EagleBurgmann Industries LP v. Bernstein et al

IN THE UNITED STATES DISTRICT COURT
FOR THE SOUTHERN DISTRICT OF TEXAS
HOUSTON DIVISION
EagleBurgmann Industries LP,
Plaintiff,
v.
Michael 	Bernstein 	and 	Precision
Services Industrial Group, LLC,
Defendants.
§
§
§
§
§
§
§
§
§
§
§
Civil Action No. 4:25-cv-04967
MEMORANDUM AND ORDER1
In 	this 	dispute 	over 	alleged 	violations 	of 	restrictive 	covenants,
Defendants Michael Bernstein and Precision Services Industrial Group, LLC
(“PSIG”) moved to dismiss Plaintiff EagleBurgmann Industries LP’s complaint
under Fed. R. Civ. P. 12(b)(6). 	Dkt. 27. 	After carefully reviewing the motion,
EagleBurgmann’s response, Dkt. 33, Defendants’ reply, Dkt. 34, the record,
and the applicable law, the Court denies the motion to dismiss.
Background
The following facts are taken as true at this stage. EagleBurgmann is a
global 	provider 	of 	industrial 	sealing 	technology 	across 	a 	wide 	range 	of
industries. 	Dkt. 1 at 4. 	It employed Bernstein as a territory manager from
1 The parties consented to the undersigned judge. See Dkts. 23, 25.
United States District Court
Southern District of Texas
ENTERED
May 29, 2026
Nathan Ochsner, Clerk
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 1 of 23

2
December 2017 to July 2025. 	Id. at 6, 14. 	In that role, Bernstein served as a
senior salesperson “chiefly responsible for selling EagleBurgmann’s products
and services ….” 	Id. at 7. 	In 2024, he managed sales and operations
throughout the United States except the Southeast region. 	Id. 	In 2025, his
territory included the Northwest and Midwest regions. Id.
Bernstein 	was 	one 	of 	a 	limited 	number 	of 	employees 	to 	whom
EagleBurgmann gave access to certain confidential, proprietary, and trade
secret information for growing the company’s business and customer goodwill.
Id. EagleBurgmann took measures to safeguard that information. 	Id. at 9.
One measure was to execute a Confidentiality, Non-Disclosure, Restrictive
Covenant, and IP Ownership Agreement (the “Agreement”) with Bernstein in
February 2023. 	Id. (citing Dkt. 1-2). 	The Agreement included one-year non-
competition 	and 	non-solicitation 	covenants. 	See 	Dkt. 	1-2 	at 	4-5. 	As
consideration, the Agreement promised Bernstein a “salary increase,” “the
continued 	disclosure 	of 	confidential 	and/or 	proprietary 	information,” 	and
continued employment with compensation and benefits. Id. at 2.
Bernstein left EagleBurgmann on July 18, 2025. Dkt. 1 at 14. Ten days
later, Bernstein’s counsel informed EagleBurgmann that he was considering a
position at PSIG, a direct competitor. 	Id. at 14-15. 	EagleBurgmann warned
Bernstein’s counsel that the Agreement, including its non-compete provision,
remained 	enforceable. 	Id. 	at 	14. 	On 	July 	31, 	2025, 	counsel 	told
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 2 of 23

3
EagleBurgmann that Bernstein was offered a role at PSIG. 	Dkt. 12-4 at 3.
Despite EagleBurgmann’s warning that it would not exempt Bernstein from
the Agreement’s restrictions, see id., Bernstein took the job at PSIG.
After 	Bernstein 	joined 	PSIG, 	EagleBurgmann 	uncovered 	several
instances when Bernstein allegedly violated his obligations not to compete or
solicit EagleBurgmann’s customers. 	Dkt. 1 at 14. 	EagleBurgmann notified
PSIG of Berstein’s obligations under the Agreement and sent a cease-and-
desist letter. Id. at 15.
Bernstein’s 	departure 	from 	EagleBurgmann 	also 	prompted 	it 	to
investigate his emails. Through that process, EagleBurgmann discovered that,
before leaving the company, Bernstein had sent hundreds of emails—including
messages containing confidential, proprietary, and trade secret information—
from his EagleBurgmann account to his personal Gmail. Id. at 15. During the
few months before his departure, Bernstein also deleted over 1,000 emails from
his company inbox, more than 100 of which he undertook to permanently
remove by further deleting them from his “deleted items” folder. Id.
At 	the 	core 	of 	EagleBurgmann’s 	pleadings 	is 	the 	allegation 	that
Defendants are working together to utilize its confidential, proprietary, and
trade secret information to solicit EagleBurgmann’s customers. 	Id. at 16.
Several times, Defendants successfully solicited EagleBurgmann’s customers.
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 3 of 23

