Agreement.

On December 2, 2025, Sircles filed the instant action, alleging causes of action for fraud, intentional interference with contractual relations, slander per se, and libel per se against StyleOf and its owner, Shumate.

The StyleOf v. Sircles arbitration, AAA case no. 01-25-0005-0419 (“Related Arbitration”), was initiated by StyleOf. Sircles objected to arbitrability and represented to the AAA on November 5, 2025 that it had already filed a civil lawsuit, seeking to halt the arbitration. No stay or suspension of the arbitration was granted.

In its February 23, 2026 Order this Court compelled Sircles and Shumate to arbitration and stayed this matter as to Shumate. Shumate had attempted to appear on behalf of and represent StyleOf in the hearing, but Shumate is not a licensed attorney. In California, a corporation may appear in court only through licensed representation. The Court therefore denied the motion as to StyleOf. The Court’s motion had no effect as to the Related Arbitration.

On February 13, 2026, Arbitrator Jo Levy (the “Arbitrator”) issued an Award of Arbitrator (“Award”) in the Related Arbitration:

1. [Sircles] shall pay to [StyleOf] the sum of SEVENTY-SIX THOUSAND DOLLARS ($76,000.00) for Claimant’s Breach of Contract Claim, plus SIX THOUSAND SEVEN HUNDRED AND NINETY-EIGHT DOLLARS ($6,798.00) for pre-judgment interest, for the sum total of EIGHTY-TWO THOUSAND SEVEN HUNDRED AND NINETY-EIGHT DOLLARS ($82,798.00). This amount reflects the payments due to StyleOf, Inc. under the Business Collaboration Agreement net of payments StyleOf would have made to Mr. Trosclair under the terms of his agreement with StyleOf, Inc.

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

25CV028760: SIRCLES MEDIA, INC., A DELAWARE CORPORATION vs STYLEOF, INC., A DELAWARE CORPORATION, et al. 07/08/2026 Hearing on Petition to Confirm, Correct, or Vacate Contractual Arbitration Award (Alternative Dispute Resolution) in Department 8C

2. [StyleOf’s] remaining claims are denied.

The administrative fees of the American Arbitration Association totaling $4,200.00 and the compensation of the arbitrator totaling $2,000.00 shall be borne by Respondent, Sircles Media Inc. Therefore, Respondent, Sircles Media, Inc. shall reimburse StyleOf, Inc. the sum of $5,200.00 representing that portion of said fees in excess of the apportioned costs previously incurred and paid by Claimant.

This Award is in full settlement of all claims and counterclaims submitted to this Arbitration. All claims not expressly granted herein are hereby, denied.

(Hinkle Decl., Exh. D.)

Defendants now move the Court to confirm the Award in the amount of $87,998 plus post-judgment interest. In response, Plaintiff moves the Court to vacate the Award on the basis that the Arbitrator excluded material evidence and acted in a way displaying bias and that the petition is procedurally improper.

Discussion

Legal Standard

'Any party to an arbitration in which an award has been made may petition the court to confirm ... the award.' (Code Civ. Proc., § 1285.) A petition under section 1285 must set forth: (1) the substance of or attach a copy of the agreement to arbitrate; (2) the names of the arbitrators; and (3) a copy of the award and the written opinion of the arbitrator, if any. (Id., § 1285.4.) 'If a petition or response under this chapter is duly served and filed, the court shall confirm the award as made unless in accordance with this chapter it corrects the award and confirms it as corrected, vacates the award or dismisses the proceeding.' (Id., § 1286.)

“A response to a petition may request the court to dismiss the petition or to confirm, correct or vacate the award.” (Code Civ. Proc., § 1285.2.) Code of Civil Procedure

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

25CV028760: SIRCLES MEDIA, INC., A DELAWARE CORPORATION vs STYLEOF, INC., A DELAWARE CORPORATION, et al. 07/08/2026 Hearing on Petition to Confirm, Correct, or Vacate Contractual Arbitration Award (Alternative Dispute Resolution) in Department 8C

section 1286.2 states that 'the court shall vacate the award if the court determines any of the following (3) The rights of the party were substantially prejudiced by misconduct of a neutral arbitrator. (5) The rights of the party were substantially prejudiced by the refusal of the arbitrators to hear evidence material to the controversy.” (Id., § 1286.2, subd. (a).)

