Opinions

How Much Did the WWE Board of Directors Know About Vince McMahon’s Alleged Misconduct?

J.P. Tokusen

 

We’re going to ask a lot of questions in this piece. Questions that deserve answers. But mainly:

-Who knew what, if anything, about McMahon’s alleged behavior in regards to the lawsuit, or behavior not conducive to WWE’s Code of Conduct?
-Should WWE be held liable for negligence, even on a small level? (in the court of public opinion, as the courts will decide the legal part of that)
– The most important reason why we need answers is simple: The victim in all of this: Janel Grant, and justice for her trauma at the alleged hands of a monster.

My personal opinion before getting into the details: It’s hard for me to fathom that given McMahon’s reputation, including NDAs that go all the way back to 2006, that no current or former WWE executives had an inkling of an idea of what was going on during the years relating to this hellacious lawsuit.

Ann Callis, attorney for Janel Grant, is a former federal judge. It’s hard-pressed for me to believe that the lawsuit complaint is fabricated in any manner. The victim risked breaking an NDA to bring forth this lawsuit of sex trafficking, battery, and rape. While this alone isn’t proof of guilt, and more information needs to come out in discovery, I trust the complaint to be somewhat factual on the forefront (in my opinion).

This isn’t an accusation. However, it is a logical observation based on common sense.

Logically, it’s a hell of a gamble to do this if the complaint is full of lies. Since most are treating the complaint with a levels of likely truth regarding McMahon and Laurinaitis, we must also treat other findings in the complaint with the same level of gravitas.

Most notably:

Knowledge on the part of WWE is further illustrated by the fact that Ms. Grant’s presence became more visible over time, including during Executive Committee meetings, which were attended by individuals who had either direct knowledge of McMahon’s sexual exploitation of Ms. Grant or were otherwise suspicious. – Line 247 of the lawsuit complaint

This alleged deplorable behavior quite possibly occurred right under the nose of the WWE Board of Directors. These people are responsible for keeping their employees from emotional and physical harm at the workplace in safe environment. This is why Count V of the suit is against WWE for negligence.

Negligence isn’t the only claim, however. WWE is included in many counts, including violation of the Trafficking Victims Protection Act (TVPA), battery, and emotional distress.

So with that, the important questions we must ask ourselves as not only wrestling fans, but empathetic human beings: Who knew what? Who are the Corporate Officers in the complaint? Most importantly; is it logical for this alleged abhorrent behavior to have continued for decades to the complete ignorance of executives of a billion dollar company?

If you are to believe that people who have worked under Vince for a long time allegedly witnessed Janel Grant, an entry-level paralegal, at executive board meetings and thought to themselves “Well, I guess Vince is gonna Vince!” *insert Disney Goofy laugh*, then I’ve got a bridge to sell you.

Again, this isn’t saying that members of the board knew every terrible detail. In fact, there’s a good chance many didn’t have any clue of the extent of debauchery outlined in the complaint. But I have to believe they knew more than what the public knows. That Stephanie McMahon (and later Kevin Dunn) stepped down for a reason.

That the “WWE culture” that Paul Levesque has talked up so many times was hiding something dark. Why was McMahon let back on the board in 2023? Did he violate the company’s Code of Conduct? Could they have terminated him with cause?

We’re going to ask these questions and more — but first, some history.

 

McMahon’s History of Misconduct

This video hits differently today, does it not?

The Mr. McMahon character has always been a pile of crap on screen. In fact, it’s widely known that his character wasn’t a far stretch from who he was in real life. There’s no reason to go into that right now, but as far as what we know of his sexual misconduct allegations:

-Rita Chatteron (1992) | Claims made against McMahon: Rape. Former wrestler Leonard Inzitari corroborated the story. A financial settlement was agreed to in 2022.

-In 2006 and 2011, McMahon was accused of sexual assault in two separate tanning bars. A financial settlement was agreed to in 2022.

-In October of 2022, the WWE disclosed $19.6 Million in unrecorded payments used to settle multiple sexual misconduct claims between 2006 and 2022.

-This includes an investigation of money paid via NDA over an alleged affair in April 2022. This was Janel Grant.

-In 2022 Paul London describes former WWE talent Ashley Massaro’s struggle with alleged unwanted advances from McMahon. She also claimed she was raped in 2006 in a WWE tour of Kuwait to which she claimed she was told to keep quiet by McMahon and other officials. Sadly, Massaro would take her own life in 2019.