4
Id. 	And they allegedly did so by utilizing Eagleburgmann’s proprietary
information that included its sales and pricing information. Id.
On October 17, 2025 EagleBurgmann brought breach of contract, trade
secret misappropriation, and tortious inference claims against Defendants.
Dkt. 	1 	(complaint). 	Defendants 	moved 	to 	dismiss 	all 	claims. 	Dkt. 	27.
EagleBurgmann responded, Dkt. 33, and Defendants replied, Dkt. 34. 	The
motion is ripe for resolution.
Legal Standard
Dismissal under Rule 12(b)(6) is warranted if a party fails “to state a
claim upon which relief can be granted.” Fed. R. Civ. P. 12(b)(6). To survive a
Rule 12(b)(6) motion to dismiss, a plaintiff must plead “enough facts to state a
claim to relief that is plausible on its face.” 	Bell Atl. Corp. v. Twombly, 550
U.S. 544, 570 (2007). “A claim has facial plausibility when the plaintiff pleads
factual content that allows the court to draw the reasonable inference that the
defendant is liable for the misconduct alleged.” Ashcroft v. Iqbal, 556 U.S. 662,
678 (2009) (citing Twombly, 550 U.S. at 556).
“Threadbare recitals of the elements of a cause of action, supported by
mere conclusory statements, do not suffice.” 	Iqbal, 556 U.S. at 678. 	Rather,
“[t]he complaint (1) on its face (2) must contain enough factual matter (taken
as true) (3) to raise a reasonable hope or expectation (4) that discovery will
reveal relevant evidence of each element of a claim.” 	See Lormand v. U.S.
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 4 of 23

5
Unwired, Inc., 565 F.3d 228, 257 (5th Cir. 2009) (analyzing Twombly, 550 U.S.
at 555-56). When resolving a Rule 12(b)(6) motion, the court “accept[s] all well-
pleaded facts as true and view[s] those facts in the light most favorable to the
plaintiffs.” 	Gonzalez v. Kay, 577 F.3d 600, 603 (5th Cir. 2009) (quotation
omitted).
Analysis
EagleBurgmann sued Defendants for breach of contract, trade secret
misappropriation, and tortious interference with a contract and business
relationships. Dkt. 1 at 17-23. Defendants moved to dismiss all claims under
Fed. R. Civ. P. 12(b)(6), asserting that none are sufficiently pleaded. 	Dkt. 27.
But their position presupposes that more specifics are necessary than the
pleading standard demands. 	Because EagleBurgmann has stated a plausible
basis for relief on their claims, the motion to dismiss is denied.
I. 	The breach-of-contract claims are adequately pleaded.
EagleBurgmann’s breach of contract claims against Bernstein hinge on
all 	three 	restrictive 	covenants 	in 	the 	Agreement—the 	non-compete, 	non-
solicitation, and non-disclosure provisions. Dkt. 1 at 17-21. Under Texas law,
a breach-of-contract claim requires “(1) the existence of a valid contract;
(2) performance or tendered performance by the plaintiff; (3) breach of the
contract by the defendant; and (4) damages to the plaintiff as a result of the
defendant’s breach.” 	Williams v. Wells Fargo Bank, N.A., 884 F.3d 239, 244
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 5 of 23

6
(5th Cir. 2018) (per curiam) (quoting Caprock Inv. Corp. v. Montgomery,
321 S.W.3d 91, 99 (Tex. App.—Eastland 2010, pet. denied)).
Bernstein’s motion to dismiss targets the first and third elements. With
respect to contract validity, Bernstein contends that the covenants underlying
EagleBurgmann’s 	claims 	are 	unenforceable 	due 	to 	lack 	of 	adequate
consideration or overbreadth. 	Dkt. 27 at 10-18. 	For the breach element,
Berstein asserts there is no plausible allegation that he violated the covenants.
See id. at 18-19. 	But as explained below, those contentions do not provide a
basis for dismissal.
A. 	The pleadings adequately gave notice as to consideration.
Bernstein argues that the Agreement is unenforceable because it lacked
valid consideration. 	See id. at 10-13. 	He contends that EagleBurgmann
provided 	only 	illusory 	promises 	and 	past 	consideration. 	See 	id. 	at 	12.
EagleBurgmann responds that the Agreement was supported by consideration,
including 	that 	Bernstein 	“received, 	inter 	alia, 	specialized 	training,
EagleBurgmann’s goodwill, and confidential, proprietary, and trade secret
information.” See Dkt. 33 at 10.
In Texas, “a covenant not to compete is enforceable if it is ancillary to or
part of an otherwise enforceable agreement at the time the agreement is made
to the extent that it contains limitations as to time, geographical area, and
scope of activity to be restrained that are reasonable and do not impose a
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 6 of 23

