(Slip Opinion) OCTOBER TERM, 2023 1 

Syllabus 

NOTE: Where it is feasible, a syllabus (headnote) will be released, as is 

being done in connection with this case, at the time the opinion is issued. 

The syllabus constitutes no part of the opinion of the Court but has been 

prepared by the Reporter of Decisions for the convenience of the reader. 

See United States v. Detroit Timber & Lumber Co., 200 U. S. 321, 337. 

SUPREME COURT OF THE UNITED STATES 

Syllabus 

MURRAY v. UBS SECURITIES, LLC, ET AL. 

CERTIORARI TO THE UNITED STATES COURT OF APPEALS FOR 

THE SECOND CIRCUIT 

No. 22–660. Argued October 10, 2023—Decided February 8, 2024 

Congress enacted the whistleblower protections of the Sarbanes-Oxley

Act of 2002 to prohibit publicly traded companies from retaliating 

against employees who report what they reasonably believe to be instances of criminal fraud or securities law violations. Title 18 U. S. C. 

§1514A(a) specifically provides that employers may not “discharge, demote, suspend, threaten, harass, or in any other manner discriminate

against an employee in the terms and conditions of employment because of ” protected whistleblowing activity. In this case, Trevor Murray filed a whistleblower action in District Court alleging that UBS 

terminated his employment in violation of §1514A. Murray had 

worked for UBS as a research strategist in a role that required him to

certify—in accordance with applicable Securities and Exchange Commission regulations—that his reports to UBS customers on the firm’s 

securities business were independently produced and reflected his own 

views. UBS terminated Murray shortly after he informed his supervisor that two leaders of the UBS trading desk were engaging in what

he believed to be unethical and illegal efforts to skew his independent 

reporting.

In the District Court, UBS argued it was entitled to judgment as a 

matter of law on Murray’s whistleblower claim because Murray “failed 

to produce any evidence that [his supervisor] possessed any sort of retaliatory animus toward him.” The District Court denied the motion. 

As relevant here, it instructed the jury that, to prove his §1514A claim,

Murray must establish by a preponderance of the evidence that his 

“protected activity was a contributing factor in the termination of his 

employment.” App. 126–127. If Murray did so, the burden would shift 

to UBS to “demonstrate by clear and convincing evidence that it would 

have terminated [Murray’s] employment even if he had not engaged in 
 

 

 

2 MURRAY v. UBS SECURITIES, LLC 

Syllabus 

protected activity.” Id., at 130. The jury found that Murray had established his §1514A claim and UBS had failed to prove that it would 

have fired Murray even if he had not engaged in protected activity. On 

appeal, the Second Circuit vacated the jury’s verdict and remanded for 

a new trial. The Second Circuit held that “[r]etaliatory intent is an 

element of a section 1514A claim,” and the trial court erred by not instructing the jury on Murray’s burden to prove UBS’s retaliatory intent. 43 F. 4th 254, 258, 262–263. 

Held: A whistleblower who invokes §1514A must prove that his protected activity was a contributing factor in the employer’s unfavorable

personnel action, but need not prove that his employer acted with “retaliatory intent.” Pp. 7–15.

(a) Section 1514A(a)’s text does not reference or include a “retaliatory intent” requirement, and the provision’s mandatory burdenshifting framework cannot be squared with one. In explaining why,

and consistent with the Second Circuit’s opinion, the Court treats “retaliatory intent” as meaning something akin to animus. 

Although the Second Circuit and UBS both rely on the word “discriminate” in §1514A(a) to impose a “retaliatory intent” requirement 

on whistleblower plaintiffs, the word “discriminate” cannot bear that 

weight. First, placement of the word “discriminate” in the section’s 

catchall provision suggests that it is meant to capture other adverse 

employment actions that are not specifically listed, drawing meaning 

from the terms “discharge, demote, suspend, threaten, [and] harass”

rather than imbuing those terms with a new or different meaning. But 

even accepting UBS’s argument that “discriminate” relates back to 

and characterizes “discharge,” the word “discriminate” simply does not

require retaliatory intent. The “normal definition” of “discrimination” 

is “differential treatment.” Babb v. Wilkie, 589 U. S. 399, 405. When 

an employer treats a whistleblower differently, and worse, “because

of ” his protected whistleblowing activity, that is actionable discrimination, and the employer’s lack of “animosity” is “irrelevant.” Bostock 

v. Clayton County, 590 U. S. 644, 658, 663. Pp. 7–10.

(b) In addition to having no basis in the statutory text, requiring a

whistleblower to prove his employer’s retaliatory intent would ignore

the statute’s mandatory burden-shifting framework. Burden-shifting 

frameworks have long provided a key mechanism for getting at “the 

elusive factual question” of intent in employment discrimination cases. 

