Rebecca Vollmer vs. Hicks Enrichment Resource Outreach Enlightenment Services, LLC, d/b/a H.E.R.O.E.S and Florence Rainey-Hicks

REBECCA VOLLMER, ) ) WD87747 Respondent, ) v. ) OPINION FILED: ) HICKS ENRICHMENT RESOURCE ) December 23, 2025 OUTREACH ENLIGHTENMENT ) SERVICES, LLC, D/B/A H.E.R.O.E.S. ) AND FLORENCE RAINEY-HICKS, ) ) Appellants. ) ) Appeal from the Circuit Court of Boone County, Missouri The Honorable J. Hasbrouck Jacobs, Judge Before Division Three: Alok Ahuja, Presiding Judge, Mark D. Pfeiffer, Judge, and Thomas N. Chapman, Judge

Defendants 1 Florence Rainey-Hicks ("Rainey-Hicks") and Hicks Enrichment Resource Outreach Enlightenment Services, LLC ("H.E.R.O.E.S." and, together with Rainey Hicks, "Defendants") appeal a judgment of the Circuit Court of Boone County that approved a class action settlement. On appeal, Rainey-Hicks argues that the trial

1 Although the proper terminology for the respective parties on appeal would be appellants and respondents, we use the parties' status in the trial court in this opinion with the hope that the use of these terms provides additional clarity.

2 court erred in entering judgment against her individually because such entry of judgment granted relief outside of the pleadings. H.E.R.O.E.S. argues that the trial court erred in entering judgment against it because H.E.R.O.E.S. was not bound by the settlement agreement reached after mediation. The judgment is affirmed. Background In May of 2022, Rebecca Vollmer ("Vollmer"), individually and on behalf of a class of plaintiffs, (together, "Plaintiffs"), filed a petition naming Rainey-Hicks and H.E.R.O.E.S. as defendants. The petition indicated that the term H.E.R.O.E.S. referred to both H.E.R.O.E.S. and Rainey-Hicks when used in the petition. The petition alleged that, upon information and belief, Rainey-Hicks had complete control over H.E.R.O.E.S. Plaintiffs alleged that they worked for H.E.R.O.E.S. providing care and services for persons with mental and developmental disabilities; and that Plaintiffs were not paid time-and-a-half when they worked more than 40 hours per workweek, as required by the Missouri Minimum Wage Law. Plaintiffs alleged that, when Rainey-Hicks was asked about time-and-a-half pay, Rainey-Hicks responded, "I don't pay overtime that way." The petition contained allegations regarding the appropriateness of certifying the claim as a class action under Rule 52.08. Plaintiffs requested that the court certify the claim as a class action and award compensatory damages, liquidated damages, pre- and post- judgment interest, and attorney's fees and costs. Defendants H.E.R.O.E.S. and Rainey-Hicks filed a joint answer.

3 In January of 2023, the parties filed a joint stipulation to stay discovery in the case while the parties explored whether a class-wide resolution and settlement was possible. The circuit court appointed interim class counsel for Plaintiffs. In August of 2023, the parties participated in mediation. The mediation resulted in a signed, one-page document labeled "Settlement Terms Sheet." The document indicated that the parties had arrived at a settlement agreement in principle, contingent upon court approval based on the process for class action settlement approval under Missouri law. The document indicated that the parties mutually agreed that Vollmer would release her claims in the case; that Defendants would not oppose class certification for purposes of settlement; that the settlement class would be an opt-out only class; that a long-form settlement agreement would be forthcoming; and that the parties had full authority to enter into the agreement. The document also included terms regarding payment and interest. The document contained a place for the parties to sign and date the agreement and contained a signature and the date of August 3, 2023, "on behalf of" Vollmer, a second signature and the date of August 3, 2023, "on behalf of" H.E.R.O.E.S., and a third signature and the date of August 3, 2023, "on behalf of" Rainey-Hicks. Each of the three signatures was a distinct signature. In February of 2024, a new attorney filed an entry of appearance on behalf of Defendants. Defendants' previous attorney was given leave to withdraw. In April of 2024, Plaintiffs filed a motion to enforce the parties' settlement agreement. The motion asserted that the parties had signed and executed a settlement