7
greater restraint than is necessary to protect the goodwill or other business
interest of the promisee.” Tex. Bus. & Com. Code § 15.50(a). Non-solicitation
covenants must also “meet the criteria of section 15.50 of the Texas Business
and Commerce Code to be enforceable.” 	Rimkus Consulting Grp., Inc. v.
Cammarata, 255 F.R.D. 417, 438-39 (S.D. Tex. 2008) (citing Shoreline Gas, Inc.
v. McGaughey, 2008 WL 1747624, at *10 (Tex. App.—Corpus Christi April 17,
2008, no pet.) (“[N]on-solicitation agreements are subject to the same analysis
as covenants not to compete.”)).
Non-compete 	and 	non-solicitation 	covenants 	are 	ancillary 	to 	an
otherwise enforceable agreement if the employer provides consideration “that
is reasonably related to an interest worthy of protection, such as trade secrets,
confidential information or goodwill ....” 	Marsh USA Inc. v. Cook, 354 S.W.3d
764, 775 (Tex. 2011). 	The employee need not “receive consideration for the
noncompete ... prior to the time the employer’s interest in protecting” its
interests arises. Id. at 778.
As 	consideration, 	the 	Agreement 	promised 	a 	salary 	increase, 	“the
continued 	disclosure 	of 	the 	Company’s 	confidential 	and/or 	proprietary
information to Employee,” and continued employment with compensation and
benefits. 	See Dkt. 1-2 at 2 (Agreement attached to pleadings). 	Because
Bernstein 	was 	promised 	confidential 	and 	proprietary 	information, 	the
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 7 of 23

8
Agreement provided for the type of consideration that typically renders non-
compete and non-solicit covenants enforceable.
Bernstein relies heavily on Powerhouse Prods., Inc. v. Scott, 260 S.W.3d
693 (Tex. App.—Dallas 2008, no pet.), to argue that the promised “continued
disclosure” was merely past consideration. Dkt. 27 at 11-13. But Powerhouse
is distinguishable. 	Unlike here, the asserted consideration received by the
employee in Powerhouse—the disclosure of new information—was not part of
the written agreement. 	Compare 260 S.W.3d at 696, with Dkt. 1-2 at 2
(Agreement promised disclosure). 	The appellate court in Powerhouse also
reviewed the issue at a very different juncture, analyzing the trial court’s
resolution of competing testimony after a bench trial and affirming its finding
that 	the 	employer 	gave 	no 	new 	information 	to 	the 	employee 	after 	the
employment agreement was executed. Powerhouse, 260 S.W.3d at 698. At this
stage 	of 	the 	case, 	however, 	this 	Court 	must 	accept 	EagleBurgmann’s
allegations as true.
EagleBurgmann argues, see Dkt. 33 at 12-13, and the Court agrees, that
the sequence of events detailed in the complaint plausibly suggests that
EagleBurgmann gave Bernstein more and different confidential information
after he signed the Agreement in 2023. The complaint details how Bernstein’s
sales territory expanded and changed over the two ensuing years and alleges
that 	Berstein 	was 	given 	access 	to 	confidential 	information 	to 	“grow
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 8 of 23

9
EagleBurgmann’s business ....” Dkt. 1 at 7. And the sensitive information that
he accessed included cost, pricing, and customer data that logically was “in
constant development and modification” over time. 	See Atlus Grp. US, Inc. v.
Cole, 	2026 	WL 	673587, 	at 	*10 	(N.D. 	Tex. 	Mar. 	10, 	2026) 	(making 	this
observation when denying motion to dismiss; finding reasonable inference that
an employee “received access to at least some new trade secrets during” the
two months between signing the agreement and leaving). 	EagleBurgmann’s
allegations, coupled with their “reasonable inferences,” Morgan v. Swanson,
659 F.3d 359, 370 (5th Cir. 2011) (en banc), plausibly indicate that adequate
consideration was provided. 	Cf. Weber Aircraft, LLC v. Krishnamurthy, 2014
WL 12521297, at *5 (E.D. Tex. Jan. 27, 2014) (reaching same conclusion even
though employee had access to the same “types and categories of confidential
information” 	before 	signing 	the 	employment 	agreement 	because 	the
information was “constantly updating and changing”), adopted by 2014 WL
12918853 (E.D. Tex. July 29, 2014); Wright v. Sport Supply Grp., Inc., 137
S.W.3d 289, 295, 297 (Tex. App.—Beaumont 2004, no pet.) (non-compete
supported by consideration where employee “continued to have access” to
employer’s 	computer 	programs 	after 	signing 	the 	agreement 	and 	those
programs were continually updated with new information).
Those same allegations foreclose Bernstein’s contention that his at-will
status makes Eagleburgmann’s promises illusory. 	See Dkt. 27 at 10; see also
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 9 of 23