Watson v. Fort Worth Bank & Trust, 487 U. S. 977, 986 (quoting Texas 

Dept. of Community Affairs v. Burdine, 450 U. S. 248, 255, n. 8). Burden shifting “forc[es] the defendant to come forward with some response” to the employee’s circumstantial evidence. St. Mary’s Honor 

Center v. Hicks, 509 U. S. 502, 510–511. Congress decided in Sarbanes-Oxley that the plaintiff ’s burden on intent is only to show that 
 

 

Cite as: 601 U. S. ____ (2024) 3 

Syllabus 

the protected activity was a “contributing factor in the unfavorable 

personnel action.” 49 U. S. C. §42121(b)(2)(B)(i). If the plaintiff makes

that showing, the burden shifts to the employer to “demonstrat[e], by

clear and convincing evidence, that the employer would have taken the 

same unfavorable personnel action in the absence of that behavior.” 

§42121(b)(2)(B)(ii). The contributing-factor burden-shifting framework is meant to be plaintiff-friendly. Here, the Second Circuit erred 

by making proof of “retaliatory intent” a requirement for satisfaction 

of the “contributing factor” element. 43 F. 4th, at 259–260. Showing 

that an employer acted with retaliatory animus is one way of proving 

that the protected activity was a contributing factor in the adverse employment action, but it is not the only way. Pp. 10–13. 

(c) UBS and its amici argue that, without a retaliatory intent requirement, innocent employers will face liability for legitimate, nonretaliatory personnel decisions. But the statute’s burden-shifting framework does not lead to that result. Section 42121(b)(2)(B)(ii)’s sameaction causation inquiry asks whether the employer would have taken 

the same action against an otherwise identical employee who had not

engaged in protected activity. While the contributing-factor framework that Congress chose in Sarbanes-Oxley is not as protective of employers as a motivating-factor framework, that is by design. This 

Court cannot override Congress’ policy choice by giving employers 

more protection than the statute provides. Pp. 13–14. 

43 F. 4th 254, reversed and remanded. 

SOTOMAYOR, J., delivered the opinion for a unanimous Court. ALITO, J., 

filed a concurring opinion, in which BARRETT, J., joined. 
 

_________________ 

_________________ 

Cite as: 601 U. S. ____ (2024) 1 

Opinion of the Court 

NOTICE: This opinion is subject to formal revision before publication in the 

United States Reports. Readers are requested to notify the Reporter of 

Decisions, Supreme Court of the United States, Washington, D. C. 20543, 

pio@supremecourt.gov, of any typographical or other formal errors. 

SUPREME COURT OF THE UNITED STATES 

No. 22–660 

TREVOR MURRAY, PETITIONER v. UBS SECURITIES, 

LLC, ET AL. 

ON WRIT OF CERTIORARI TO THE UNITED STATES COURT OF 

APPEALS FOR THE SECOND CIRCUIT 

[February 8, 2024]

 JUSTICE SOTOMAYOR delivered the opinion of the Court. 

Under the whistleblower-protection provision of the 

Sarbanes-Oxley Act of 2002, no covered employer may “discharge, demote, suspend, threaten, harass, or in any other 

manner discriminate against an employee in the terms and 

conditions of employment because of ” protected whistleblowing activity. 18 U. S. C. §1514A(a). When a whistleblower invokes this provision, he bears the initial burden of 

showing that his protected activity “was a contributing factor in the unfavorable personnel action alleged in the complaint.” 49 U. S. C. §42121(b)(2)(B)(iii). The burden then 

shifts to the employer to show that it “would have taken the 

same unfavorable personnel action in the absence of ” the 

protected activity. §42121(b)(2)(B)(iv). 

The question before this Court is whether the phrase “discriminate against an employee . . . because of ” in §1514A(a) 

requires a whistleblower additionally to prove that his employer acted with “retaliatory intent.” Below, the Court of 

Appeals for the Second Circuit endorsed such a requirement. This Court disagrees. 
 

2 MURRAY v. UBS SECURITIES, LLC 

Opinion of the Court 

I 

Congress enacted the Sarbanes-Oxley Act in the wake of 

the Enron scandal to “‘prevent and punish corporate and

criminal fraud, protect the victims of such fraud, preserve

evidence of such fraud, and hold wrongdoers accountable 

for their actions.’” Lawson v. FMR LLC, 571 U. S. 429, 434 

(2014) (quoting S. Rep. No. 107–146, p. 2 (2002) (hereinafter S. Rep.)). “Of particular concern to Congress was abundant evidence that Enron had succeeded in perpetuating its 

massive shareholder fraud in large part due to a ‘corporate

code of silence’” that “‘discourage[d] employees from reporting fraudulent behavior not only to the proper authorities,

such as the FBI and the SEC, but even internally.’” 571 

U. S., at 435 (quoting S. Rep., at 4–5; alteration in original). 

Indeed, employees of Enron who had attempted to report 

corporate misconduct internally were often fired.

