Flowers Foods, Inc. v. Brock

    Issues

    Are last-mile delivery drivers exempt from the Federal Arbitration Act, which exempts “seamen, railroad employees, or any other class of workers engaged in foreign and interstate commerce?"

    Oral argument:
    March 25, 2026
    Court below:
    United States Court of Appeals for the Tenth Circuit

    This case asks the Supreme Court to decide whether last-mile delivery drivers—drivers who transport interstate goods to their final destination but who do not themselves cross state lines—are exempt from the Federal Arbitration Act (“FAA”), which mandates arbitration of certain employer-employee disputes. The FAA exempts “seamen, railroad employees, or any other class of workers engaged in foreign and interstate commerce.” Driver Angelo Brock argues that last-mile drivers engage in interstate commerce, even though they themselves do not cross state lines, because their work entails transporting goods along their interstate journey. Brock’s employer, Flowers Foods, contends that last-mile drivers are not engaged in interstate commerce, because they work entirely within one state and do not directly interact with vehicles that crossed state lines. This case carries implications impacting employee welfare and judicial resources. 

    Questions as Framed for the Court by the Parties

    Whether workers who deliver locally goods that travel in interstate commerce—but who do not transport the goods across borders nor interact with vehicles that cross borders—are “transportation workers” “engaged in foreign or interstate commerce” for purposes of the exemption in Section 1 of the Federal Arbitration Act.

    Facts

    Petitioners Flowers Foods, Inc. and its subsidiaries (collectively, “Flowers”) operate a company that makes and sells prepackaged baked goods like small breads and cakes. Flowers sells the rights to distribute its products in specific geographic areas to different independent distributors throughout the United States. In general, Flowers is responsible for baking, packaging, and marketing the goods. In turn, the network of distributors buys the goods from Flowers and is responsible for delivery to retail locations, stocking shelves, and maintaining positive customer relations. Respondent Angelo Brock, through his company, Brock, Inc., contracted with Flowers to distribute Flowers’ goods in Colorado.

    Under Flowers’ “direct-store-delivery” system, Brock orders products from Flowers, who then produces the goods at their various production facilities outside of Colorado. Flowers then delivers the baked goods to a warehouse in Colorado, unloads the goods themselves, and places them in a designated area where Brock, can pick them up, an arrangement known in the industry as a “last-mile” driver. Without interacting with Flowers’ delivery trucks, Brock picks the products up from the warehouse, loads them onto his own vehicle, and delivers them to his customers.

    Because Brock and Flowers’ other distributors are technically independent entities and not employees, Flowers has acted as though minimum wage and overtime laws did not apply to their relationship. Brock and several other distributors filed a class action lawsuit in the United States District Court for the District of Colorado, alleging that Flowers “misclassifie[d] its delivery-driver distributors as independent contractors to systematically underpay [them].” Flowers moved to compel arbitration and to either dismiss or stay the lawsuit pending arbitration, claiming that the parties’ distribution contract contained an arbitration agreement that required any dispute arising out of the contract to be arbitrated rather than litigated in court.

    The district court denied Flowers’s motion, holding that Section 1 of the Federal Arbitration Act (“FAA”), which contains an exemption clause, exempting from arbitration “seamen, railroad employees, or any other class of workers engaged in foreign or interstate commerce,” applied to Brock because his work engaged in interstate commerce. Flowers appealed the district court decision to the United States Court of Appeals for the Tenth Circuit. The Tenth Circuit affirmed the lower court decision. 

    On February 14, 2025,Flowers petitioned the Supreme Court of the United States for a writ of certiorari, which was granted on October 20, 2025. 

    Analysis

    STATUTORY TEXT AND PRECEDENT

    Flowers argues that Brock is not in the category of workers contained in the FAA’s exemption clause. Specifically, Flowers contends that the exemption clause in does not encompass last-mile drivers like Brock. Flowers maintains that Brock does not himself transport goods across state lines. Flowers claims that it is irrelevant that the goods Brock transports previously travelled across state lines as long as he did not participate himself. Flowers contends that it is instead the character of Brock’s work, which is contained solely in Colorado, that is relevant.