4 terms sheet, which was attached to the motion as Exhibit 1. The motion asserted that Plaintiffs' counsel had conferred with both Defendants' previous counsel and Defendants' current counsel and had presented a long-form settlement agreement, but the parties had yet to execute the long-form settlement agreement. Defendants filed suggestions in opposition to the motion to enforce in which Defendants made a number of arguments as to why they believed the Settlement Terms Sheet should not be enforced. Regarding whether the parties had signed the Settlement Terms Sheet, Defendants expressly asserted: "On August 3, 2023, the parties signed a 'Settlement Terms Sheet.'" On May 28, 2024, the trial court held a hearing on Plaintiffs' Motion to Enforce Settlement. Vollmer testified that she was aware that her attorney was engaged in settlement communications with Defendants in the summer of 2023; that a settlement offer had been communicated to Defendants; that Vollmer's attorney had been given authority to make a settlement with Rainey-Hicks and her attorney at the time; and that Vollmer was not present at a mediation that took place. Vollmer also provided some testimony regarding her employment by H.E.R.O.E.S. Rainey-Hicks testified that she was the individual defendant in the case; that H.E.R.O.E.S. was a separate entity; that Rainey-Hicks owned other businesses, including a daycare; and that employees of H.E.R.O.E.S. would occasionally be directed to work at the daycare.

5 Rainey-Hicks provided further testimony regarding her initial attorney, who she had hired to represent her and act on her behalf in this litigation. Rainey-Hicks testified that she was present at the mediation, which took place at her previous attorney's office; that the mediation was voluntary; and that Rainey-Hicks signed the settlement sheet. Rainey-Hicks testified that she signed the sheet for herself but not for H.E.R.O.E.S. The settlement terms sheet was introduced as an exhibit and admitted into evidence without objection. Rainey-Hicks provided testimony that the exhibit was "a true and accurate representation of the document that was signed at the end of th[e] mediation." When asked whether her attorney had also signed the document, Rainey-Hicks testified that she was "not sure" whether her attorney had signed the document. When directed to the signature on the document on the line reserved for H.E.R.O.E.S. – a signature that begins with the same letter as the name of her attorney at the time of the mediation – Rainey-Hicks testified that she did not know what her attorney's signature looked like. Rainey-Hicks acknowledged that the only other person in the room with her and her attorney at the mediation was the mediator. Rainey-Hicks further testified that she could not remember her communications with her previous attorney; that she did not know whether or when her previous attorney was acting on her behalf; that she did not know when a long-form settlement agreement was circulated; and that she was refusing to sign the long-form settlement agreement. At the end of the hearing, Plaintiffs requested specific performance of the settlement terms sheet. Defendants argued that there were different signatures on the

6 terms sheet on behalf of H.E.R.O.E.S. and Rainey-Hicks. Defendants argued that H.E.R.O.E.S. never agreed to the settlement and argued that the petition did not present any claims against Rainey-Hicks. Defendants also argued that the agreement was unconscionable. On rebuttal, Plaintiffs pointed out that Rainey-Hicks was the sole owner of H.E.R.O.E.S. The trial court took the matter under advisement. On June 4, 2024, the trial court entered an order granting Plaintiffs' Motion to Enforce Settlement Agreement. The trial court found that the parties in the case agreed to a settlement in principle following voluntary participation in mediation; that the parties were represented by counsel and had full authority to enter into a settlement agreement; that Plaintiffs proved the existence of the settlement agreement by clear, convincing, and satisfactory evidence; and that Plaintiffs were entitled to specific performance of the settlement agreement. More than four months after the trial court's order granting Plaintiffs' motion to enforce, Defendants filed a motion for reconsideration. Despite having previously indicated to the trial court (in their suggestions in opposition to the motion to enforce) that the parties had signed the agreement, Defendants took the position that the parties had merely "purportedly" signed the agreement and that there was insufficient evidence that anyone with authority to bind H.E.R.O.E.S. had signed the agreement. Defendants also argued that Plaintiffs' petition had not asserted a claim against Rainey-Hicks individually such that the trial court had no authority to enforce the settlement agreement