Congress’ response was 18 U. S. C. §1514A, which prohibits publicly traded companies from retaliating against

employees who report what they reasonably believe to be

instances of criminal fraud or securities law violations. The 

provision establishes that no employer may “discharge, demote, suspend, threaten, harass, or in any other manner 

discriminate against an employee in the terms and conditions of employment because of ” the employee’s protected

whistleblowing activity. §1514A(a). If an employer violates

this provision, the employee can file a complaint with the 

Department of Labor seeking reinstatement, back pay,

compensation, and other relief. §§1514A(b)(1)(A), (c). If 

there is no final decision from the Secretary of Labor within 

180 days, the employee can file suit in federal court seeking 

the same relief. §§1514A(b)(1)(B), (c). 

If the whistleblower does bring an action in federal court,

Sarbanes-Oxley directs the court to apply the “legal burdens of proof set forth in section 42121(b) of title 49, United 

States Code”—a provision of the Wendell H. Ford Aviation

Investment and Reform Act for the 21st Century (AIR 21). 
Cite as: 601 U. S. ____ (2024) 3 

Opinion of the Court 

§1514A(b)(2)(C). This incorporated burden-shifting framework provides that the whistleblower bears the burden to 

prove that his protected activity “was a contributing factor

in the unfavorable personnel action alleged in the complaint.” 49 U. S. C. §42121(b)(2)(B)(i). If the whistleblower 

makes that showing, the burden shifts to the employer to 

show “by clear and convincing evidence” that it “would have

taken the same unfavorable personnel action in the absence

of ” the protected activity. §42121(b)(2)(B)(ii).

This framework is not unique to Sarbanes-Oxley and AIR 

21. It originated in the Whistleblower Protection Act of 

1989 (WPA), 5 U. S. C. §1221(e), which provides legal protection for whistleblowers within the civil service. The 

framework was meant to relieve whistleblowing employees 

of the “excessively heavy burden” under then-existing law 

of showing that their protected activity was a “‘significant’,

‘motivating’, ‘substantial’, or ‘predominant’” factor in the 

adverse personnel action, and it reflected a determination 

that “[w]histleblowing should never be a factor that contributes in any way to an adverse personnel action.” 135 Cong.

Rec. 5032, 5033 (1989) (Explanatory Statement on S. 20, 

101st Cong., 1st Sess. (1989)). Congress then incorporated

the easier-to-satisfy “contributing factor” framework into a 

series of similar whistleblower statutes that protect noncivil-service employees in industries where whistleblowing

plays an especially important role in protecting the public 

welfare—including, as noted above, the airline industry

(AIR 21) and the securities industry (Sarbanes-Oxley).1 

—————— 1See also, e.g., Motor Vehicle and Highway Safety Improvement Act of 

2012, §31307(b), 126 Stat. 766–769 (enacting 49 U. S. C. §30171(b)); FDA

Food Safety Modernization Act, §402, 124 Stat. 3968–3971 (amending

the Federal Food, Drug, and Cosmetic Act, 21 U. S. C. §301 et seq., by

adding 21 U. S. C. §399d(b)); Consumer Product Safety Improvement Act 

of 2008, §219(a), 122 Stat. 3063–3065 (enacting 15 U. S. C. §2087(b)); Energy Policy Act of 1992, §2902(d), 106 Stat. 3123–3124 (amending Energy

Reorganization Act of 1974, 42 U. S. C. §5801 et seq., by adding 

§5851(b)(3)). 
 

4 MURRAY v. UBS SECURITIES, LLC 

Opinion of the Court 

II 

In 2011, petitioner Trevor Murray was employed as a research strategist at securities firm UBS, within the firm’s 

commercial mortgage-backed securities (CMBS) business. 

In that role, Murray was responsible for reporting on CMBS

markets to current and future UBS customers. Securities 

and Exchange Commission (SEC) regulations required him 

to certify that his reports were produced independently and

accurately reflected his own views. See 17 CFR §242.501(a)

(2022). Murray contends that, despite this requirement of

independence, two leaders of the CMBS trading desk improperly pressured him to skew his reports to be more supportive of their business strategies, even instructing Murray to “clear [his] research articles with the desk” before 

publishing them. 1 App. in No. 20–4202 (CA2), p. 254. 

Murray reported that conduct to his direct supervisor,

Michael Schumacher, in December 2011 and again in January 2012, asserting that it was “unethical” and “illegal.” 