Judicial review of arbitration awards is strictly limited. A court does not review the merits of the controversy, the validity of the arbitrator’s reasoning, or the sufficiency of evidence. (Moncharsh v. Heily & Blase (1992) 3 Cal.4th 1, 11.) The arbitrator’s decision cannot be reviewed for errors of fact or law because it is presumed that the parties consented to a risk of error in exchange for “a quick, inexpensive, and conclusive resolution to their dispute.” (Ibid.) Thus, the Legislature has limited review to “error that is so egregious as to constitute misconduct or so profound as to render the process unfair.” (Heimlich v. Shivji (2019) 7 Cal.5th 350, 368.) Code of Civil Procedure 1286.2 states the exclusive grounds for vacating an arbitration award. (Moncharsh v. Heily & Blase, supra, at p. 12.)

Arbitration carries a strong expectation of finality. (Moncharsh v. Heily & Blase, supra, 3 Cal.4th at p. 10.) Because “[t]he arbitrator’s decision should be the end, not the beginning, of the dispute,” a court must “indulge every intendment to give effect to such proceedings.” (Id. at pp. 9–10.)

Petition to Confirm Award

The Court has been presented with a copy of the agreement to arbitrate, the name of the Arbitrator, and a copy of the Award. (Hinkle Decl., Exhs. A, D.) This satisfies the requirements for a petition to confirm. (Code Civ. Proc., § 1285.4.)

The Court must confirm the award unless the Court determines there are grounds to vacate. (Id., § 1286.) Plaintiff bears the burden in challenging the arbitration award. (Heimlich v. Shivji, supra, 7 Cal.5th at p. 370.)

Petition to Vacate Award

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

25CV028760: SIRCLES MEDIA, INC., A DELAWARE CORPORATION vs STYLEOF, INC., A DELAWARE CORPORATION, et al. 07/08/2026 Hearing on Petition to Confirm, Correct, or Vacate Contractual Arbitration Award (Alternative Dispute Resolution) in Department 8C

1. Exclusion of Video Evidence

Plaintiff contends, pursuant to Section 1286.2, subdivision (a)(5) that it was substantially prejudiced when the Arbitrator refused to admit into evidence the full-length, unedited recording of a videoconference among Jon Shumate, Jerry Trosclair, and Omer Karisman. Shumate submitted into the arbitration proceedings an eleven-minute version of the recording that omits discussion of Trosclair’s compensation, which Plaintiff declares to be “the central issue in the dispute.” (Hinkle Decl., ¶ 7.) Plaintiff, Defendants, and the Arbitrator discussed in writing and in person how to handle the edited and unedited video. (Id., ¶¶ 13, 14.)

The Arbitrator struck the edited recording and also refused to admit the full-length recording, stating “I think it’s a bit speculative to assume there’s something in the video that would help.” (Id., ¶ 14.) Plaintiff argues that if the full-length recording had been admitted, the Arbitrator or another reasonable arbitrator may well have reached a different result. (Pet. to Vacate, at pp. 6:4–7:5.)

“In the typical arbitration, an arbitrator must make numerous decisions about admission of evidence and in doing so may exclude material evidence. No doubt there will often be aggrieved parties who believe they have been ‘substantially prejudiced.’” (Hall v. Super Ct. (1993) 18 Cal.App.4th 427, 438.) “[S]ection 1286.2, subdivision (a)(5) does not contemplate vacation of an award merely because arbitrators refuse to consider evidence they find legally irrelevant, even if the irrelevance determination rests upon an incorrect legal foundation.” (Heimlich v. Shivji, supra, 7 Cal.5th at p. 369.) Instead, the statute protects only against the “arbitrary refusal to hear one side’s case.” (Id. at p. 370.)

Here, it cannot be said the Arbitrator’s decision was an arbitrary refusal. As Plaintiff declares, the parties submitted written argument about the video evidence. The Arbitrator and the parties discussed admitting the full video and an edited excerpt. The Arbitrator ultimately determined that the video was not likely to help resolve the issues. This is a reasoned outcome, not arbitrary refusal.

