[Until this opinion appears in the Ohio Official Reports advance sheets, it may be cited as Look 

Ahead Am. v. Stark Cty. Bd. of Elections, Slip Opinion No. 2024-Ohio-2691.]

NOTICE

This slip opinion is subject to formal revision before it is published in an 

advance sheet of the Ohio Official Reports. Readers are requested to 

promptly notify the Reporter of Decisions, Supreme Court of Ohio, 65 

South Front Street, Columbus, Ohio 43215, of any typographical or other 

formal errors in the opinion, in order that corrections may be made before 

the opinion is published.

SLIP OPINION NO. 2024-OHIO-2691

LOOK AHEAD AMERICA ET AL., APPELLANTS, v. STARK COUNTY BOARD OF 

ELECTIONS ET AL., APPELLEES.

[Until this opinion appears in the Ohio Official Reports advance sheets, it 

may be cited as Look Ahead Am. v. Stark Cty. Bd. of Elections, Slip Opinion 

No. 2024-Ohio-2691.]

Statutory interpretation—R.C. 121.22(G)(2)—Open meetings—Public bodies—

Executive session—Premature-disclosure clause within R.C. 121.22(G)(2) 

following list of permissible reasons for a public body to enter executive 

session applies to entire list—Court of appeals’ judgment reversed and 

cause remanded to trial court for new trial.

(No. 2023-1059—Submitted April 24, 2024—Decided July 18, 2024.)

APPEAL from the Court of Appeals for Stark County,

No. 2022-CA-00152, 2023-Ohio-2494.

__________________

KENNEDY, C.J., authored the opinion of the court, which FISCHER, DEWINE,

DONNELLY, STEWART, BRUNNER, and DETERS, JJ., joined.
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KENNEDY, C.J.

{¶ 1} In this discretionary appeal from a judgment of the Fifth District Court 

of Appeals, we decide whether the clause in R.C. 121.22(G)(2) that states, “[I]f 

premature disclosure of information would give an unfair competitive or bargaining 

advantage to a person whose personal, private interest is adverse to the general 

public interest” (hereafter, the “premature-disclosure clause”), applies to all the

permissible reasons listed for a public body to enter executive session that are 

specified immediately prior to the premature-disclosure clause and are separated

from it by a comma.

{¶ 2} Appellees, the Stark County Board of Elections and its members 

(collectively, “the board”), considered and voted on whether to purchase Dominion 

Voting Systems voting equipment, ultimately deciding to purchase the equipment. 

The decision to purchase the Dominion equipment and subsequent discussions 

about and affirmations of that decision occurred during four meetings of the board,

after the board entered executive session—from which members of the public are 

excluded—to discuss the purchase of the equipment as property for public purposes 

under R.C. 121.22(G)(2). Appellants, Look Ahead America and Merry Lynne Rini

(collectively, “Look Ahead”), filed a complaint in the Stark County Court of 

Common Pleas seeking a determination that the board violated Ohio’s Open 

Meetings Act, R.C. 121.22, by doing so.

{¶ 3} The trial court upheld the board’s decisions to enter executive session

to discuss the voting equipment, determining that the premature-disclosure clause 

in R.C. 121.22(G)(2) applied to only the last-listed permissible reason for a public 

body to enter executive session. The Fifth District agreed. We disagree.

{¶ 4} Based on the plain language of R.C. 121.22(G)(2), we hold that the

premature-disclosure clause following the list of permissible reasons for a public 

body to enter executive session applies to the entire list of permissible reasons for 
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3

entering executive session. The Fifth District’s judgment is reversed, and the cause 

is remanded to the trial court for a new trial applying this interpretation.

I. Facts and Procedural History

{¶ 5} In 2018, the board began looking for new voting equipment to 

recommend for purchase by Stark County for use in its elections.

{¶ 6} During the board’s December 9, 2020 meeting, the board entered 

executive session. Following that executive session, the board resumed the public 

meeting and voted to purchase the Dominion equipment in accord with its staff’s

recommendation. The board then transmitted that decision to the Stark County 

Board of Commissioners (hereafter, “the commissioners”) so that the 

commissioners could purchase the equipment.