App. 28. Schumacher expressed sympathy for Murray’s situation but emphasized that it was “very important” that

Murray not “alienate [his] internal client” (i.e., the trading

desk). Ibid. When Murray later informed Schumacher that

the situation with the trading desk “was bad and getting

worse,” as he was being left out of meetings and subjected 

to “constant efforts to skew [his] research,” Schumacher 

told him that he should just “write what the business line 

wanted.” Id., at 29–30. Shortly after that exchange (and 

despite having given Murray a very strong performance review just a couple months earlier) Schumacher emailed his

own supervisor and recommended that Murray “be removed from [UBS’s] head count.” Id., at 39. Schumacher 

recommended in the alternative that, if the CMBS trading 

desk wanted him, Murray could be transferred to a desk 

analyst position, where he would not have SEC certification

responsibilities. The trading desk declined to accept Murray as a transfer, and UBS fired him in February 2012. 
 

 

 

 

Cite as: 601 U. S. ____ (2024) 5 

Opinion of the Court 

Murray then filed a complaint with the Department of

Labor alleging that his termination violated §1514A of

Sarbanes-Oxley because he was fired in response to his internal reporting about fraud on shareholders. When the 

agency did not issue a final decision on his complaint within 

180 days, Murray filed an action in federal court.

Murray’s claim went to trial. UBS moved for judgment

as a matter of law, arguing, among other things, that Murray had “failed to produce any evidence that Schumacher 

possessed any sort of retaliatory animus toward him.” No. 

1:14–cv–00927 (SDNY, Dec. 14, 2017), ECF Doc. 244, p. 6. 

The District Court denied the motion. 

The District Court instructed the jury that, in order to 

prove his §1514A claim, Murray needed to establish four

elements: (1) that he engaged in whistleblowing activity 

protected by Sarbanes-Oxley, (2) that UBS knew that he

engaged in the protected activity, (3) that he suffered an 

adverse employment action (i.e., was fired), and (4) that his

“protected activity was a contributing factor in the termination of his employment.” App. 126–127. On the last element, the District Court further instructed the jury: “For a

protected activity to be a contributing factor, it must have

either alone or in combination with other factors tended to 

affect in any way UBS’s decision to terminate [his] employment.” Id., at 130. The court explained that Murray was 

“not required to prove that his protected activity was the

primary motivating factor in his termination, or that . . . 

UBS’s articulated reason for his termination was a pretext.” 

Ibid. If Murray proved each of the four elements by a preponderance of the evidence, the District Court instructed,

the burden would shift to UBS to “demonstrate by clear and 

convincing evidence that it would have terminated [Murray’s] employment even if he had not engaged in protected 

activity.” Ibid. 

During deliberations, the jury asked for clarification of

the contributing-factor instruction. The court responded 
 

6 MURRAY v. UBS SECURITIES, LLC 

Opinion of the Court 

that the jury “should consider” whether “anyone with th[e]

knowledge of [Murray’s] protected activity, because of the

protected activity, affect[ed] in any way the decision to terminate [Murray’s] employment.” Id., at 180. When the 

court previewed this response to the parties, UBS indicated

that it “would be comfortable” with that formulation. Id., 

at 140. 

The jury found that Murray had established his §1514A 

claim and that UBS had failed to prove, by clear and convincing evidence, that it would have fired Murray even if he

had not engaged in protected activity. (In that regard, UBS

had argued to the jury that market-wide difficulties and a 

$2-billion loss on a UBS trading desk in London had required the elimination of certain positions, including Murray’s.) The jury also issued an advisory verdict on damages, 

recommending that Murray receive nearly $1 million.

After the trial, UBS again moved for judgment as a matter of law, which the court denied. The court then adopted

the jury’s advisory verdict on damages and awarded an additional $1.769 million in attorney’s fees and costs. UBS 

appealed the decision, and Murray cross-appealed on the 

issues of back pay, reinstatement, and attorney’s fees.

The Second Circuit panel vacated the jury’s verdict and

remanded for a new trial. The court identified the central 

question as “whether the Sarbanes-Oxley Act’s antiretaliation provision requires a whistleblower-employee to prove

retaliatory intent,” and, contrary to the trial court, it concluded that the answer was yes. 43 F. 4th 254, 258 (2022). 

The court acknowledged that the jury instructions correctly

identified the four elements of a §1514A claim, consistent

with Circuit precedent. The court concluded, however, that 

the further instruction on the contributing-factor element 

was wrong as a matter of law.

Looking to the text of §1514A and focusing in on the 

phrase “discriminate . . . because of,” the court nevertheless 

held that “to prevail on the ‘contributing factor’ element of 
Cite as: 601 U. S. ____ (2024) 7 

Opinion of the Court 

a [§1514A] antiretaliation claim, a whistleblower-employee 

must prove that the employer took the adverse employment

action against the whistleblower-employee with retaliatory

intent.” Id., at 259–260. The court noted that this holding

was consistent with its recent “interpretation of nearly

identical language in the Federal Railroad Safety Act.” Id., 

at 260 (discussing Tompkins v. Metro-North Commuter R. 