10
Dkt. 1-2 at 6 (“Nothing herein shall obligate Company to continue to retain the
Employee in Company’s employment or to limit Company’s ability to terminate
the employment of the Employee at will.”). 	An employer’s promise to give an
at-will employee access to confidential information becomes enforceable if the
“employer actually perform[s] its illusory promise to provide an employee with
confidential information.” 	Mann Frankfort Stein & Lipp Advisors, Inc. v.
Fielding, 289 S.W.3d 844, 849-50 (Tex. 2009) (discussing Alex Sheshunoff
Mgmt. Servs., L.P. v. Johnson, 209 S.W.3d 644, 655 (Tex. 2006)); see also
Rimkus, 255 F.R.D. at 434 (non-compete was enforceable because the employer
provided the promised information before the employee left); TNT Crane &
Rigging Inc. v. Atkinson, 2015 WL 236643, at *5 (S.D. Tex. Jan. 16, 2015). And
as concluded above, EagleBurgmann adequately pleaded that it provided new
confidential 	information 	to 	Bernstein. 	That 	is 	enough 	to 	satisfy 	the
consideration requirement at this juncture of the case.
B. 	Arguments about the covenants’ breadth do not warrant
dismissal.
Bernstein next argues that the non-compete and non-solicit covenants
are unreasonably overbroad and, thus, unenforceable. 	See Dkt. 27 at 13-18.
EagleBurgmann responds that the Agreement is “narrowly tailored” and
commensurate with Bernstein’s role with and knowledge of EagleBurgmann’s
business. See Dkt. 33 at 14, 16, 20.
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 10 of 23

11
In Texas, covenants not to compete must contain reasonable “limitations
as to time, geographical area, and scope of activity” and “not impose a greater
restraint than is necessary to protect the goodwill or other business interest of
the promisee.” Tex. Bus. & Com. Code § 15.50(a). “[C]ovenants not to compete
that ‘extend[ ] to clients with whom the employee had no dealings during [her]
employment’ 	or 	amount 	to 	industry-wide 	exclusions 	are 	‘overbroad 	and
unreasonable.’” D’Onofrio v. Vacation Publ’ns, Inc., 888 F.3d 197, 211-12 (5th
Cir. 2018) (quoting Gallagher Healthcare Ins. Servs. v. Vogelsang, 312 S.W.3d
640, 654 (Tex. App.—Houston [1st Dist.] 2009, pet. denied)).
The 	underlying 	Agreement 	included 	one-year 	restrictive 	covenants
regarding competition and customer solicitation. 	See Dkt. 1 at 11-13. 	Those
covenants include promises that Bernstein would not:
5.1 Render services or assistance to any person or organization with
respect 	to 	the 	financing, 	research, 	engineering, 	development,
formulation, production, marketing or selling of a product, service, or
process which is the same as, similar to, or competes with, a product or
process that Employee had any direct or indirect involvement with or
about 	which 	Employee 	acquired 	or 	was 	exposed 	to 	Confidential
Information or trade secrets at any time during his or her employment
with Company;
5.2 Render services or assistance to any person or organization that is
engaged in or about to become engaged in the Business or that competes
with or intends to compete with the current or planned (if such plans are
made known to Employee) business of Employer in the United States of
America, 	or 	any 	country 	in 	which 	Employer 	does 	business 	or 	has
customers (such person or organization, a “Competitor”), in a managerial
position, a position involving any of the same or similar responsibilities
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 11 of 23

12
that 	Employee 	performed 	at 	Company, 	or 	any 	capacity 	in 	which
Employee could use Confidential Information or trade secrets;
5.3 Solicit or service, on behalf of a Competitor: (1) existing customers of
Employer who were served or solicited by Employee or by someone under
Employee’s supervision or about whom Employee acquired Confidential
Information at any time during his or her employment with Company,
and/or 	(2) 	potential 	customers 	of 	Employer 	that 	either 	Employee
solicited 	or 	an 	employee 	under 	his 	or 	her 	supervision 	solicited 	at
Employee’s direction during the last 12 months of employment with
Company;
5.4 Solicit or service, on behalf of any person or organization that is a
supplier 	to 	the 	power 	industry, 	gas 	turbine 	market: 	(1) 	existing
customers of Employer who were served or solicited by Employee or by
someone 	under 	Employee’s 	supervision 	or 	about 	whom 	Employee
acquired 	Confidential 	Information 	at 	any 	time 	during 	his 	or 	her
employment with Company, and/or (2) potential customers of Employer
that 	either 	Employee 	solicited 	or 	an 	employee 	under 	his 	or 	her
supervision solicited at Employee’s direction during the last 12 months
of employment with Company; and/or
5.5 	Attempt 	to 	influence 	any 	customer 	or 	vendor 	of 	Employer 	to
terminate its relationship with Employer, to divert, curtail or cancel its
orders, contracts or business with Employer, or to conduct with any
person or organization other than Employer any activity which such
customer conducts or could conduct with Employer with any person or
organization other than the Company.
Dkt. 1-2 at 4-5.
Defendants challenge the non-compete covenants (5.1 and 5.2) because
they (1) lack geographic limitations, Dkt. 27 at 15-16, and (2) constitute an
industry-wide exclusion, id. at 16-17. And they challenge the non-solicitation
and non-servicing covenants (5.3 through 5.5) because they “extend beyond
those customers with whom Bernstein had personal contact.” 	Dkt. 27 at 17-
18. But those contentions do not merit dismissal.
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 12 of 23