-In January 2024, Vince McMahon and John Laurinaitis were named in a lawsuit for sex trafficking, rape, and battery stemming from Grant’s time with WWE. WWE has been named in the lawsuit for negligence, among other charges.

So about that investigation…

 

2022 Sexual Misconduct Investigation

Wrestlenomics

Let’s run down a series of events for this as well: 

On June 15, 2022, a special investigation was launched into the alleged misconduct of Vince McMahon and John Laurinaitis. This was done by a Special Committee of eight independent members of the Board of Directors. These were not WWE executives.

In July of 2022, Stephane McMahon was appointed as Chairwoman and co-CEO while the investigation continued. It would wrap up by November and WWE would restate past SEC security filings.

In January of 2023, Vince McMahon would return to the board after reinstating himself as majority shareholder.

On Jan. 6, 2023,  JoEllen Lyons Dillon, Jeffrey R. Speed, and Alan M. Wexler were removed from the board. Two of whom were a part of the initial special investigation in 2022. On Jan. 10, 2023, McMahon was unanimously elected as Executive Chair of the Board.

On January 10th, 2023, Vince McMahon was elected unanimously as Executive Chairman.

On the same day, Stephane McMahon stepped down from her role as Chairwoman and co-CEO.

Recap:

The same board of directors which sanctioned the investigation, which include Paul Levesque and Nick Khan, unanimously elected McMahon as Chairman. In essence, they knew McMahon to be a liability, and a possible danger to the workplace. Yet they allowed him back in.

Why?

It’s the question we should all be asking. But before we dig in even more, we need to address why it’s 2023, and McMahon is on the board again.

–

McMahon’s Stranglehold on Media Rights

WWE

The WWE Board didn’t really want McMahon back. This much can be seen through emails sent from the board to McMahon himself. The board informed Vince that his return to the board would be a liability. However, since Vince had majority shareholder vote, he was legally able to reinstate himself without majority approval.

McMahon’s response to the board’s hesitation was to essentially deny any future media rights deals without his involvement as majority shareholder.

As Wrestlenomics Brandon Thurston laid out in regards to emails between Vince and the board:

Vince basically forced his way back dangling the threat of media rights negotiatons over the board’s head.

Furthermore, the announcement of the intention to sell WWE increased stock value, and in this case, it increased 17% almost immediately. So did the board allow McMahon back on the board for mere profit and the likely security of a huge payday in a sale of WWE?

You be the judge of that. But another question — did they need McMahon to sell? Couldn’t they have removed McMahon no matter what?

It’s complicated, but it seemed possible.

 

Couldn’t They Remove McMahon Anyway?

WWE

According to a 2010 SEC Filing, removal of any employee, executive or not, is possible.

On November 12, 2010, the Company entered into an Amended and Restated Employment Agreement with Vincent K. McMahon, its Chairman and Chief Executive Officer.

Line 5.2 in regard to termination: 

5.2. Termination by the Company. The Company may terminate the Executive’s employment under this Agreement at any time with or without Cause (as defined below). For purposes of this Agreement, the Company shall have “Cause” to terminate the Executive’s employment under this Agreement by reason of any of the following which is materially and demonstrably injurious to the interest, property, operations, business or reputation of the Company or its affiliates:

(a) the Executive’s theft or embezzlement, or attempted theft or embezzlement, of money or property of the Company or its affiliates; (

b) the Executive’s intentional perpetration or attempted perpetration of fraud, or participation in a fraud or attempted fraud, on the Company or its affiliates;

(c) the Executive’s willful and intentional material misconduct in performance of his duties or gross negligence of his duties (other than due to the Executive’s Disability), including an intentional failure to follow any applicable Company policies or directives;

(d) the Executive’s conviction of or plea of guilty or nolo contendere to a misdemeanor involving moral turpitude or any felony; or (e) the Executive’s willful and intentional material breach of this Agreement, including the restrictive covenants set forth in Section 8.

Pay special attention to item C.

I have not personally come across any other SEC filings that would have reversed this language under a new signed employment agreement with Vince McMahon.