A court can intercede only when the exclusion of evidence prevents a party from fairly presenting its case. (Schlessinger v. Rosenfeld, Meyer & Sussman (1995) 40 Cal.App.4th 1096, 1110.) The evidentiary hearing on February 4 lasted over six hours

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

25CV028760: SIRCLES MEDIA, INC., A DELAWARE CORPORATION vs STYLEOF, INC., A DELAWARE CORPORATION, et al. 07/08/2026 Hearing on Petition to Confirm, Correct, or Vacate Contractual Arbitration Award (Alternative Dispute Resolution) in Department 8C

and the participants in the recorded conversation were present, testified and subject to cross-examination. (Shumate Decl., ¶ 12.) Even if the Arbitrator’s exclusion of the video evidence had been legal error, Plaintiff had a fair opportunity to present its case.

Furthermore, Plaintiff’s contention of substantial prejudice is speculative. “To find substantial prejudice the court must accept, for purposes of analysis, the arbitrator's legal theory and conclude that the arbitrator might well have made a different award had the evidence been allowed.” (Hall v. Super. Ct., supra, 18 Cal.App.4th at p. 439.) Plaintiff contends that the Arbitrator’s award does not reveal the arbitrator’s legal theory. But the Court finds the award clear. By awarding damages to StyleOf, the Arbitrator necessarily found that Plaintiff’s defenses failed, including any defense of good-faith breach.

And by awarding damages “net of payments StyleOf would have made to Trosclair,” the Arbitrator recognized certain claims related to Trosclair’s compensation. Trosclair’s compensation appears to be central to Plaintiff’s defense. (See Hinkle Decl, ¶¶ 2–4.) So, even if the unedited recording “went to the heart of [Plaintiff’s] good-faith defense” (Pet. to Vacate, at pp. 6:27–7:1), the Arbitrator was not likely to come to a different result. A court must “indulge every intendment to give effect to [arbitration] proceedings.” (Moncharsh v.

Heily & Blase, supra, 3 Cal.4th at p. 9.)

Plaintiff’s citation to the California Rules of Evidence is not relevant. An arbitrator is not bound by California statutory law but instead may “base their decision upon broad principles of justice and equity.”[2] (Moncharsh v. Heily & Blase, supra, 3 Cal.4th at p. 10.)

The Court does not find grounds to vacate the award in exclusion of the video evidence.

2. The Arbitrator’s Misconduct

Plaintiff next argues that the award must be vacated because of the arbitrator’s misconduct, citing Section 1286.2, subdivision (a)(3). Plaintiff submits three instances from the February 4, 2026 hearing that they argue show the Arbitrator’s preconception of an outcome: (1) the Arbitrator stated “I think it’s a bit speculative to assume there’s something in the video that would help” without viewing the video evidence; (2) the Arbitrator stated “If you want to do your opening statement now, you know what? Just go ahead. Let’s just do that. I can see that’s important to you. To me, it doesn’t make a

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

25CV028760: SIRCLES MEDIA, INC., A DELAWARE CORPORATION vs STYLEOF, INC., A DELAWARE CORPORATION, et al. 07/08/2026 Hearing on Petition to Confirm, Correct, or Vacate Contractual Arbitration Award (Alternative Dispute Resolution) in Department 8C

large difference;” and (3) the Arbitrator interrupted Plaintiff’s questioning as “argumentative” but allowed Defendant to ask leading questions. (Pet. to Vacate, at pp. 8–10.) Plaintiff argues that, collectively, these events show the Arbitrator did not have an open mind to the extent that Plaintiff was deprived of a fair hearing.

“Misconduct” as used in Section 1286.2, subdivision (a)(3) means actions that create a reasonable impression of possible bias. (FCM Investments, LLC v. Grove Pham, LLC (2023) 96 Cal.App.5th 545, 553.) That is, “that one could reasonably form a belief that an arbitrator was biased for or against a party for a particular reason.” (Haworth v. Super. Ct. (2010) 50 Cal.4th 372, 389.) The test is an objective one, looking at all the circumstances from the perspective of a well-informed and thoughtful reasonable observer, not from the perspective of a party to the action. (Id. at pp. 386, 389.)