7 that Rainey-Hicks acknowledged she had signed. Defendants also argued the agreement was unconscionable. Plaintiffs filed suggestions in opposition arguing that Rainey-Hicks could bind H.E.R.O.E.S. as its sole owner; that Rainey-Hicks authenticated the settlement agreement, which was received into evidence without objection; and that Rainey-Hicks admitted that she signed the document, which provided that "[t]he parties represent that they have full authority to enter into this agreement." Plaintiffs also argued that they had asserted claims against Rainey-Hicks and H.E.R.O.E.S., and that if Rainey-Hicks had wished to argue that she was an improper Defendant in the case, then that issue should have been raised and litigated prior to settlement. Plaintiffs further argued that the settlement agreement was fair and reasonable. The trial court held a hearing on Defendants' motion to reconsider. Defendants argued that the "Settlement Terms Sheet" contained different signatures for Rainey-Hicks and H.E.R.O.E.S. and that there was no evidence of who signed on behalf of H.E.R.O.E.S. Defendants also argued that the trial court could not enforce the settlement agreement because Plaintiffs' petition had not sufficiently pled allegations for piercing the corporate veil such that it was unfair to hold Rainey-Hicks to the terms in the document she signed. During the hearing, Defendants did not argue that someone other than Rainey-Hicks' attorney at the time had signed the Settlement Terms Sheet, and did not argue that Rainey-Hicks' attorney lacked authority to enter into the Settlement Terms Sheet.

8 Plaintiffs expressed confusion regarding Defendants' arguments. Plaintiffs recognized that the signature for Rainey-Hicks and the signature for H.E.R.O.E.S. were different signatures, but represented that the document was signed by Defendants' attorney at the time of mediation. Plaintiffs also recognized that the sole owner of H.E.R.O.E.S., Rainey-Hicks, had admitted that she had agreed to the terms of the settlement agreement. Plaintiffs argued that the case had already settled, and that the purpose of settling was to avoid the litigation of issues that Defendants were trying to introduce to avoid the terms to which they had agreed. Defendants argued that the trial court should keep the case open and subpoena Rainey-Hicks' prior attorney; that the Defendants should be allowed to continue engaging in discovery; and that the Defendants should be allowed to litigate whether class certification was appropriate. Plaintiffs argued that the only people present at the mediation were Rainey-Hicks, her attorney, and the mediator; that Rainey-Hicks knew who signed on behalf of H.E.R.O.E.S.; and that the signature was her attorney's signature. On October 15, 2024, the trial court entered an order granting preliminary approval of the class action settlement. Thereafter, Plaintiffs moved for final approval of the class action settlement. On December 23, 2024, the trial court entered judgment granting approval of the class action settlement. Defendants now appeal to this court.

9 Standard of Review "This Court will affirm a trial court's judgment in a court-tried case unless there is no substantial evidence to support it, it is against the weight of the evidence, or it erroneously declares or applies the law." Puga v. Nephrite Fund I, LLC, 697 S.W.3d 783, 790-91 (Mo. App. W.D. 2024) (quoting Hunter v. Moore, 486 S.W.3d 919, 925 (Mo. banc 2016)). Appellate courts "defer to the trial court's findings of fact, recognizing the superior ability of the trial court to judge the credibility of the witnesses." Id. at 791 (citation omitted). Analysis Defendants raise two points on appeal. In point one, Rainey-Hicks argues that Plaintiffs' petition did not contain allegations against Rainey-Hicks in her individual capacity such that the trial court had no authority to grant relief on a matter outside of the pleadings. In point two, H.E.R.O.E.S. argues that it was not bound by the settlement terms sheet because there was no evidence regarding who signed the agreement on behalf of H.E.R.O.E.S. We address these points in turn. Point One Rainey-Hicks argues that the trial court lacked authority to grant the motion to enforce the settlement agreement as against her due to her assertion that Plaintiffs' petition did not include a claim against her individually. Thus, according to Rainey- Hicks, the trial court erroneously granted relief beyond that pled in Plaintiffs' petition. We disagree.