13
First, whether a covenant is “unreasonably overbroad” largely depends
on how they compare with Bernstein’s scope of work. 	Yet the Court cannot
conclude based solely on the complaint—which emphasizes Bernstein’s vast
sales and management areas in 2024 and 2025, Dkt. 1 at 7—that the covenants
are broader than reasonably necessary to protect EagleBurgmann’s business
interests. 	Further inquiry must await summary judgment. 	See Rainwater v.
Ragozzino Foods, Inc., 2016 WL 8787143, at *5 (E.D. Tex. Mar. 10, 2016)
(declining 	to 	dismiss 	based 	on 	arguments 	about 	the 	necessity 	and
appropriateness of the agreement’s geographical restrictions, viewing that as
a summary-judgment issue).
Second, 	even 	assuming 	that 	some 	of 	the 	covenants 	are 	overbroad,
EagleBurgmann 	correctly 	notes 	that 	the 	covenants 	could 	nonetheless 	be
reformed. 	See Dkt. 33 at 14. 	“Section 15.51 of the Texas Business and
Commerce Code requires courts to reform covenants found to be unreasonable
as to time, geographical area, or scope of activity.” D’Onofrio, 888 F.3d at 212.
For that reason, courts regularly deny motions to dismiss claims premised on
non-compete 	and 	non-solicitation 	covenants 	even 	if 	they 	are 	arguably
overbroad. 	See, e.g., DeWolff, Boberg & Assocs., Inc. v. Pethick, 2022 WL
4589161, at *8-9 (N.D. Tex. Sept. 29, 2022) (denying motion to dismiss because,
while the non-compete and non-solicit covenants were overbroad, the issue of
reformation was reserved for summary judgment); Delta Fuel Co., Inc. v.
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 13 of 23

14
Taylor, 2019 WL 13159879, at *5 (W.D. Tex. Mar. 22, 2019) (“[E]ven if the
geographical scope of the non-compete was rendered overly broad under Texas
law, that fact alone does not warrant a motion to dismiss as it does not indicate
that Plaintiff has failed to state a claim that is plausible on its face.”); see also,
e.g., Revive RX, LLC v. Reed Hoelscher, 2026 WL 682671, at *4 (N.D. Tex. Mar.
10, 2026) (“[D]ismissal of Plaintiff’s breach of contract claims as to the non-
compete and non-solicit provisions is not appropriate at [the Rule 12(b)(6)]
stage.”). The Agreement’s enforceability is not suitably resolved now.
C. 	EagleBurgmann sufficiently alleged breach.
Alternatively, Bernstein contends that EagleBurgmann’s allegations of
breach are conclusory or fail to identify conduct that violates the Agreement.
See Dkt. 27 at 18-19. Bernstein’s argument is not convincing.
EagleBurgmann pleaded that Bernstein breached the Agreement by:
(1) “rendering services for a business in competition with Eagleburgmann,” i.e.
by working for PSIG, a direct competitor, see Dkt. 1 ¶¶ 35-36, 39, 51 (Count I);
“soliciting customers of Eagleburgmann,” id. ¶¶ 43-44, 58 (Count II); and
“disclosing and using” confidential information such as customer details, see
id. ¶¶ 41, 43, 45, 65 (Count III). 	That is enough to plausibly state a breach.
See, e.g., Broadleaf IT, LLC v. Walley, 2024 WL 4329145, at *11 (S.D. Tex. Aug.
17, 2024) (denying motion to dismiss breach-of-contract claim when employee
allegedly “used customer and profit margin information for [competitor’s]
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 14 of 23

