PRELIMINARY PRINT
Volume 608 U. S. Part 2 Pages 380–390
OFFICIAL REPORTS OF
THE SUPREME COURT May 28, 2026
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REBECCA A. WOMELDORF reporter of decisions
NOTICE: This preliminary print is subject to formal revision before the bound volume is published. Users are requested to notify the Reporter of Decisions, Supreme Court of the United States, Washington, D. C. 20543, [email protected], of any typographical or other formal errors.
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OCTOBER TERM, 2025 Syllabus
FLOWERS FOODS, INC., et al. v. BROCK certiorari to the united states court of appeals for the tenth circuit No. 24–935. Argued March 25, 2026—Decided May 28, 2026 The Federal Arbitration Act (FAA) requires courts to enforce many private arbitration agreements, but it also provides that “nothing” in the law shall be used to compel arbitration in disputes involving the “contracts of employment” of any class of workers “engaged in . . . interstate commerce.” 9 U. S. C. § 1. This case poses the question whether someone can qualify as a worker under the § 1 exemption if he never crosses state lines and never interacts with vehicles that do. Flowers Foods, Inc., is a large producer of packaged baked goods with bakeries in 19 States. To get its products to market, the company depends in part on franchisees who buy the distribution rights to Flowers's products in specifc geographic territories. Angelo Brock is one such franchisee serving the Denver area; he picks up Flowers's products from a warehouse in Colorado and delivers them to local stores, all without leaving the State. In 2022, Brock sued Flowers in federal district court alleging that the company had underpaid him and other distributors in violation of various federal and state laws. Flowers moved to compel arbitration, arguing that the FAA generally requires courts to stay or dismiss cases when the parties have agreed to resolve their disputes by arbitration and that Brock had signed a distribution agreement promising to arbitrate any disagreement. The district court denied Flowers's motion, and the Tenth Circuit affrmed. Resting its decision on 9 U. S. C. § 1, the Tenth Circuit reasoned that Brock belonged to a class of workers engaged in interstate commerce and thus the court lacked authority to compel arbitration.
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Held: A worker who transports goods on an intrastate leg of an interstate journey can qualify for § 1's exemption without crossing state lines or interacting with vehicles that do. Pp. 385–390. (a) The statutory text does not support a rule requiring workers to cross state lines or interact with vehicles that do. When the FAA was enacted, to “engage” meant to “take part in” something or to be “employ[ed]” or “involve[d]” in that thing. Black's Law Dictionary 661. And “interstate commerce” meant “[t]raffc,” “intercourse,” or “the transportation of persons or property between or among the several states . . . or from or between points in one state and points in another state.” Id., at 1001. Nothing in those terms requires an individual to
Cite as: 608 U. S. 380 (2026)
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Syllabus cross state lines or interact with a vehicle that does. Interstate commerce includes transporting products “between points in one state and points in another state,” ibid., which involves not just crossing state lines but intrastate activity too; “a continuous carriage” may begin in one State and end in another while “much of the journey” takes place “within the limits of a single state,” Cyclopedic Law Dictionary 548. And at least sometimes, a person can take part, be employed, or be involved in that continuous journey without leaving a State or touching vehicles that do. Pp. 385–387. (b) Historical precedent supports this interpretation. In The Daniel Ball, 10 Wall. 557, the Court held that a steamer transporting goods entirely within Michigan was “engaged in commerce between the States” because it “was employed in transporting goods destined for other States, or goods brought from without . . . Michigan.” Id., at 565. The Court explained that “[t]he fact that several different and independent agencies are employed in transporting the commodity, some acting entirely in one State, and some acting through two or more States, does in no respect affect the character of the transaction.” Ibid. Other cases are to similar effect. See, e. g., Rearick v. Pennsylvania, 203 U. S. 507; Rhodes v. Iowa, 170 U. S. 412; Norfolk & Western R. Co. v. Pennsylvania, 136 U. S. 114. Pp. 387–388. (c) Flowers's counterarguments are unavailing. Flowers observes that the cases above interpreted the Constitution's Commerce Clause, not § 1 of the FAA. The Court does not suggest that the scope of § 1 is coterminous with the scope of the Commerce Clause as interpreted at the time of the FAA's adoption in 1925. However, cases using the same language as § 1, or formulations very close to it, offer probative evidence of what an ordinary person at the time of the FAA's enactment would have understood its terms to mean. Flowers hints at other reasons why Brock might not qualify for § 1's exemption, including that Flowers conducts its business with Brock through a distribution agreement with an independently operated company Brock owns, and that he orders and purchases Flowers's goods, taking title to them, before selling them to local stores—facts that some lower courts have found relevant. However, while Flowers discusses these facts in passing, it does not ask the Court to decide their legal signifcance, instead venturing all upon one cast by asking the Court to adopt a bright-line rule that an individual can never qualify for § 1's exemption unless he crosses state lines or interacts with vehicles that do. The statutory text cannot support such a rule. Pp. 388–390. 121 F. 4th 753, affrmed.