10 Rainey-Hicks misunderstands the nature of the proceedings before the trial court. "A motion to enforce a settlement adds to the underlying case a collateral action seeking specific performance of the agreement." Eaton v. Mallinckrodt, Inc., 224 S.W.3d 596, 599 (Mo. banc 2007). When parties reach a settlement agreement in a pending case, the trial court's entry of judgment is based on the terms of the parties' agreement. See Lavelock v. Cooper Tire & Rubber Co., 169 S.W.3d 865, 866 (Mo. banc 2005). In this matter, Plaintiffs filed a motion to enforce the settlement agreement that Rainey-Hicks signed. Plaintiffs' motion to enforce sought specific performance of the settlement agreement rather than requesting that the trial court award relief based on the previously filed petition. Accordingly, whether to grant specific performance of the parties' agreement was an issue that was directly presented to the trial court in the motion to enforce in the action created by the motion to enforce. See Eaton, 224 S.W.3d at 599. As this issue was directly presented to the trial court in the action created by the motion to enforce, the trial court did not go beyond the issues raised before it in determining whether to grant the motion to enforce the parties' agreement. In other words, this case does not present a scenario in which a trial court granted relief following a trial on the merits of a plaintiff's claims brought in a petition or tried by consent. This case did not involve a trial on the claims in Plaintiffs' petition, but instead involved a request to enforce an agreement reached by the parties while the litigation was pending – an agreement reached to avoid further litigation, such as a trial on the merits of

11 Plaintiffs' claims. This distinction makes the cases relied upon in Defendants' opening brief to be of little to no relevance in this matter. 2

Moreover, Defendants misrepresent the nature of Plaintiffs' petition. The petition clearly named Rainey-Hicks as a defendant and sought relief against Rainey-Hicks. Defense counsel clearly recognized that the petition brought a lawsuit against both Rainey-Hicks and H.E.R.O.E.S. The first question defense counsel asked during cross- examination of Plaintiff Vollmer at the hearing on the motion to enforce was as follows:

2 Defendants' reply brief relies on Residential & Resort Associates, Inc. v. Wolfe, 274 S.W.3d 566, 569 (Mo. App. W.D. 2009), to argue that the trial court's authority to grant relief is limited to that sought in the petition even when a party seeks to enforce the terms of a settlement agreement reached while the litigation was pending. Id. However, that is not what Wolfe held. Wolfe addressed a case in which a plaintiff had sought relief in a motion to enforce a settlement despite the fact that the settlement did not arise from litigation then pending but an agreement reached several years earlier, and despite the fact that the plaintiff had voluntarily dismissed its petition in the case such that the plaintiff did not have a pleading that requested relief in the trial court at the time the plaintiff filed the motion to enforce. See id. at 567-69. The Wolfe Court recognized that a motion to enforce the agreement was an improper vehicle to seek to enforce an agreement that did not arise from pending litigation. Id. The Wolfe Court emphasized that a motion to enforce a settlement agreement "is a correct source for relief in a pending case for which a settlement has been reached." Id. (emphasis in original) (citation omitted). The Wolfe Court determined that the trial court lacked authority to enter a judgment based on the motion to enforce because the motion to enforce was not the proper way to raise a claim regarding the breach of an agreement that had not arisen from a pending case. Id. The Wolfe Court indicated that an action for a breach of the prior agreement was necessary to raise a claim based on the breach of a prior settlement agreement. Id. Wolfe is clearly inapposite in this matter now before us in which the settlement agreement sought to be enforced was executed while litigation was pending before the trial court. We also note that, after Wolfe was decided, the Missouri Supreme Court has recognized that Wolfe was decided prior to J.C.W. ex rel. Webb v. Wyciskalla, 275 S.W.3d 249 (Mo. banc 2009). See Smith v. City of St. Louis, 395 S.W.3d 20, 24 n.2 (Mo. banc 2013). As noted in Smith, Wyciskalla established a distinction between judgments that are void as jurisdictional matters and judgments that are voidable depending on the issues injected into the case. Smith, 395 S.W.3d at 24 n.2.