Co., 983 F. 3d 74 (CA2 2020)). The court further determined that “the district court’s failure to instruct the jury 

on Murray’s burden to prove UBS’s retaliatory intent” was 

not harmless—despite “circumstantial evidence at trial 

that UBS terminated Murray in retaliation for whistleblowing,” such as the close temporal proximity between Murray’s whistleblowing and termination and the fact that 

Schumacher had given Murray a good performance evaluation prior to his whistleblowing. 43 F. 4th, at 262. The 

court concluded that “[r]etaliatory intent is an element of a

section 1514A claim,” and “[t]he district court erred by failing to instruct the jury on Murray’s burden to prove UBS’s 

retaliatory intent.” Id., at 262–263. 

The Second Circuit’s opinion requiring whistleblowers to

prove retaliatory intent placed that Circuit in direct conflict

with the Fifth and Ninth Circuits, which had rejected any 

such requirement for §1514A claims. Compare id., at 262, 

with Halliburton, Inc. v. Administrative Review Bd., 771 

F. 3d 254, 263 (CA5 2014) (per curiam) (holding that retaliatory intent is not an element of a §1514A claim); 

Coppinger-Martin v. Solis, 627 F. 3d 745, 750 (CA9 2010) 

(same). This Court granted certiorari to resolve this disagreement. 598 U. S. ___ (2023). 

III 

Section 1514A’s text does not reference or include a “retaliatory intent” requirement, and the provision’s mandatory burden-shifting framework cannot be squared with 

such a requirement. While a whistleblower bringing a 
 

 

 

8 MURRAY v. UBS SECURITIES, LLC 

Opinion of the Court 

§1514A claim must prove that his protected activity was a 

contributing factor in the unfavorable personnel action, he

need not also prove that his employer acted with “retaliatory intent.”

Before explaining why a §1514A claim does not require 

proof of “retaliatory intent,” it is necessary to understand

what that term means. The Second Circuit seemed to conceive of “retaliatory intent” as “prejudice” or “animus.” 43 

F. 4th, at 259, 261. UBS insists that it means something 

else, arguing that “[t]he Second Circuit mentioned ‘animus’ 

only twice” and that the Circuit explicitly required “a showing of ‘retaliatory intent,’ not hostile feelings toward the 

employee.” Brief for Respondents 27, n. 3. UBS’s circular 

definition does not reveal anything about what “retaliatory

intent” means, however, and UBS itself equated retaliatory 

intent with “animus” in its briefing below. See supra, at 5. 

Thus, consistent with the Second Circuit’s opinion, this 

Court treats “retaliatory intent” as something akin to animus. See also Brief for United States as Amicus Curiae 16 

(suggesting that an employer acts with “retaliatory intent”

“where the employer act[s] out of prejudice, animus, or comparable hostile or culpable intent”). 

A 

The Second Circuit and UBS both rely heavily on the

word “discriminate” in §1514A to impose a “retaliatory intent” requirement on whistleblower plaintiffs. As UBS 

acknowledges, the Second Circuit’s holding was “expressly

predicated” on the word “discriminate.” Brief in Opposition 

11. That word, however, cannot bear the weight that both

the Second Circuit and UBS place on it. 

Consider the statutory text: No employer subject to

Sarbanes-Oxley “may discharge, demote, suspend,

threaten, harass, or in any other manner discriminate 

against an employee in the terms and conditions of employment because of ” the employee’s protected whistleblowing 
 

Cite as: 601 U. S. ____ (2024) 9 

Opinion of the Court 

activity. §1514A(a). To start, the placement of the word 

“discriminate” in the section’s catchall provision suggests

that it is meant to capture other adverse employment actions that are not specifically listed, drawing meaning from 

the terms “discharge, demote, suspend, threaten, [and] harass” rather than imbuing those terms with a new or different meaning. See, e.g., Brogan v. United States, 522 U. S. 

398, 403, n. 2 (1998) (“[W]hen a general term follows a specific one, the general term should be understood as a reference to subjects akin to the one with specific enumeration”). 

Here, there is no dispute that Murray was “discharge[d],”

and so it is not obvious that the “or in any other manner 

discriminate” clause has any relevance to his claim. According to UBS, though, “discriminate” in the catchall provision relates back to and characterizes “discharge,” such

that “to be actionable, discharge must be a ‘manner’ of discriminating.” Brief for Respondents 11. Accepting this

statutory construction argument “for argument’s sake,” as 

this Court did in Bostock v. Clayton County, 590 U. S. 644, 

657 (2020), the question is whether the word “discriminate” 

inherently requires retaliatory intent. It does not. 