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Gorsuch, J., delivered the opinion for a unanimous Court.
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FLOWERS FOODS, INC. v. BROCK Counsel
Traci L. Lovitt argued the cause for petitioners. With her on the briefs were John Brinkerhoff, Amanda K. Rice, Dav id K. Suska, Matthew J. Rubenstein, and Kev in P. Hishta. Jennifer Bennett argued the cause for respondent. With her on the brief were Hannah Kieschnick, Matthew Guarnieri, Jessica Garland, Craig M. Nicholas, Alex Tomasevic, and Shaun Markley.* *Briefs of amici curiae urging reversal were fled for the State of Missouri et al. by Catherine L. Hanaway, Attorney General of Missouri, Louis J. Capozzi III, Solicitor General, and Ryan Dugan, Assistant Solicitor General, and by the Attorneys General for their respective States as follows: Stephen J. Cox of Alaska, Tim Griffn of Arkansas, Austin Knudsen of Montana, and Ken Paxton of Texas; for Amazon.com, Inc., by Michael E. Kenneally; for the California Employment Law Council by Paul Grossman, Chris A. Jalian, and Sean D. Unger; for the Chamber of Commerce of the United States of America et al. by Archis A. Parasharami, Daniel E. Jones, Jennifer B. Dickey, Jonathan D. Urick, Monica Welt, Joshua Moore, Karen R. Harned, Erika Klenicki, Elizabeth Gaudio Milito, and Patrick J. Moran; for the DRI Center for Law and Public Policy et al. by Sarah Elizabeth Spencer and Lawrence S. Ebner; for the Independent Bakers Association et al. by Thomas G. Hungar, Russell B. Balikian, and Cameron J. E. Pritchett; for Menzies Aviation, Inc., by Christopher Ward and John FizGerald; for the Pioneer New England Legal Foundation by Benjamin G. Robbins and Frank J. Bailey; and for the Washington Legal Foundation by Cory L. Andrews and Zac Morgan. Briefs of amici curiae urging affrmance were fled for the State of Illinois et al. by Kwame Raoul, Attorney General of Illinois, Jane Elinor Notz, Solicitor General, Sarah A. Hunger, Deputy Solicitor General, and R. Henry Weaver and Brianna Yang, Assistant Attorneys General, by Jennifer Davenport, Acting Attorney General of New Jersey, and by the Attorneys General for their respective jurisdictions as follows: Rob Bonta of California, Philip J. Weiser of Colorado, Kathleen Jennings of Delaware, Brian L. Schwalb of the District of Columbia, Aaron M. Frey of Maine, Anthony G. Brown of Maryland, Andrea Joy Campbell of Massachusetts, Dana Nessel of Michigan, Keith Ellison of Minnesota, Letitia James of New York, Dan Rayfeld of Oregon, Peter F. Neronha of Rhode Island, and Charity R. Clark of Vermont; for AARP et al. by Louis Lopez, William Alvarado Rivera, and Dean Graybill; for the American Federation of Labor and Congress of Industrial Organizations by Matthew
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Cite as: 608 U. S. 380 (2026)
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Opinion of the Court
Justice Gorsuch delivered the opinion of the Court. The Federal Arbitration Act requires courts to enforce many private arbitration agreements. But not all. Section 1 of the Act provides that “nothing” in the law shall be used to compel arbitration in disputes involving the “contracts of employment” of any class of workers “engaged in . . . interstate commerce.” 9 U. S. C. § 1. This case is the latest in a line posing questions about the scope of that exemption. I Flowers Foods, Inc., is one of the Nation's largest producers of packaged baked goods. Some of its familiar products include Butterscotch Krimpets, Jumbo Honey Buns, and Wonder Bread, “which it promotes with a 95-foot-tall hot air balloon and a parade foat called The Wondership.” Bissonnette v. LePage Bakeries Park St., LLC, 601 U. S. 246, 249 (2024). From its bakeries in 19 States, Flowers distributes its products across the country. To get its products to market, the company depends in part on franchisees who “buy the rights to distribute Flowers['s] products in particular geographic territories.” Ibid. This case involves one such franchisee, Angelo Brock, who serves the Denver area. Brock picks up Flowers's products from a warehouse in Colorado and delivers them to local stores, all without leaving the State. In 2022, Brock sued Flowers in federal district court alleging that the company had underpaid him and other distribu-
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J. Ginsburg and Darin M. Dalmat; for the Constitutional Accountability Center by Elizabeth B. Wydra and Brianne J. Gorod; for the National Employment Law Project by Catherine Ruckelshaus, Harold L. Lichten, Shannon Liss-Riordan, and Matthew Thomson; and for Professors and Scholars of Linguistics and Law by Peter Romer-Friedman. Briefs of amici curiae were fled for the Coalition for Workforce Innovation by Alex T. MacDonald; for the National Academy of Arbitrators by Barry Winograd and Joshua M. Javits; and for Public Justice et al. by Shelby Leighton, Leah M. Nicholls, Sachin S. Pandya, Bruce Plaxen, and Jeffrey R. White.