12 Q. Ms. Vollmer, you brought this lawsuit against both my clients here alleging that they failed to pay overtime as they were required to under Missouri law; is that correct?

A. Ye s .

This exchange is illustrative of the fact that Defendants understood that Plaintiffs' petition brought claims against both Rainey-Hicks and H.E.R.O.E.S. If Defendants believed that Rainey-Hicks was an improper defendant or that Plaintiffs' petition failed to state a claim for which relief could be granted as against Rainey-Hicks, then such issues could have been properly presented to the trial court and litigated. However, rather than litigate such issues before the trial court, Rainey-Hicks executed a settlement agreement – a method of resolution that serves as an alternative to the litigation of such issues in the case. The motion to enforce sought specific performance of the agreement of the parties in the litigation while Plaintiffs' petition was pending before the trial court. The trial court granted the motion that was before it in the action created by the motion to enforce. See Eaton, 224 S.W.3d at 599. Point denied. Point Two In their second point, Defendants argue that H.E.R.O.E.S. was not bound by the settlement terms sheet because no evidence was presented to establish that H.E.R.O.E.S. signed the settlement agreement. However, this position is directly contrary to the position that H.E.R.O.E.S. took in its response to the motion to enforce. In response to

13 being placed on notice that Plaintiffs were seeking to enforce the signed document attached to the motion, H.E.R.O.E.S. expressly asserted to the trial court that the parties had signed the settlement agreement. A party seeking to enforce a settlement agreement "must prove the existence of the agreement by clear, convincing and satisfactory evidence." Eaton, 224 S.W.3d at 599 (internal quotations omitted). Authority to settle is presumed where a party's attorney of record asserts such authority. Id. "The presumption may be overcome by the party disputing the attorney's authority, although that party bears a substantial burden of proof." Id. In this matter, Plaintiffs filed a motion to enforce that asserted that the parties had signed and executed a settlement agreement following participation in voluntary mediation. The motion attached as an exhibit a copy of the settlement agreement and asserted that the document constituted clear, convincing and satisfactory evidence of the parties' agreement. The motion sought to enforce the terms of the agreement. In their responsive suggestions in opposition, Defendants expressly acknowledged that "[o]n August 3, 2023, the parties signed a 'Settlement Terms Sheet.'" The suggestions in opposition did not assert that H.E.R.O.E.S. had refused to sign the document, did not assert that a person lacking authority to bind H.E.R.O.E.S. had signed the document, and did not raise a defense specific to defendant H.E.R.O.E.S. At the subsequent hearing on the motion to enforce, Rainey-Hicks testified that she could not remember the facts relevant to the execution of the agreement signed at the