Even in the latest SEC filing in 2023:

“Irrespective of the intended Term, including any renewal, McMahon’s employment shall, at all times, be on an at-will basis, so that either WWE or McMahon may terminate his employment”

This language is similar to many of McMahon’s employment agreements throughout the years. Meaning throughout his time, it might have been possible that the board could have seen fit to terminate him for violation of company policy.

Would that have affected his shares in WWE and would they have had to hand over a huge payout to Vince? It’s very possible.

But it begs the question: did he violate WWE’s Code of Conduct?

 

WWE’s Code of Conduct

WWE

According to WWE’s Code of Conduct as of January 2022:

“Harassment creates working conditions that are wholly inconsistent with WWE’s commitment to its personnel.”

Examples of prohibited conduct include, without limitation:

-Interfering with a person’s ability to perform his/her job, or creating an offensive work environment through insulting or degrading remarks, gestures, propositions, jokes, tricks, displays of sexually suggestive or other offensive symbols, objects or pictures or similar conduct related to a legally protected basis, including sex, race or sexual orientation.

-Inappropriate physical touching.

-The grant or offer of an employment quid pro quo for personal intimacy.

-Any threat of, or actual, retaliation against any person for reporting or filing claims of unlawful harassment.

In short, if the lawsuit is correct, then McMahon has been breaking this code of conduct for quite some time. And as we’ve seen, it doesn’t stop with McMahon, as John Laurnaitis was named in the lawsuit, and Brock Lesnar is alleged to have some level of involvement as well, even on a minimal scale.

So after all is said and done, McMahon was in possible violation of WWE’s own Code of Conduct. And if for some reason McMahon was never beholden to those policies, then that speaks to a bigger culture within WWE that was allowed without question by WWE executives.

And if he was beholden to these policies, why did no executive ever think to consider termination of Vince? Did the board truly not know, or even think to ask questions? Did they even think to ask Ms. Grant, who was allegedly never interviewed during the 2022 investigation?

Questions aside, it was 2023, and Vince was back in charge.

 

The Vote Was Unanimous

WWE

But the vote to reinstate him as Executive Chairman was unanimous.

Why? These are questions worth asking.

Was Stephanie, Nick, and Paul’s unanimous votes somehow a protest vote? Or perhaps, they saw WWE’s stock skyrocket, and realized that securing lucrative media rights deals with the devil incarnate is more important than removing the most destructive force within their own company.

Were they completely oblivious? Did Stephanie McMahon step down “just because”? Or did she know something? Was WWE HQ a perfectly happy place where nothing bad ever happened except for the actions of just two people at the top, which nobody else had any idea at all?

Kind of naive to believe that, right? The internal investigation to McMahon’s sexual misconduct in 2022 should tell you that his behavior was largely known to those at the top. Even if the WWE board may not have been privy to the horrific details, they knew of sexual misconduct leading to said NDAs in the first place.

Meaning that this behavior potentially went unchecked for years. And what does that say about the board if such behavior really did go unchecked?

Hell, Ari Emanuel’s daughter, Ashlee Emanuel, is a WWE Executive Assistant as of February 2022. Does he want his daughter to continue in this kind of environment?

Which leads to more questions — who are the four corporate officers that allegedly (according to the complaint) allowed this depravity to continue on for years?

We should be asking these questions instead of assuming that all is well simply because McMahon stepped down.

 

The Four Corporate Officers

WWE

 

“She [Janel Grant] was with WWE from 2019-2022, and the executive members of the board of directors at that time were only Vince, who was explicitly named throughout, so it’s not Vince; but also, Nick Khan, Paul Levesque, Stephanie McMahon, and Frank Riddick…” – Brandon Thurston via POST Wrestling, January 26th, 2024

I won’t say who I think these corporate officers are. However, I will list the descriptions from the complaint and let readers educated guess as they would if they read the full complaint themselves.  These are separate snippets from the complaint regarding the officers. These descriptions are in italics.

 

Corporate Officer No. 1

At all times relevant, “WWE Corporate Officer No. 1” was a high-ranking employee and Board member at WWE during Ms. Grant’s employment with WWE. WWE Corporate Officer No. 1 continued to work in high-ranking positions in connection with the September 12, 2023, merger. This individual is referred to herein as “WWE Corporate Officer No. 1.”