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tors in violation of various federal and state laws. In response, Flowers fled a motion asking the court to send the dispute to arbitration. In support of its motion, Flowers observed that the Federal Arbitration Act (FAA) generally requires courts to stay or dismiss cases when the parties have agreed to resolve their disputes by arbitration rather than litigation. And Flowers argued that rule applied here because Brock had signed a distribution agreement promising to arbitrate any disagreement that might arise between himself and Flowers. Ultimately, the district court denied Flowers's motion and, in an opinion by Judge Phillips, the Tenth Circuit affrmed. The Tenth Circuit rested its decision on 9 U. S. C. § 1. While the FAA requires courts to enforce arbitration agreements in many circumstances, § 1 contains an exception. It provides that “nothing” in the statute shall be used to compel arbitration in disputes involving “contracts of employment of seamen, railroad employees, or any other class of workers engaged in foreign or interstate commerce.” § 1. Reasoning that Brock belonged to a class of workers engaged in interstate commerce, the court concluded that it lacked authority to compel the arbitration Flowers sought. To be sure, the court recognized, Brock does not cross state lines himself or interact directly with those who do. 121 F. 4th 753, 757–761 (CA10 2024). But, the court held, those facts were “not dispositive.” Id., at 761. Instead, the court said, what mattered was that Brock's “intrastate route formed a constituent part of the . . . interstate journey” of Flowers's goods from out-of-state bakeries to their intended destinations at retail stores. Id., at 764; see also id., at 766. Flowers petitioned for certiorari. In doing so, it asked us to resolve a single question: whether someone can qualify as a worker “engaged in . . . interstate commerce” under § 1 if he never crosses state lines and never interacts with vehicles that do. Pet. for Cert. i. We agreed to take up that question. 607 U. S. 992 (2025).
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Cite as: 608 U. S. 380 (2026)
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Opinion of the Court
II In recent years, we have had occasion to address the scope of § 1's exemption no fewer than three times. In each case, we have rejected efforts to cabin its reach. First, in New Prime Inc. v. Oliveira, 586 U. S. 105 (2019), we held that the “contracts of employment” § 1 embraces include contracts governing independent contractors, not just employees. Id., at 116. Then, in Southwest Airlines Co. v. Saxon, 596 U. S. 450 (2022), we held an airline worker who loaded and unloaded cargo ft within § 1's exemption even though she did not fy planes or otherwise cross state lines. Id., at 459, 461. Finally, in Bissonnette, we held that a worker can fall under § 1 whether he is employed in the “transportation industry” or some other, so long as his work “play[s] a direct and necessary role in the free fow of goods across borders.” 601 U. S., at 256 (internal quotation marks omitted). Make this case the fourth. Before us, Flowers's sole theory is that, to be engaged in interstate commerce for purposes of § 1, a worker must either cross state lines or interact with a vehicle that does (say, by loading or unloading the goods it carries). That theory is incorrect. We have already held in Saxon that § 1 does not require workers to cross state lines. 596 U. S., at 459, 461. Nor, we now add, does § 1 turn on a game of tag with vehicles that do. At least sometimes, a worker who transports goods on an intrastate leg of an interstate journey can qualify for § 1's exemption without satisfying either of those criteria. Start with the statutory text. Section 1's exemption applies to “workers engaged in . . . interstate commerce.” When the FAA was enacted, to “engage” meant to “take part in” something or to be “employ[ed]” or “involve[d]” in that thing. Black's Law Dictionary 661 (3d ed. 1933) (Black's); see also Webster's New International Dictionary 725 (1913) (“To embark in a business; to take a part; to employ or involve one's self; to devote attention and effort”). And “interstate commerce” meant “[t]raffc,” “intercourse,”
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FLOWERS FOODS, INC. v. BROCK Opinion of the Court