14 end of mediation, despite acknowledging that the signed document was an accurate representation of the document that had been signed at the end of the mediation. Defendants then sought to argue that there was no evidence that H.E.R.O.E.S. had signed the settlement agreement. However, "[i]t is well settled that this Court will not permit a party to: (1) take a position on a matter that is directly contrary to, or inconsistent with, one previously assumed; or (2) complain on appeal about an alleged error in which he joined, acquiesced or invited by his conduct at trial." Boswell v. O'Neil, 643 S.W.3d 655, 663 (Mo. App. S.D. 2022) (quoting Potter v. Hy-Vee, Inc., 560 S.W.3d 598, 606 (Mo. App. S.D. 2018)); see also Klineline v. Klineline, 481 S.W.3d 551, 554 (Mo. App. S.D. 2015); Ard v. Shannon Cnty. Comm'n, 424 S.W.3d 468, 476 (Mo. App. S.D. 2014). In this matter, after being informed of the signed document that Plaintiffs sought to enforce and having been presented with a copy of that document, Defendants raised no defenses based on the execution of the document and instead took the express position that the parties had signed the agreement. Thereafter, Defendants sought to extend the litigation based on a fact they had previously recognized was not in dispute. After representing to the trial court that the parties had signed the agreement in a paper filed with the court (which essentially served as Defendants' responsive pleading to the motion

15 to enforce), Defendants are not permitted on appeal to assert the position that the parties had not signed the agreement. 3

Point denied. Motion for Attorney's Fees on Appeal Prior to the submission of this case on appeal, Plaintiffs filed a motion for attorney's fees and costs on appeal. The motion was taken with the case. Plaintiffs' motion for attorney's fees argues that the Missouri Minimum Wage Law authorizes employees paid less wages than those to which they were entitled by virtue of sections 290.500 to 290.530 to bring a legal action and in such action may recover "such reasonable attorney fees as may be allowed by the court or jury." See § 290.527. Plaintiffs likened this statutory basis to other statutory bases under which prevailing parties may recover attorney's fees on appeal. Although Plaintiffs have not cited a case in which an appellate court has authorized attorney's fees on appeal under section 290.527, Missouri courts have recognized the legislative intent to authorize attorney's fees on appeal based on statutes with similar attorney's fees provisions. See, e.g., Berry v. Volkswagen Grp. of Am., Inc., 397 S.W.3d 425, 433 (Mo. banc 2013) (awarding attorney's fees on appeal following a settlement under the Missouri Merchandising

3 Moreover, the trial court was entitled to consider Defendants' admission to the trial court that the parties had signed the terms sheet in ruling on the motion to enforce. Defendants made no attempt to explain their divergence of positions regarding whether the parties had signed the agreement. Defendants' admission, when considered alongside the remaining evidence in the case, supplied sufficient evidence of the existence of the parties' agreement as reflected in the signed settlement terms sheet that Rainey-Hicks expressly acknowledged was "a true and accurate representation of the document that was signed at the end of th[e] mediation[.]"

16 Practices Act). We find the reasoning of these courts to apply to requests for attorney's fees on appeal pursuant to section 290.527, which similarly reveals a legislative intent that successful claimants be entitled to their reasonable costs and attorney's fees necessary to vindicate their rights under the Missouri Minimum Wage Law. See Berry, 397 S.W.3d at 433 (awarding attorney's fees on appeal following settlement in Missouri Merchandising Practices Act case because "refusing to compensate an attorney for the time reasonably spent on appellate work defending the settlement below would be inconsistent with the intent of the legislature"). Plaintiffs' motion for attorney's fees and costs on appeal is granted. 4 Although appellate courts "have the authority to allow and fix the amount of attorney's fees on appeal, we exercise this power with caution, believing in most cases that the trial court is better equipped to hear evidence and argument on this issue and determine the reasonableness of the fee requested." Id. (quoting Rosehill Gardens, Inc. v. Luttrell, 67 S.W.3d 641, 648 (Mo. App. W.D. 2002)). Therefore, on remand, the trial court is instructed to determine the reasonableness of the attorney's fees and costs requested and enter an appropriate award.

4 Plaintiffs' motion for attorney's fees alternatively requested damages for the filing of a frivolous appeal. In light of our grant of Plaintiffs' motion for attorney's fees, Plaintiffs' alternative request for damages is denied as moot.

17 Conclusion The judgment is affirmed. On remand, the trial court is instructed to determine the reasonableness of the attorney's fees and costs requested and enter an appropriate award. ___________________________________ Thomas N. Chapman, Judge All concur.