Stone v. Wells Fargo Bank, N.A., 361 F. Supp. 3d 539

Background

Plaintiff Meghan Stone, a Wells Fargo customer, sued Wells Fargo in Maryland state court alleging wrongful removal of approximately $45,000 from her accounts and related harms, including criminal prosecution claims. The suit asserted ten counts (conversion, unjust enrichment, breach of fiduciary duty, negligence, malicious prosecution, etc.).
Wells Fargo removed the case to federal court based on diversity jurisdiction and moved to compel arbitration under the account Agreement's arbitration clause and to dismiss the action.
Stone conceded Counts I–VI.B were subject to arbitration but argued Counts VII–IX (Negligence, Respondeat Superior, Malicious Prosecution) were not covered because they allegedly involved accounts for which she had no Agreement and related to criminal proceedings.
The Account Agreement contained a broad arbitration clause applying to disputes relating in any way to services, accounts, or means of accessing accounts, and it incorporated the AAA Rules (including a provision vesting the arbitrator with power to decide arbitrability).
The court held that incorporation of the AAA Rules did not constitute "clear and unmistakable" evidence that an unsophisticated consumer agreed to delegate arbitrability; therefore the court (not an arbitrator) would decide arbitrability for Counts VII–IX.
The court concluded Counts VII–IX (negligence, respondeat superior, malicious prosecution) were arbitrable because each had a significant relationship to Stone's use of Wells Fargo accounts and the bank’s services; the court granted the motion and dismissed the action.

Issues

Issue	Plaintiff's Argument	Defendant's Argument	Held
Who decides gateway arbitrability (court or arbitrator)?	Stone: incorporation of AAA Rules does not show she clearly agreed to delegate arbitrability; court should decide.	Wells Fargo: the Agreement incorporates AAA Rules (including arbitrator-delegation) so arbitrator should decide.	Court: incorporation of AAA Rules here does not show "clear and unmistakable" intent by an unsophisticated consumer; court decides arbitrability.
Are Counts VII–IX arbitrable under the Agreement?	Stone: these counts concern criminal-prosecution-related conduct and accounts not covered by her Account Agreement, so not within arbitration scope.	Wells Fargo: claims arise from bank services/accounts and therefore fall within the broad arbitration clause.	Court: Counts VII–IX are arbitrable because they bear a significant relationship to Stone's accounts, services, and use of bank facilities.
Remedy once claims are arbitrable (stay vs. dismissal)?	Stone: (implicit) seeks to proceed in court.	Wells Fargo: seeks dismissal after compelling arbitration.	Court: all claims are arbitrable so dismissal of the action is appropriate.
Standard for interpreting arbitration clause scope	Stone: contract interpretation/ambiguity favors court resolution; narrow reading for her claims.	Wells Fargo: broad clause and FAA policy favor arbitration of disputes with any relation to accounts/services.	Court: applies federal policy favoring arbitration but interprets clause under Maryland contract law; resolves doubts in favor of arbitration and finds clause broad enough to cover claims.

Key Cases Cited

McCormick v. Am. Online, Inc., 909 F.3d 677 (4th Cir. 2018) (FAA enforces arbitration agreements and governs removal jurisdiction for arbitration disputes)
Adkins v. Labor Ready, Inc., 303 F.3d 496 (4th Cir. 2002) (elements to compel arbitration and mandatory stay under FAA)
Choice Hotels Int'l, Inc. v. BSR Tropicana Resort, Inc., 252 F.3d 707 (4th Cir. 2001) (dismissal may be appropriate when all issues are arbitrable)
First Options of Chicago, Inc. v. Kaplan, 514 U.S. 938 (U.S. 1995) (clear-and-unmistakable standard required to delegate arbitrability to arbitrator)
Simply Wireless, Inc. v. T-Mobile US, Inc., 877 F.3d 522 (4th Cir. 2017) (incorporation of arbitral rules can be clear-and-unmistakable when parties are sophisticated)
Prima Paint Corp. v. Flood & Conklin Mfg. Co., 388 U.S. 395 (U.S. 1967) (broad arbitration clauses cover disputes "arising out of or relating to" the agreement)