or “the transportation of persons or property between or among the several states of the Union, or from or between points in one state and points in another state.” Black's 1001; see also Cyclopedic Law Dictionary 548 (2d ed. 1922) (Cyclopedic) (“A shipment from one state to another under a contract for continuous carriage is interstate commerce, even as to so much of the journey as is within the limits of a single state”). Nothing in those terms requires an individual to cross state lines or interact with a vehicle that does. Interstate commerce includes transporting products “between points in one state and points in another state.” Black's 1001. That involves not just crossing state lines, but intrastate activity too. Though “a continuous carriage” may begin in one State and end in another, “much of the journey” can take place “within the limits of a single state.” Cyclopedic 548. And at least sometimes, a person can “take part,” be “employ[ed],” or be “involve[d]” in that continuous journey without leaving a State or touching vehicles that do. Black's 661. Some hypotheticals help illustrate the point. Imagine Customer A in State A enters a contract to purchase a truckload of Butterscotch Krimpets from Company B in State B. Company B makes the Krimpets in State B, but the contract requires Company B to deliver them to Customer A's headquarters in State A. So, Company B hires a driver to take the Krimpets from the bakery in State B to the headquarters in State A. All agree that the driver in a case like that is engaged in interstate commerce. Now imagine instead that Company B hires three drivers to make the delivery. Driver 1 takes the Krimpets from Company B's bakery right up to the border between States A and B. He then gets out of his truck, unloads pallets of Krimpets on his side of the border, and drives home. Driver 2 then picks up the Krimpets, drives ten feet across the border, puts the Krimpets down again, and heads off. Finally,
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Opinion of the Court
Driver 3 picks up the Krimpets in State A and delivers them to Company A's headquarters. Who was engaged in interstate commerce? On Flowers's account, only Driver 2 would be—neither Driver 1 nor Driver 3 crossed state lines or touched a vehicle that had. But that cannot be right. Each of the drivers played a direct, active, and necessary part in ensuring the Krimpets got from a point in State B (the bakery) to a point in State A (the headquarters) as the contract required. This hypothetical, really, is hardly a hypothetical at all. This Court confronted similar facts more than 150 years ago in The Daniel Ball, 10 Wall. 557 (1871). There, a steamer transporting goods on Grand River operated “entirely within the limits of the State” of Michigan. Id., at 565. The steamer “did not run in connection with, or in continuation of, any line of vessels or railway leading to other States,” but “was employed in transporting goods destined for other States, or goods brought from without the limits of Michigan and destined to places within that State.” Ibid. Still, the Court held, the steamer “was engaged in commerce between the States.” Ibid. As the Court put it, “[t]he fact that several different and independent agencies are employed in transporting the commodity, some acting entirely in one State, and some acting through two or more States, does in no respect affect the character of the transaction.” Ibid. In other words, the steamer was “engaged in” interstate commerce even though it stayed in Michigan, and even though it did not come into direct contact with a vessel that had crossed state lines. Other cases are to similar effect. In Rearick v. Pennsylvania, 203 U. S. 507 (1906), we held that a Pennsylvania salesman who picked up goods shipped from out of state and delivered them to their fnal destination was “engaged in interstate commerce” with no indication that he ever left Pennsylvania or interacted with vehicles that had. Id., at 510– 513. In Rhodes v. Iowa, 170 U. S. 412 (1898), we held that a
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FLOWERS FOODS, INC. v. BROCK Opinion of the Court
railroad agent who moved a package from a train “platform to [a] freight warehouse” entirely within one State could, in certain circumstances, be “part of . . . interstate commerce transportation.” Id., at 413–414, 426. And in Norfolk & Western R. Co. v. Pennsylvania, 136 U. S. 114 (1890), we held that an intrastate portion of an interstate railroad business was “immediately connected with interstate commerce.” Id., at 119–120; see also id., at 119 (citing The Daniel Ball, 10 Wall., at 565). We could go on. Flowers's only real answer is to observe that these cases and others like them interpreted the Constitution's Commerce Clause, not § 1 of the FAA. Fair enough. We do not mean to suggest that the scope of § 1 is coterminous with the scope of the