{¶ 7} For the same stated purpose for entering executive session as the 

December meeting, the board entered executive session on January 6, February 9, 

and March 15, 2021. Following each of the executive sessions, the board resumed 

the public meeting and reaffirmed its decision to purchase the Dominion voting 

equipment.

{¶ 8} The commissioners disagreed with the board’s decision, and that 

disagreement resulted in litigation. See State ex rel. Stark Cty. Bd. of Elections v. 

Stark Cty. Bd. of Commrs., 2021-Ohio-1783, ¶ 5. This court settled that issue in 

Stark Cty. Bd. of Elections by granting a writ of mandamus compelling the 

commissioners to acquire the new voting equipment. Id. at ¶ 7, 18.

{¶ 9} On May 18, 2021, Look Ahead filed a complaint seeking a 

determination that Ohio’s Open Meetings Act was violated by the board during the 

four meetings at which it entered executive session to discuss the purchase of voting 

equipment. Among other things, Look Ahead claimed that the board had failed to 

comply with R.C. 121.22(G)(2) by not limiting its executive-session discussions to

matters for which the “‘premature disclosure of information would give an unfair 
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competitive or bargaining advantage to a person whose personal, private interest is 

adverse to the general public interest,’ ” R.C. 121.22(G)(2).

{¶ 10} During discovery, the board filed a motion for a protective order

pursuant to Civ.R. 26(C), which the trial court granted. The court interpreted

R.C. 121.22(G)(2) in its entry granting the protective order, citing the interpretive 

rule of the last antecedent. The court’s interpretation of the provision limited 

application of the premature-disclosure clause to situations in which a public body 

is considering “the sale or other disposition of unneeded, obsolete, or unfit-for-use 

property in accordance with [R.C. 505.10],” R.C. 121.22(G)(2), as opposed to 

situations in which a public body is considering “the purchase of property for public 

purposes” or “the sale of property at competitive bidding,” id.

{¶ 11} On the day of the final pretrial hearing, the board filed a motion in 

limine asking the trial court to issue an order restricting the testimony and evidence 

that could be admitted at trial to the scope established by the court in its protective 

order. The court granted the motion and issued a pretrial order reiterating its 

interpretation of R.C. 121.22(G)(2). And during trial, the court limited Look 

Ahead’s inquiry and presentation of evidence in accordance with the pretrial order.

{¶ 12} Following Look Ahead’s case-in-chief, the trial court dismissed the

case pursuant to Civ.R. 41(B)(2), applying its interpretation of R.C. 121.22(G)(2).

The trial court concluded that the board had “entered into the four executive 

sessions for a permissible and valid purpose (the purchase of property for public 

purposes), and that each of the executive sessions was consistent with that purpose 

and related specifically to the topic that was announced in the motion which 

authorized the executive session.”

{¶ 13} On appeal, the Fifth District affirmed the trial court’s judgment, 

stating, “[T]he ordinary meaning [of R.C. 121.22(G)(2)] is clear: a public body can 

enter executive session to discuss the purchase of property without additional 

qualification.” 2023-Ohio-2494, ¶ 22 (5th Dist.). Without further explanation, the 
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5

court of appeals discussed how its interpretation of R.C. 121.22(G)(2) would work 

in practice, asserting that the discussion buttressed its conclusion. Id. at ¶ 22-25. 

Lastly, without determining whether R.C. 121.22(G)(2) is ambiguous, the court of 

appeals assessed the provision’s legislative history. Id. at ¶ 26. Based on this 

analysis, the court of appeals upheld the trial court’s interpretation of 

R.C. 121.22(G)(2). Id. at ¶ 27.

{¶ 14} We accepted Look Ahead’s discretionary appeal on the following 

proposition of law:

Under R.C. 121.22(G)(2), members of a public body may 

meet in an executive session to consider “the purchase of property 

for a public purpose” but, then, only to consider information the 

premature disclosure of which would give an unfair competitive or 

bargaining advantage to a person whose personal, private interest is 

adverse to the general public interest.

See 2023-Ohio-3952.