Here, Plaintiff does not contend the Arbitrator is biased against it for any particular reason. This is in sharp contrast with the primary caselaw on arbitrator bias. (See Haworth v. Super. Ct., supra, 50 Cal.4th 372 [gender]; FCM Investments, LLC v. Grove Pham, LLC, supra, 96 Cal.App.5th 545 [ethnicity/language]; Betz v. Pankow (1995) 31 Cal.App.4th 1503 [business relationship].) The Court does not find that Plaintiff’s failure to allege a “particular reason” for bias is dispositive, but the Court does view this as part of the relevant circumstances.

The Court has already found the Arbitrator’s determination about the video evidence to be within the Arbitrator’s reasonable discretion. After reviewing the portions of a recording of the hearing brought to the Court’s attention (Hinkle Decl., ¶¶ 13–17, Exh. C), the Court finds the other events Plaintiff raises to be, from an objective perspective, ordinary exercises of the Arbitrator’s management of an evidentiary hearing. Evidentiary rulings and case management decisions are within an arbitrator’s discretion. (See Moncharsh v. Heily & Blase, supra, 3 Cal.4th at pp. 10–11; Hall v. Super. Ct., supra, 18 Cal.App.4th at p. 438.) Even if some of the Arbitrator’s decisions were in error, the Court cannot review those errors.

The Court does not find the three statements or events to show conduct “so egregious as to constitute misconduct or so profound as to render the process unfair.”

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

25CV028760: SIRCLES MEDIA, INC., A DELAWARE CORPORATION vs STYLEOF, INC., A DELAWARE CORPORATION, et al. 07/08/2026 Hearing on Petition to Confirm, Correct, or Vacate Contractual Arbitration Award (Alternative Dispute Resolution) in Department 8C

3. Procedural Issues

Plaintiff argues that procedural deficiencies prevent the Court from confirming the arbitration award. (Pet. to Vacate, at pp. 10–11.) Shumate’s petition to compel arbitration had the purpose of staying Plaintiff’s civil suit, which was filed after the parties had already begun arbitrating the dispute. The Court’s February 23 order did not require Shumate to begin a separate arbitration proceeding.

Plaintiff’s argument of prejudice, to the extent there is one, is entirely conclusory. Plaintiff knows who the parties are, the contents of the arbitration contract, and the outcome of the arbitration. Plaintiff had full notice of this hearing and responded with argument and evidence. There is no meet and confer requirement before a party may petition to confirm an arbitration award. If there are any procedural errors or factual misstatements, the Court finds them to be harmless. (Code Civ. Proc., § 475.)

4. Request for Continuance

Finally, Plaintiff requests a continuance to allow it to review discovery responses, including the full video recording. (Pet. to Vacate, at pp. 11–12.) The Court does not believe the video recording is relevant to this motion. Plaintiff’s request risks defeating the purpose of arbitration. “Instead of saving time and money, the arbitration will be supplemented by lengthy and costly judicial second-guessing of the arbitrator.” (Hall v. Super. Ct., supra, 18 Cal.App.4th at p. 438.) “The arbitrator’s decision should be the end, not the beginning, of the dispute.” (Moncharsh v. Heily & Blase, supra, 3 Cal.4th at p. 10.)

Disposition

Defendants’ petition to confirm the arbitration award is GRANTED. Pursuant to California Rules of Court, rule 3.1312, Defendants shall submit a proposed order confirming the award and a proposed judgment for the Court’s consideration.

Plaintiff’s petition to vacate is DENIED. Plaintiff’s request to continue the hearing is DENIED.

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

25CV028760: SIRCLES MEDIA, INC., A DELAWARE CORPORATION vs STYLEOF, INC., A DELAWARE CORPORATION, et al. 07/08/2026 Hearing on Petition to Confirm, Correct, or Vacate Contractual Arbitration Award (Alternative Dispute Resolution) in Department 8C

This minute order is effective immediately.

[1] Plaintiff’s petition to vacate was filed as a separate motion. It is more properly a

“response” to Defendants’ motion to confirm. (Code Civ. Proc., § 1285.2.) The Court rules on both petitions in this order. [2] Neither party has submitted the evidentiary rules applicable to the chosen arbitration

forum.