Commerce Clause as it was interpreted at the time of the FAA's adoption in 1925. After all, § 1 “exempts from the FAA only contracts of employment of transportation workers.” Circuit City Stores, Inc. v. Adams, 532 U. S. 105, 119 (2001) (emphasis added). And the statute speaks of transportation workers “engaged in” interstate commerce, while Congress sometimes uses broader terms, like “affecting” or “involving” interstate commerce, when it wishes to regulate to the outer bounds of its authority under the Commerce Clause. Saxon, 596 U. S., at 458 (internal quotation marks omitted). At the same time, we can hardly blind ourselves to what this Court's cases said, both before and around the time of the FAA's adoption, about what it means to be “engaged in commerce between the States.” The Daniel Ball, 10 Wall., at 565. We think cases using the same language as § 1, or formulations very close to it, offer probative evidence of what an ordinary person at the time of the FAA's enactment would have understood its terms to mean. To be sure, and as Flowers highlights, we have held that the phrase “engaged in” interstate commerce in § 1 denotes a “direct,” “necessary,” and “activ[e]” role in moving goods across borders. Saxon, 596 U. S., at 458 (internal quotation marks omitted). We reaffrm as much today. But we do
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Opinion of the Court
not see how any of that dictates the rule Flowers seeks. As the hypothetical above and cases like The Daniel Ball illustrate, individuals can sometimes be direct, necessary, and active participants in moving goods “from . . . points in one state” to “points in another state” without crossing state lines or interacting with vehicles that do. Black's 1001. Unable to persuade us that the FAA incorporates its crossor-tag rule, Flowers hints at other reasons why Brock might not qualify for § 1's exemption. Flowers observes, for example, that it conducts its business with Brock through a distribution agreement it has with an “independently operated compan[y]” he owns. Brief for Petitioners 9. And, indeed, some lower courts have found that relevant when assessing whether a “contract of employment” exists suffcient to trigger § 1's exemption. Compare Fli-Lo Falcon, LLC v. Amazon.com, Inc., 97 F. 4th 1190, 1197–1198 (CA9 2024) (holding § 1 inapplicable to a contract “between two business entities”), with Silva v. Schmidt Baking Distribution, LLC, 162 F. 4th 354, 356–357 (CA2 2025) (holding § 1 applicable to certain agreements with “single-employee corporations”). Flowers also contends that Brock orders, purchases, and takes title to Flowers's goods, before selling them to local stores. Brief for Petitioners 21, 42. And, again, some lower courts have found facts like those relevant when assessing § 1's reach. See, e. g., Rittmann v. Amazon.com, Inc., 971 F. 3d 904, 916 (CA9 2020) (focusing on whether a product has reached its “intended destinatio[n]” under an interstate contract); 121 F. 4th, at 766–767 (considering title changing hands); Immediato v. Postmates, Inc., 54 F. 4th 67, 72, 78 (CA1 2022) (holding that intrastate couriers fulflling take-out orders made within the State are not engaged in interstate commerce). The trouble is that, while Flowers discusses these facts in passing, it does not ask us to decide their legal signifcance. Instead, it ventures all upon one cast, asking us to adopt a bright-line rule that an individual can never qualify for § 1's
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FLOWERS FOODS, INC. v. BROCK Opinion of the Court
exemption unless he crosses state lines or interacts with vehicles that do. And whatever other limits § 1 may or may not contain, we do not see how the statutory text can support that one. * The judgment of the Tenth Circuit is affrmed. It is so ordered.
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Reporter’s Note The attached opinion has been revised to refect the usual publication and citation style of the United States Reports. The revised pagination makes available the offcial United States Reports citation in advance of publication. The syllabus has been prepared by the Reporter of Decisions for the convenience of the reader and constitutes no part of the opinion of the Court. A list of counsel who argued or fled briefs in this case, and who were members of the bar of this Court at the time this case was argued, has been inserted following the syllabus. Other revisions may include adjustments to formatting, captions, citation form, and any errant punctuation. The following additional edits were made:
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