II. Law and Analysis

A. Standard of Review

{¶ 15} The issue before this court involves the interpretation of 

R.C. 121.22(G)(2)—a question of law—which we review de novo, Stewart v. 

Vivian, 2017-Ohio-7526, ¶ 23.

B. R.C. 121.22(G)(2)

{¶ 16} In 1975, the General Assembly passed Am.Sub.S.B. No. 74, 136

Ohio Laws, Part I, 152, amending R.C. 121.22, which became known as Ohio’s 

Open Meetings Act (hereafter, “the Act”). The Act provides, “All meetings of any 

public body are declared to be public meetings open to the public at all times.” 

R.C. 121.22(C). However, the Act also provides a public body permission to 
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engage in private discussion in executive session for enumerated reasons. See 

R.C. 121.22(G). The board is a public body as defined under R.C. 121.22(B)(1) 

and is therefore subject to the Act. At issue here is the board’s use of 

R.C. 121.22(G)(2) to enter executive session to discuss the purchase of Dominion 

voting equipment.

{¶ 17} R.C. 121.22(G)(2) permits a public body to enter executive session

for the following reasons:

To consider the purchase of property for public purposes, 

the sale of property at competitive bidding, or the sale or other 

disposition of unneeded, obsolete, or unfit-for-use property in 

accordance with [R.C. 505.10], if premature disclosure of 

information would give an unfair competitive or bargaining 

advantage to a person whose personal, private interest is adverse to 

the general public interest.

(Emphasis added.) The Fifth District concluded that under the plain meaning of 

R.C. 121.22(G)(2), the premature-disclosure clause did not apply to the purchaseof-property reason for entering executive session, affirming the trial court’s 

interpretation of the statute. 2023-Ohio-2494 at ¶ 21-28 (5th Dist.). We now 

consider whether this interpretation was correct.

C. Statutory Construction

{¶ 18} To resolve the issue before this court, we return to a familiar 

place: statutory interpretation. As we have explained, “[w]hen the statutory 

language is plain and unambiguous, and conveys a clear and definite meaning, we 

must rely on what the General Assembly has said,” Jones v. Action Coupling & 

Equip., Inc., 2003-Ohio-1099, ¶ 12, and apply it as written, Summerville v. Forest 

Park, 2010-Ohio-6280, ¶ 18. “In determining whether a statute is ambiguous, we 
January Term, 2024

7

objectively and thoroughly examine the statute, consider each provision in context, 

and apply ordinary rules of grammar.” Ohio Neighborhood Fin., Inc. v. Scott, 

2014-Ohio-2440, ¶ 25.

D. The Premature-Disclosure Clause Applies to All the Permissible Reasons 

for Entering Executive Session Listed in R.C. 121.22(G)(2)

{¶ 19} The Fifth District found that R.C. 121.22(G)(2) has a plain meaning. 

2023-Ohio-2494 at ¶ 21-28. And while we agree that the provision has a plain 

meaning, we come to a different conclusion regarding the meaning. We apply the 

ordinary rules of grammar—specifically, the rules of punctuation—to determine

the plain meaning of R.C. 121.22(G)(2). In doing so, we conclude that the 

premature-disclosure clause applies to all the permissible reasons listed in the 

provision for entering executive session.

{¶ 20} First, we consider “the grammatical ‘rule of the last antecedent,’ 

according to which a limiting clause or phrase . . . should ordinarily be read as 

modifying only the noun or phrase that it immediately follows.” Barnhart v. 

Thomas, 540 U.S. 20, 26 (2003). Applying the rule here, as the trial court did in its 

entry granting a protective order, would lead to the conclusion that the prematuredisclosure clause applies to only the last-listed permissible reason under R.C. 

121.22(G)(2) for entering executive session and does not apply to the first-listed 

permissible reason for entering executive session under the provision, which 

concerns the purchase of property.