15
benefit”), adopted by 2025 WL 45626 (S.D. Tex. Jan. 8, 2025). 	Bernstein’s
request to dismiss the breach-of-contract claims is denied.
II. 	Eagleburgmann 	adequately 	alleged 	trade 	secret
misappropriation under Texas and federal law.
EagleBurgmann also brings trade secret misappropriation claims under
the Texas Uniform Trade Secrets Act (“TUTSA”) and the federal Defend Trade
Secrets Act (“DTSA”). 	See Dkt. 1 at 25-29. 	“Because the elements and
definitions applicable to the DTSA and TUTSA are ‘near identical,’ courts have
addressed these claims together.” 	El Paso Disposal, LP v. Ecube Labs Co.,
766 F. Supp. 3d 692, 711 (W.D. Tex. 2025). 	Both statutes require “(1) the
existence of a trade secret; (2) that the trade secret was misappropriated; and
(3) that the misappropriated trade secret was used without authorization.” Id.
(citing Vest Safety Med. Servs., LLC v. Arbor Env’t, LLC, 2022 WL 2812195, at
*6 (S.D. Tex. June 17, 2022) (collecting cases), adopted by 2022 WL 2806544
(July 18, 2022)). 	“A trade secret [under both statutes] is information which
derives independent economic value from being not generally known or readily
ascertainable through proper means.” 	See CAE Integrated, LLC v. Moov
Techs., Inc., 44 F.4th 257, 262 (5th Cir. 2022) (per curiam).
Defendants contend that EagleBurgmann neither sufficiently identified
the trade secrets at issue nor alleged their use. See Dkt. 27 at 19-23. But the
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 15 of 23

16
complaint adequately pleaded both elements. There is no basis to dismiss the
trade secrets claims.
A. 	The complaint identifies the trade secrets with reasonable
particularity.
According to Defendants, the complaint is deficient because it merely
“recites a laundry list of information” when identifying the trade secrets and is
stated “without limitation.” 	See Dkt. 27 at 20-21. 	EagleBurgmann responds
that its pleadings are “replete with expressly stated information” constituting
its alleged trade secrets. Dkt. 33 at 22 (citing Dkt. 1 ¶ 20).
“There is a tension inherent in pleading matters related to trade secrets.
By definition, trade secrets are confidential and the party to whom the trade
secrets belong has a clear interest in protecting that confidentiality and thus
reasonably seeks to describe those secrets in pleadings in a generalized way.”
James St. Grp., Inc. v. Newman, 2015 WL 12746120, at *6 (W.D. Tex. Jan. 29,
2015), adopted by 2015 WL 12748179 (W.D. Tex. Mar. 11, 2015). On the other
hand, “there is a growing consensus among district courts in this circuit that
plaintiffs bringing claims of trade secret misappropriation must identify, with
reasonable particularity, the alleged trade secrets at issue.” 	UOP LLC v.
Exterran Energy Sols., L.P., 2021 WL 8016712, at *1 (S.D. Tex. Sept. 28, 2021)
(quotation omitted). 	Nevertheless, plaintiffs need not “identify specific trade
secrets” in their pleadings. 	Downhold Tech. LLC v. Silver Creek Servs. Inc.,
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 16 of 23

17
2017 WL 1536018, at *4 (S.D. Tex. Apr. 27, 2017). Rather, the complaint need
only 	describe 	the 	trade 	secrets 	with 	enough 	clarity 	for 	“defendants 	[to]
understand how each claimed trade secret differs from information in the
public domain.” Topstone Commc’ns, Inc. v. Xu, 729 F. Supp. 3d 701, 706 (S.D.
Tex. 2024) (quoting UOP, 2021 WL 8016712, at *1).
According 	to 	the 	complaint, 	Bernstein 	was 	given 	access 	to
EagleBurgmann’s “trade secret information including, without limitation:
x 	[its] sales plan for every territory in the United States;
x 	[its] market share throughout the United States;
x 	confidential cost and pricing information for its products;
x 	[its] privately planned technological upgrades;
x 	a list of its customers throughout the United States;
x 	[its] customers’ histories and sales preferences;
x 	[its] proprietary product designs;
x 	[its] 	strategic 	positioning 	of 	its 	capabilities 	versus 	its
competitors; and
x 	[its] customer pricing, discounts, and policies.”
Dkt. 	1 	¶ 	20; 	see 	also 	id. 	¶¶ 	85, 	96. 	The 	pleadings 	also 	describe
EagleBurgmann’s efforts to safeguard its trade secrets. See id. ¶¶ 23-24.
But the accusations of misappropriation center around Bernstein’s acts
of sending specific types of proprietary and protected information, like “pricing
information 	and 	customer 	lists,” 	to 	his 	personal 	email. 	Id. 	¶ 	41.
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 17 of 23