    Flowers claims that Southwest Airlines v. Saxon’s holding that “engaged in . . . interstate commerce” means either “actively and personally tak[ing] part in the movement of goods across borders” or doing work “so closely related to interstate transportation as to be practically a part of it,” counsels against including last-mile drivers in the exemption clause. Flowers argues that Brock is simply not engaged in interstate commerce because he is not involved in moving the goods across state lines and only deals with the goods after their journey has been completed. Further, Flowers disputes the relevance of Saxon’s holding, that airline baggage handlers who loaded baggage onto planes before the planes traveled interstate were engaged in interstate commerce within the meaning of the catchall provision, to this case. Specifically, Flowers argues that since Brock does not directly interact with vehicles that travel across state lines, he is distinguishable from the baggage handlers in Saxon, who directly interacted with the instrumentalities of interstate commerce.

    Similarly, Flowers maintains that older Supreme Court cases which suggested that certain last-mile seamen and railroad workers “engaged in interstate commerce” have no bearing here. Flowers argues that the workers in those cases took ships or railcars that had travelled across state lines on the final intrastate leg of the journey—unlike Brock, whose truck never leaves Colorado. Thus, Flowers contends, there is no precedential support for exempting Brock from the FAA as a worker engaged in interstate commerce.

    Brock counters that last-mile drivers like himself are involved in the final step of an interstate journey, and, therefore, engaged in interstate commerce. Brock contends that his work is not just “so closely related to interstate transportation as to be a part of it,” but that his work “is interstate transport,” insofar as it entails hauling goods to the end of their continuous interstate journey from manufacturer to purchaser. Brock maintains that last-mile “seamen” and “railroad employees” are included in their respective sections of the exemption and the catchall provision should thus be interpreted in the same way.

    Brock claims that the meaning of the phrase “engaged in interstate commerce” when the FAA was passed in 1925 confirms this understanding. Brock contends that the Court’s analogous Commerce Clause decisions at the time show that interstate transportation only concludes when the transported goods reach their final destination. Brock cites multiple Supreme Court decisions holding that transportation continues to be interstate, even if the goods temporarily stop at a warehouse or change title, even within the state of the goods’ final destination, which is exactly what happened in this case. Further, Brock notes that workers who transported goods shipped interstate were deemed to be “engaged in interstate commerce,” even if they themselves only transported the goods within a single state—both for purposes of the Commerce Clause and the applicability Federal Employers Liability Act (“FELA”).

    Turning to more recent precedent, Brock contends that Saxon is consistent with early-twentieth century cases and supports his position that last-mile drivers are exempt under § 1, even if their activities take place wholly within a single state. Contrary to Flowers’ argument, Brock claims that Saxon exempts baggage handlers from the FAA not because “they touch vehicles that have crossed borders” but because “they handle goods traveling in interstate and foreign commerce.” Therefore, Brock says, last-mile drivers—who do the same—should also be exempt.

    PURPOSE AND HISTORY OF THE FAA

    Flowers argues that the purpose of the FAA, as reflected in the history surrounding its passage—and the purpose and history of related legislation—implies that last-mile drivers are not exempt from the FAA. First, Flowers posits that the reason certain workers were included in the exemption clause was that existing dispute-resolution statutes already covered those particular workers. For example, Flowers posits that the Shipping Commissioners Act of 1872 covered disputes between seamen on interstate (or international) voyages and their employers, and therefore the FAA intended to exempt only such seamen from the FAA. Similarly, Flowers contends that the Transportation Act of 1920, applied generally to railroad workers who worked on interstate lines. Thus, Flowers argues that the FAA could not have intended the exception of intrastate last-mile railroad workers or seamen to suggest that other intrastate last-mile transportation workers are excluded as well. Flowers additionally argues that Congress could not have intended to exempt last-mile drivers when it passed the FAA in 1925, because its powers to legislate under the Commerce Clause, as then understood, would not have extended to employer-employee disputes between private employers and workers working wholly intrastate.