{¶ 21} However, “[a]s several leading treatises explain, ‘“[a] qualifying 

phrase separated from antecedents by a comma is evidence that the qualifier is 

supposed to apply to all the antecedents instead of only to the immediately 

preceding one.”‘ ” Facebook, Inc. v. Duguid, 592 U.S. 395, 403-404 (2021), 

quoting W. Eskridge, Interpreting Law: A Primer on How to Read Statutes and the 

Constitution 67-68 (2016), quoting 2A N. Singer & S. Singer, Sutherland Statutes 

and Statutory Construction, § 47.33, at 499-500 (7th Ed.Rev. 2014). This rule of 
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punctuation provides an exception to the rule of the last antecedent and should be 

considered when determining the plain meaning of text. See Scalia & Garner, 

Reading Law: The Interpretation of Legal Texts 161-162 (2012).

{¶ 22} This court and the United States Supreme Court have stated that the

rules of punctuation are not controlling in determining the meaning of text and are 

a fallible standard that should be used only as a last resort. See, e.g., Weiss v. 

Porterfield, 27 Ohio St.2d 117, 120 (1971); Slingluff v. Weaver, 66 Ohio St. 621, 

628-629 (1902); Hamilton v. The Steamboat R.B. Hamilton, 16 Ohio St. 428, 432-

433 (1866); Costanzo v. Tillinghast, 287 U.S. 341, 344 (1932); Barrett v. Van Pelt, 

268 U.S. 85, 91 (1925), citing Chicago, Milwaukee & St. Paul Ry. Co. v. Voelker, 

129 F. 522, 527 (8th Cir. 1904); Lessee of Ewing v. Burnet, 36 U.S. 41, 54 (1837). 

However, in 1972, the General Assembly enacted R.C. 1.42, Am.H.B. No. 607, 134 

Ohio Laws, 2108, which directs courts to determine the meaning of words and 

phrases in statutes by considering context and the rules of grammar. Therefore, we 

look to the rules of grammar, which include the rules of punctuation, to determine 

the plain meaning of R.C. 121.22(G)(2). See, e.g., State ex rel. Steele v. Morrissey, 

2004-Ohio-4960, ¶ 21 (courts interpret statutory language by “reading words and 

phrases in context and construing them according to the rules of grammar and 

common usage”); accord State ex rel. Rose v. Lorain Cty. Bd. of Elections, 90 Ohio 

St.3d 229, 231 (2000); State ex rel. Antonucci v. Youngstown City School Dist. Bd. 

of Edn., 87 Ohio St.3d 564, 565 (2000).

{¶ 23} Reading R.C. 121.22(G)(2), we note that a comma separates the list 

of permissible reasons for a public body to enter executive session and the 

premature-disclosure clause. And because the rules of grammar determine the plain 

meaning of the text, we conclude that the rules of punctuation are dispositive. 

Therefore, the premature-disclosure clause applies to the entire list of permissible 

reasons for entering executive session.
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III. Conclusion

{¶ 24} R.C. 121.22(G)(2) prescribes permissible reasons for a public body 

to enter executive session, which are followed by a comma and the prematuredisclosure clause. We conclude that the premature-disclosure clause applies to all 

the permissible reasons listed under R.C. 121.22(G)(2) for entering executive 

session. For the foregoing reasons, the Fifth District Court of Appeals’ judgment 

affirming the trial court’s dismissal of Look Ahead’s complaint is reversed, and the 

cause is remanded to the trial court for a new trial applying this interpretation.

Judgment reversed

and cause remanded.

_________________

The Law Firm of Curt C. Hartman and Curt C. Hartman; and Finney Law 

Firm, L.L.C., and Christopher P. Finney, for appellants.

Kyle L. Stone, Stark County Prosecuting Attorney, and Lisa A. Nemes, 

Deborah A. Dawson, and John Lysenko, Assistant Prosecuting Attorneys, for 

appellees.

Brian M. Ames, pro se, urging reversal for amicus curiae Brian M. Ames.

Faruki, P.L.L., John C. Greiner, and Darren W. Ford, urging reversal for 

amici curiae Gatehouse Media Ohio Holdings II, Inc., d.b.a. The Columbus 

Dispatch, The Cincinnati Enquirer, a Division of Gannett GP Media, Inc., and

Copley Ohio Newspapers, Inc., d.b.a. Akron Beacon Journal.

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