18
EagleBurgmann alleges that Defendants then misused that information to
solicit business. Id. ¶ 45. Those allegations put Defendants on notice that the
misappropriation claims pertain to confidential pricing and sales information
and EagleBurgmann’s customer lists. 	That description satisfies pleading
requirements. See, e.g., Bureau Veritas Commodities & Trade, Inc. v. Cotecna
Inspection SA, 2022 WL 912781, at *6-7 (S.D. Tex. Mar. 29, 2022) (pleadings
sufficient 	where 	plaintiff 	identified 	as 	trade 	secrets: 	“profit 	and 	loss
information, 	financial 	information 	… 	sales 	information 	… 	customer
information, pricing, pricing strategies, sales volume”); Penthol LLC v. Vertex
Energy Operating, LLC, 2021 WL 3571243, at *5 (S.D. Tex. Aug. 12, 2021)
(“Plaintiff 	sufficiently 	alleged 	the 	existence 	of 	trade 	secrets, 	including
‘Customer lists, Purchase Contracts ….’”); Bering Sea Env’t, LLC v. Peterson,
2019 WL 13150186, at *4 (E.D. Tex. Aug. 15, 2019) (trade secrets adequately
described 	by 	“specific 	categories 	..., 	such 	as 	compilations 	of 	customer
information … pricing details and arrangements”).
Defendants’ 	comparison 	of 	EagleBurgmann’s 	allegations 	to 	those
deemed inadequate in VariChem Int’l, Inc. v. Riddle’s Delhi & Chem. Serv. Co.,
2025 WL 816740 (S.D. Tex. Mar. 14, 2025), is inapt. 	There, the plaintiff had
maintained “that any information it possesses is a trade secret,” merely listing
categories with “vague descriptors such as ‘specifications,’ ‘methods,’ ‘data,’
and ‘know-how,’ as well as simply stating ‘other materials related to Plaintiff’s
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 18 of 23

19
chemicals business ….’” 	Id. at *4 (emphasis added). 	The trade secrets
identified here are far more specific. 	To demand disclosure of even more
particulars now, “without any protective order in place would likely defeat the
entire purpose of attempting to protect those trade secrets in the first place.”
See Bureau Veritas, 2022 WL 912781, at *7 (denying motion to dismiss trade
secrets claims; list of categories was sufficient).
B. 	The 	complaint 	also 	sufficiently 	alleges 	that 	Defendants
used Eagleburgmann’s trade secrets.
Defendants next argue that the complaint does not allege that they
“stole, 	ha[ve] 	possession 	of, 	disclosed, 	or 	used 	any 	specific 	category 	of
information” constituting EagleBurgmann’s trade secrets. Dkt. 27 at 21. The
Court disagrees.
A misappropriation claim requires that “the defendant used the trade
secret ….” 	CQ, Inc. v. TXU Min. Co., L.P., 565 F.3d 268, 273 (5th Cir. 2009).
“Use refers to ‘commercial use’ and occurs whenever ‘a person seeks to profit
from the use of the secret.’” 	Terra Nova Scis., LLC v. JOA Oil & Gas Hou.,
LLC, 738 F. Supp. 2d 689, 696 (S.D. Tex. 2010) (quoting Gen. Universal Sys.,
Inc. v. HAL, Inc., 500 F.3d 444, 450 (5th Cir.2007)). 	It also includes “any
exploitation of the trade secret that is likely to result in injury to the trade
secret owner or enrichment to the defendant.” Id. (quoting Gen. Universal Sys.,
500 F.3d at 451).
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 19 of 23

20
EagleBurgmann alleged that Defendants, together, utilized trade secret
information 	that 	Bernstein 	had 	taken 	from 	EagleBurgmann 	“to 	solicit
EagleBurgmann’s customers.” 	Dkt. 1 ¶ 43. 	As an example, EagleBurgmann
pleaded that Defendants “solicited EagleBurgmann’s existing business by
relying on proprietary information including sales and pricing information to
gain a competitive advantage.” See id. ¶ 45. This is sufficient at the pleadings
stage. See, e.g., Villaverde v. Motores Electricos Sumergibles de Mex., S. de R.L.
de C.V., 2023 WL 12007137, at *10 (S.D. Tex. Feb. 15, 2023) (plaintiffs
adequately pleaded use of trade secret by alleging that defendant shared their
product reports with third party competitors); see also, e.g., Maxxim Indus.
USA II, LLC v. Tex. Chrome Transp., Inc., 2024 WL 4198448, at *6 (W.D. Tex.
Aug. 23, 2024) (allegation that defendant used trade-secret information to
solicit customers was sufficient), adopted by 2024 WL 4197662 (W.D. Tex. Sept.
11, 2024); Penthol LLC, 2021 WL 3571243, at *5 (allegation that defendant
“copied and used the trade secrets in its competing marketing plans, customer
lists, and business development activities” was enough).
Defendants contend that EagleBurgmann merely infers that its trade
secrets were used because Bernstein deleted a bunch of emails. See Dkt. 27 at
21-22. But in arguing that such an inference is insufficient, Defendants invoke
caselaw addressing a full factual record that lacked evidence indicating the
trade secrets were actually used. 	See GE Betz, Inc. v. Moffitt-Johnston, 885
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 20 of 23