“For instance, in or around March 2021, Ms. Grant introduced herself to WWE Corporate Officer No. 1 when they passed one another in the hallway. WWE Corporate Officer No. 1 responded by telling Ms. Grant that WWE Corporate Officer No. 1 knew exactly who she was.”

“WWE Corporate Officer No. 1 maintained an office suite on the executive 4th floor of WWE’s company headquarters at 1241 East Main Street.”

“Following Ms. Grant’s messages to McMahon on March 9, 2021, McMahon summoned Ms. Grant to his condo that evening for a conversation during which McMahon confirmed that WWE Corporate Officer No. 1, indeed, knew exactly who she was, as McMahon had met privately with WWE Corporate Officer No. 1 and WWE Corporate Officer No. 2 and advised these individuals of McMahon’s connection to Ms. Grant.”

 

Corporate Officer No. 2

“At all times relevant, “WWE Corporate Officer No. 2” was a high-ranking employee at WWE who made hiring decisions, conducted prospective employee interviews, and maintained significant control over personnel decisions. WWE Corporate Officer No. 2 worked in these capacities during Ms. Grant’s employment with WWE”

“On April 1, 2019, Ms. Grant met with WWE Corporate Officer No. 2 at WWE Headquarters for a short time. WWE Corporate Officer No. 2 hardly asked any questions, saying that WWE Corporate Officer No. 2 was figuring out where Ms. Grant would be placed and then promised to be in touch again after WrestleMania.”

“On February 3, 2020, McMahon sent a message to Ms. Grant advising he had been informed by WWE Corporate Officer No. 2 that there were a lot of rumors circulating about McMahon and Ms. Grant.”

 

Corporate Officer No. 3

At all times relevant, “WWE Corporate Officer No. 3” was a high-ranking employee and/or Board member during Ms. Grant’s employment with WWE. This individual is referred to herein as “WWE Corporate Officer No. 3.”

“Additionally, WWE Corporate Officer No. 3, another high-ranking WWE official and member of the WWE Board of Directors at the time of Ms. Grant’s employment with WWE, motioned for Ms. Grant to sit in a chair near WWE Corporate Officer No. 3 at the Boardroom Table during one of the meetings. Upon information and belief, WWE Corporate Officer No. 3 knew of other instances of McMahon engaging in inappropriate sexual conduct.”

 

Corporate Officer No. 4

“WWE Corporate Officer No. 4 was a high-ranking legal department employee at WWE until around November 2020. Upon information and belief, WWE Corporate Officer No. 4 was terminated or asked to resign from WWE Corporate Officer No. 4’s post at WWE. McMahon expressed to Ms. Grant that WWE Corporate Officer No. 4, while still employed at WWE, knew or highly suspected that a sexual relationship existed between McMahon and Ms. Grant. Upon information and belief, WWE Corporate Officer No. 4 articulated WWE Corporate Officer No. 4’s knowledge and/or suspicion to at least one other executive.”

“Upon further information and belief, other employees were forced to resign or were let go if they knew of McMahon’s exploits and failed to assist, support and/or facilitate them, such as former WWE employee, WWE Corporate Officer No. 4.”

 

What Did They Know?

WWE

I’ll make this easy.

If the current Board of Directors had any knowledge of McMahon’s misconduct during 2019-April 2022, which likely broke WWE Code of Conduct, especially if they knew of McMahon’s alleged illegal behavior — and failed to act in any manner — they all need to be removed immediately.

We need to keep asking questions until the above can be fully answered one way or the other.

Even if a non-executive in Ms. Grant, who was essentially an entry-level paralegal in WWE, attended board meetings on a regular basis — is that not a red flag to the board itself?

Did Stephanie McMahon and Kevin Dunn leave WWE in 2023 simply because they no longer had any interest in the wrestling business anymore? I think we need to be honest, regardless of fandom, with the bigger questions here.

Was the WWE Board completely oblivious? Did they ignore a code of conduct that could have prevented Vince from continuing on the board? If they had some level of knowledge of Grant’s exploitation as outlined in the lawsuit, did any top WWE executives even attempt to stop Vince, or even ask a few questions during 2019-2022?

If you’re an honest wrestling fan, you’re going to want to have these answers — and I hope this case goes beyond settlement and into a discovery phase so that we can find out more.

All the matters in the end is the truth.

-TKW
tokusenwrestling@yahoo.com