In Babb v. Wilkie, 589 U. S. 399 (2020), this Court explained that the “normal definition” of “discrimination” is 

“differential treatment.” Id., at 405 (quoting Jackson v. Birmingham Bd. of Ed., 544 U. S. 167, 174 (2005); internal 

quotation marks omitted). In Bostock, the Court likewise 

observed that “discriminate” typically means simply “‘[t]o 

make a difference in treatment or favor (of one as compared

with others).’” 590 U. S., at 657 (quoting Webster’s New

International Dictionary 745 (2d ed. 1954)). Prohibited discrimination occurs when an employer “intentionally treats

a person worse because of ” a protected characteristic. 590 

U. S., at 658. In elaborating on the meaning of “discriminate,” Bostock made clear that a lack of “animosity” is “irrelevant” to a claim of discrimination under Title VII. Id., 

at 663; see also Automotive Workers v. Johnson Controls, 
 

10 MURRAY v. UBS SECURITIES, LLC 

Opinion of the Court 

Inc., 499 U. S. 187, 199 (1991) (explaining that a prohibition 

on discrimination “does not depend on why the employer

discriminates” or the presence of “malevolent motive”). 

An animus-like “retaliatory intent” requirement is

simply absent from the definition of the word “discriminate.” When an employer treats someone worse—whether 

by firing them, demoting them, or imposing some other unfavorable change in the terms and conditions of employment—“because of ” the employee’s protected whistleblowing activity, the employer violates §1514A. It does not 

matter whether the employer was motivated by retaliatory

animus or was motivated, for example, by the belief that 

the employee might be happier in a position that did not 

have SEC reporting requirements.

The Second Circuit was wrong when it held that the word

“discriminate” in the statute’s catchall provision imposes an

additional requirement that the whistleblower plaintiff 

prove the employer’s “retaliatory intent” or animus. Accepting that the word “discriminate” is relevant to the intent inquiry, the only intent that §1514A requires is the intent to take some adverse employment action against the 

whistleblowing employee “because of ” his protected whistleblowing activity. The statute is clear that whether an 

employer “discriminated” in that sense has to be resolved 

through the contributing-factor burden-shifting framework 

that applies to Sarbanes-Oxley whistleblower claims. 

B 

Statutory context confirms that the word “discriminate”

does not import a “retaliatory intent” requirement: Requiring a whistleblower to prove his employer’s retaliatory animus would ignore the statute’s mandatory burden-shifting 

framework. The burden-shifting framework was conspicuously absent from the Second Circuit’s opinion, and UBS 

now insists that the statute’s burden shifting addresses 

only “causation, not intent.” Brief for Respondents 11. Not 
Cite as: 601 U. S. ____ (2024) 11 

Opinion of the Court 

so. Burden-shifting frameworks have long provided a 

mechanism for getting at intent in employment discrimination cases, and the contributing-factor burden-shifting

framework is meant to be more lenient than most. 

Consider the burden-shifting framework this Court has 

devised for certain Title VII claims. In Watson v. Fort 

Worth Bank & Trust, 487 U. S. 977 (1988), the Court explained that “[i]n order to facilitate the orderly consideration of relevant evidence,” courts rely upon “a series of shifting evidentiary burdens that are ‘intended progressively to 

sharpen the inquiry into the elusive factual question of intentional discrimination.’” Id., at 986 (quoting Texas Dept. 

of Community Affairs v. Burdine, 450 U. S. 248, 255, n. 8 

(1981)). This idea applies with equal force to the statutory 

framework here: Because discriminatory intent is difficult 

to prove, and because employers “contro[l] most of the

cards,” 135 Cong. Rec., at 5033, burden shifting plays the 

necessary role of “forcing the defendant to come forward

with some response” to the employee’s circumstantial evidence, St. Mary’s Honor Center v. Hicks, 509 U. S. 502, 510– 

511 (1993). The result is that the trier of fact has the full 

picture before it and can make the ultimate determination 

as to whether the employer intentionally treated the employee differently, and worse, because of the employee’s protected trait or activity.

The burden-shifting framework provides a means of getting at intent, and Congress here has decided that the

plaintiff ’s burden on intent is simply to show that the protected activity was a “contributing factor in the unfavorable

personnel action.” 49 U. S. C. §42121(b)(2)(B)(i); see 18 

U. S. C. §1514A(b)(2)(C) (explaining that an action brought 

in federal court “shall be governed by the legal burdens of

proof set forth in section 42121(b)”). Once the employee

makes that showing, the burden shifts to the employer to 

“demonstrat[e], by clear and convincing evidence, that the 
 

 

 

12 MURRAY v. UBS SECURITIES, LLC 

Opinion of the Court 

employer would have taken the same unfavorable personnel action in the absence of that behavior.” 49 U. S. C. 