21
F.3d 318, 326-27 (5th Cir. 2018) (affirming grant of summary judgment
because it found “no evidence of actual use”); CAE Integrated, 44 F.4th at 263
(affirming denial of preliminary injunction after hearing where court reviewed
testimony and forensic evidence); Caliber Home Loans, Inc. v. Cove, 2025 WL
71983, at *10 (N.D. Tex. Jan. 10, 2025) (summary judgment). When confronted
with a motion to dismiss, however, “[c]ourts commonly find that a plaintiff
sufficiently alleges misappropriation by asserting that the defendants copied
trade secrets onto external drives or emailed such files using a personal email
when the defendants are subject to confidentiality agreements or other privacy
policies.” 	Centennial Bank v. Holmes, 717 F. Supp. 3d 542, 563 (N.D. Tex.
2024) 	(collecting 	cases). 	That 	tracks 	EagleBurgmann’s 	allegations 	here.
EagleBurgmann adequately pleaded its trade secret misappropriation claims.
III. 	Defendants’ 	interdependent 	arguments 	for 	dismissing 	the
tortious interference claims likewise fail.
EagleBurgmann 	brought 	tortious 	interference 	with 	a 	contract 	and
tortious interference with business relations claims. 	See Dkt. 1 at 22-23.
Defendants move to dismiss both claims, but their contentions depend on
arguments already considered and rejected above. The tortious interference
claims withstand dismissal.
First, PSIG contends that EagleBurgmann’s failure to plead a viable
breach-of-contract claim, with attendant damages or loss, defeats its claim that
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 21 of 23

22
PSIG tortiously interfered with a contract. See Dkt. 27 at 24. Those arguments
challenge the first and last elements of recovery. See id; Browning-Ferris, Inc.
v. 	Reyna, 	865 	S.W.2d 	925, 	926 	(Tex. 	1993) 	(listing 	elements 	of 	tortious
interference with an existing contract as “(1) the existence of a contract subject
to interference, (2) a willful and intentional act of interference, (3) such act was
a proximate cause of damage and (4) actual damage or loss occurred”).
But as concluded supra, Part I, EagleBurgmann adequately pleaded a
breach of contract claim. 	It also alleged, explicitly, that PSIG’s tortious
interference caused EagleBurgmann to suffer “actual and exemplary damages,
loss of goodwill, loss or reputation, diminished capacity to compete, diverted
business, lost profits both past and future, costs and expenses, and other
losses.” Dkt. 1 at ¶ 74. This is enough. See, e.g., Suncoast Post-Tension, Ltd.
v. Scoppa, 2014 WL 12596471, at *10 (S.D. Tex. May 13, 2014) (denying motion
to dismiss analogous claim where defendant allegedly solicited plaintiff’s
clients using its “proprietary information, which caused [plaintiff] to lose
profits, clients, future business, and goodwill”).
Second, Defendants challenge the claim for tortious interference with
business relationships by maintaining that EagleBurgmann has no valid trade
secret misappropriation claim and no allegation of lost business. Dkt. 27 at 24.
In 	doing 	so, 	Defendants 	attack 	the 	elements 	that 	require 	independently
tortious conduct and actual damages. 	See Coinmach Corp. v. Aspenwood
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 22 of 23

23
Apartment Corp., 417 S.W.3d 909, 923 (Tex. 2013) (elements include “(3) the
defendant’s conduct was independently tortious or unlawful” and “(5) the
plaintiff 	suffered actual damage 	or loss as 	a result”). 	But trade secret
misappropriation was adequately pleaded. 	See supra Part II. 	Moreover,
EagleBurgmann detailed its damages consisting of “lost significant business
and customer goodwill that it otherwise would” have had. Dkt. 1 ¶ 81; see also
id.¶¶ 14, 82 (alleging that Defendants “have successfully solicited important
customers” and caused EagleBurgmann up to “$1,000,000 in damages” from
lost business). Nothing more was needed to plead those elements. Defendants’
motion to dismiss is denied.
Conclusion
For the foregoing reasons, it is ORDERED that Defendants Michael
Bernstein’s and Precision Services Industrial Group, LLC’s motion to dismiss
(Dkt. 27) be DENIED in its entirety.
Signed on May 29, 2026, at Houston, Texas.
__________________________________
Yvonne Y. Ho
United States Magistrate Judge
Texas.
____________________________________
ne Y	Y	Y. H	H	Ho
d S	Sttates Magistrate Judge
Case 4:25-cv-04967 Document 63 Filed 05/29/26 in TXSD Page 23 of 23