    Brock argues that Flowers’ speculation about the purpose of the FAA, even if correct, would not be enough to override the “ordinary, contemporaneous meaning of the statute’s terms.” Nonetheless, Brock contests Flowers’ interpretation of the FAA’s history and purpose. In particular, Brock claims that the Transportation Act of 1920 did not exclude all intrastate workers; rather, Brock claims that only workers on rail and streetcar lines that were wholly intrastate were excluded. In other words, Brock asserts that last-mile railroad workers would have been covered by the Transportation Act and therefore were intended to be exempt from the exemption clause’s catchall provision. Brock similarly contests Flowers’ evidence that no intrastate seamen were covered by the Shipping Commissioners Act (and were therefore intended to be covered by the FAA). Specifically, Brock argues that even seamen who navigated rivers internal to a single state and specialized seamen who only piloted ships in congested harbors would have been covered by the Shipping Commissioners Act, and therefore would have been exempt from the FAA. Additionally, Brock argues that even supposing Congress in 1925 thought it only had the authority to regulate disputes between employers and their employees “engaged in interstate transportation,” last-mile drivers like Brock are engaged in interstate transportation—for reasons discussed above—and so would have been covered by § 1’s exemption clause.

    Discussion

    EMPLOYEE & CONSUMER WELFARE

    The Chamber of Commerce of the United States of America, et al. (collectively, “The Chamber of Commerce”), in support of Flowers, argues that expanding the application of the FAA will limit arbitration and block employers and employees alike from the benefits of the arbitration process. The Chamber of Commerce contends that arbitration proceedings are, on average, resolved significantly faster and with significantly less expense than disputes argued in court. The Chamber of Commerce further claims that employees win their cases far more often through arbitration than in court, and the median monetary awards in the studied cases was nearly double via arbitration than via the courts. Thus, the Chamber of Commerce argues that if the Court here holds in favor of Brock, all of these employee benefits will be lost as many arbitration agreements will become unenforceable. Additionally, the Chamber of Commerce argues that as litigation replaces arbitration, the high costs of litigation will be passed onto both consumers and employees in the form of price increases and wage reductions. Finally, Missouri and four other states contend that businesses would cease to operate in regions with anti-arbitration policies like New York and California. 

    AARP and AARP Foundation (collectively, “AARP”), in support of Brock, argue that if the Court decides for Flowers, it will effectively remove FAA protections for truck drivers like Brock and will expose the upwards of 3.7 million workers in the trucking industry to unfair labor practices with little path toward a remedy. AARP contends that lawsuits and testimony before Congress have demonstrated a prevalence of “predatory truck leasing schemes and violations of wage-and-hour laws,” both of which are illegal practices that can drastically reduce the take-home pay and financial freedom of truck drivers. Further, AARP argues that the wage theft common to the industry can, and has, driven net truck driver pay below the poverty line. AARP explains thatthis directly threatens the financial security of the workforce necessary for freight transport throughout the United States. According to both Congress and litigation history, AARP argues, the best path to justice from labor law violations is a class action lawsuit, the success of which will be made significantly more difficult if the Court here decides in favor of Flowers.

    IMPACTS ON THE JUDICIARY

    The Washington Legal Foundation (“Washington Legal”), in support of Flowers, argues that to decide for Brock and render the many arbitration agreements unenforceable would dramatically increase litigation. The Chamber of Commerce claims that, even where a dispute is ultimately arbitrated, there will likely be complex and lengthy discovery processes in each case where the courts must determine if the FAA applies. Amazon.com, Inc. (“Amazon”) contends that there are so many different types of transportation workers and processes in our modern economy that without the bright-line rule suggested by Flowers, every single dispute will be uncertain and require extensive case-by-case analysis. Washington Legal maintains that a reading of the FAA in favor of Brock will, in future cases, require “mini-trials” that reduce judicial economy: more court resources–time, personnel, and money that could be processing other cases–will be used by each case.

    AARP, in support of Brock, maintains that the best way to prevent unfair wage practices is litigation, not arbitration, as has previously been acknowledged by both the legislature and the judicial branch. The National Academy of Arbitrators (“NAA”), in favor of Brock, argues that the Court can avoid “piecemeal litigation” in lower courts by clarifying the test to determine whether workers are engaged in interstate commerce, thereby allowing workers to bring cases without creating extensive litigation. Further, the NAA notes that if the Court decides for Brock and clarifies the legal rule at issue, all parties, including the courts, businesses, and impacted workers, will benefit from the greater clarity and consistency of legal reasoning and decisions. Brock argues that, despite arguments to the contrary, determining whether an employee is an interstate worker requires minimal inquiry for courts. Brock further argues that even in disputes where courts must consider cases on the margins, courts can easily rely on extensive precedent to make their determinations.

    Conclusion

    Authors

    Written by: Quinn E. Ackerman and Daniel Lempert

    Edited by: Garrett Taylor

    Additional Resources