§42121(b)(2)(B)(ii). While many statutes dealing with employment discrimination apply a higher bar, requiring the

plaintiff to show that his protected activity was a motivating or substantial factor in the adverse action, see, e.g., 

EEOC v. Abercrombie & Fitch Stores, Inc., 575 U. S. 768, 

772–773 (2015) (discussing burden in Title VII context), the

incorporation of the contributing-factor standard in 

Sarbanes-Oxley reflects a judgment that “‘personnel actions against employees should quite simply not be based 

on protected [whistleblowing] activities’”—not even a little 

bit. Marano v. Department of Justice, 2 F. 3d 1137, 1141 

(CA Fed. 1993) (quoting S. Rep. No. 100–413, p. 16 (1988)

(discussing WPA); brackets omitted). 

While the Second Circuit attempted to make “retaliatory

intent” a requirement for satisfaction of the “contributing

factor” element, 43 F. 4th, at 259–260, UBS does not ask 

this Court to follow suit, and for good reason. The ordinary 

meanings of the words “contribute” and “factor” suggest

that the phrase “contributing factor” is broad indeed. See 

Webster’s New World College Dictionary 317 (4th ed. 1999) 

(defining “contribute,” in the relevant sense, to mean “to 

have a share in bringing about (a result); be partly responsible for”); id., at 508 (defining “factor” as “any of the circumstances, conditions, etc. that bring about a result”).

Showing that an employer acted with retaliatory animus is

one way of proving that the protected activity was a contributing factor in the adverse employment action, but it is 

not the only way.

Here, the burden-shifting framework worked as it should

to “‘sharpen the inquiry into the elusive factual question of 

intentional discrimination.’” Watson, 487 U. S., at 986 

(quoting Burdine, 450 U. S., at 255, n. 8). The jury heard 

both sides of the story. It then determined that Murray had

shown that his protected activity was a contributing factor 
 

Cite as: 601 U. S. ____ (2024) 13 

Opinion of the Court 

in his firing while UBS had not shown that it would have

taken the same action in the absence of his protected activity. That burden shifting—and not some separate, heavier 

burden on the plaintiff to show “retaliatory intent”—is what 

the statute requires.2 

C 

UBS and its amici argue that, without a retaliatory intent requirement, innocent employers will face liability for 

legitimate, nonretaliatory personnel decisions. See Brief 

for Respondents 33–34; Brief for Chamber of Commerce of 

the United States of America as Amicus Curiae 22–24. UBS 

posits a hypothetical where an employee’s whistleblowing

causes a client to end their relationship with the company,

leaving the whistleblower without any work and ultimately

leading to the elimination of the whistleblower’s position. 

UBS asserts that “[u]nder petitioner’s view, the employer

would be liable for retaliation, despite the absence of any 

intent to retaliate.” Brief for Respondents 34. The statute, 

properly understood, does not lead to that result. 

The statute’s burden-shifting framework provides that

an employer will not be held liable where it “demonstrates, 

by clear and convincing evidence, that [it] would have taken

the same unfavorable personnel action in the absence of ” 

the protected behavior. 49 U. S. C. §42121(b)(2)(B)(ii). The 

right way to think about that kind of same-action causation 

—————— 2UBS also asks this Court to affirm on an alternative basis. UBS 

claims that the Second Circuit held that the initial jury instruction on

the contributing-factor element, which allowed the jury to find that Murray’s protected activity was a contributing factor if it “ ‘tended to affect in 

any way UBS’s decision to terminate [his] employment,’ ” independently 

required the court to set aside the jury’s verdict. Brief for Respondents 

47. UBS is wrong to characterize the Second Circuit’s footnoted discussion of this instruction as an alternative holding. See 43 F. 4th 254, 259, 

n. 4 (2022). On remand, the Second Circuit remains free to consider 

UBS’s separate argument regarding this initial instruction, but this 

Court did not grant certiorari to address that issue. 
 

14 MURRAY v. UBS SECURITIES, LLC 

Opinion of the Court 

analysis is to “change one thing at a time and see if the outcome changes.” Bostock, 590 U. S., at 656. The question is 

whether the employer would have “retain[ed] an otherwise

identical employee” who had not engaged in the protected 

activity. Id., at 660. As the Federal Circuit has explained

in the WPA context, the same-action analysis “does not require . . . that the adverse personnel action be based on 

facts ‘completely separate and distinct from protected whistleblowing disclosures.’” Watson v. Department of Justice, 

64 F. 3d 1524, 1528 (1995). In that case, the correct inquiry 

was whether the employer would have taken the same action if it had learned of the contents of the employee’s protected disclosure through other means. Ibid. In UBS’s hypothetical, the relevant inquiry would be whether the 

employer still would have fired the employee if the client

had left for some other reason. If so, it will have no trouble 

prevailing under the statute.

To be sure, the contributing-factor framework that Congress chose here is not as protective of employers as a 

motivating-factor framework. That is by design. Congress

has employed the contributing-factor framework in contexts where the health, safety, or well-being of the public 

may well depend on whistleblowers feeling empowered to

come forward. This Court cannot override that policy choice 

by giving employers more protection than the statute itself 

provides. 

* * * 

A whistleblower who invokes 18 U. S. C. §1514A bears

the burden to prove that his protected activity “was a contributing factor in the unfavorable personnel action alleged 

in the complaint,” 49 U. S. C. §42121(b)(2)(B)(i), but he is 

not required to make some further showing that his employer acted with “retaliatory intent.” The judgment of the

U. S. Court of Appeals for the Second Circuit is reversed for

the reasons explained above, and the case is remanded for 
Cite as: 601 U. S. ____ (2024) 15 

Opinion of the Court 

further proceedings consistent with this opinion. 

It is so ordered. 
_________________ 

_________________ 

Cite as: 601 U. S. ____ (2024) 1 

ALITO, J., concurring 

SUPREME COURT OF THE UNITED STATES 

No. 22–660 

TREVOR MURRAY, PETITIONER v. UBS SECURITIES, 

LLC, ET AL. 

ON WRIT OF CERTIORARI TO THE UNITED STATES COURT OF 

APPEALS FOR THE SECOND CIRCUIT 

[February 8, 2024]

 JUSTICE ALITO, with whom JUSTICE BARRETT joins, concurring. 

I agree with the Court that a plaintiff suing under the

whistleblower-protection provision of the Sarbanes-Oxley 

Act need not prove that his or her employer acted with “animus,” a term that denotes “prejudic[e]” or “ill will.”* Merriam-Webster’s Collegiate Dictionary 46 (10th ed. 1996); 

American Heritage Dictionary 73 (3d ed. 1992). The statute 

makes no mention of “animus” or any of its synonyms, and 

we have no ground for adding it in as an additional, nonstatutory requirement. I write separately to explain in simple terms how the statute works and to reiterate that our 

rejection of an “animus” requirement does not read intent 

out of the statute. Rather, as the Court confirms, a plaintiff 

must still show intent to discriminate. Ante, at 9. 

A Sarbanes-Oxley plaintiff must ultimately prove that 

his or her employer “discharge[d], demote[d], suspend[ed], 

threaten[ed], harass[ed], or in any other manner discriminate[d] against” him or her “because of ” protected whistleblowing. 18 U. S. C. §1514A(a). The phrase “in any other 

manner discriminate” suggests that the adverse action— 

—————— 

*The Court uses the term “retaliatory intent” as a synonym for “animus.” See ante, at 8. All references in the opinion to “retaliatory intent” 

must be understood to carry that meaning. 
 

2 MURRAY v. UBS SECURITIES, LLC 

ALITO, J., concurring 

here, petitioner’s discharge—must be a form of discrimination. Cf. Massachusetts v. EPA, 549 U. S. 497, 557 (2007) 

(Scalia, J., dissenting) (noting that when a catchall phrase

is “limited,” the other items in the list “must be viewed . . . 

in light of that category”). And a discriminatory discharge

that is made “because of ” a particular factor necessarily involves an intentional choice in which that factor plays some

role in the employer’s thinking. As the Court puts it, the

plaintiff must prove that the employer “‘intentionally 

treat[ed the plaintiff] worse because of ’” the protected conduct. Ante, at 9 (quoting Bostock v. Clayton County, 590 

U. S. 644, 658 (2020)).

To structure the presentation of proof in a case brought 

under the whistleblower-protection provision, SarbanesOxley adopts a burden-shifting framework. See 18 U. S. C. 

§1514A(b)(2)(C); 49 U. S. C. §42121(b)(2)(B). This framework provides the “mechanism for getting at” discriminatory intent. Ante, at 11. Under this framework, the plaintiff must show that differential treatment was at least in 

part “because of” his or her protected conduct, §1514A(a),

and was thus a “contributing factor” in the employer’s decision-making process. §42121(b)(2)(B)(iii). This requires

proof of intent; that is, the plaintiff must show that a reason 

for the adverse decision was the employee’s protected conduct. The plaintiff need not prove that the protected conduct was the only reason or even that it was a principal reason for the adverse decision. Showing that it “help[ed] to 

cause or bring about” that decision is enough. Concise Oxford Dictionary 310 (10th ed. 1999); Webster’s Third New

International Dictionary 496 (1993) (defining “contributing” as “ha[ving] a part in producing an effect”).

If the plaintiff makes that showing, the statute’s intent 

requirement is met, and the only open question is causation. On that element, the burden shifts to the employer to

prove “by clear and convincing evidence that [it] would have

taken the same unfavorable personnel action” alleged in the 
Cite as: 601 U. S. ____ (2024) 3 

ALITO, J., concurring 

complaint. §42121(b)(2)(B)(iv). In other words, it must 

show that the plaintiff ’s protected conduct did not cause the

challenged employment decision. And if the employer satisfies that burden, the element of causation has not been 

proved.

On the understanding that this is the interpretation

adopted today, I join the opinion of the Court.