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1 MANATT, PHELPS & PHILLIPS, LLP ESRA A. HUDSON (Bar No. CA 202881) 2 E-mail: ehudson@manatt.com 3 5 STEPHANIE A. ROESER (Bar No. CA 306343) E-mail: sroeser@manatt.com CATHERINE ROSE NOBLE (Bar No. CA 334155) E-mail: cnoble@manatt.com 2049 Century Park East, Suite 1700 Los Angeles, California 90067 6 Telephone: 310.312.4000 7 8 9 10 WILLKIE FARR & GALLAGHER LLP MICHAEL J. GOTTLIEB (D.C. Bar No. 974960) E-mail: mgottlieb@willkie.com KRISTIN E. BENDER (D.C. Bar No. 1630559) E-mail: kbender@willkie.com 1875 K Street NW 11 Washington, DC 20006 Telephone: 202.303.1000 12 Attorneys for Plaintiff 13 BLAKE LIVELY 14 15 BLAKE LIVELY, an individual, 16 Plaintiff, 17 18 19 20 21 22 23 24 24 25 26 27 28 V. WAYFARER STUDIOS LLC, a California Limited Liability Company, JUSTIN BALDONI, an individual, JAMEY HEATH, an individual, STEVE SAROWITZ, an individual, MELISSA NATHAN, an individual, THE AGENCY GROUP PR LLC, a Delaware Limited Liability Company, JENNIFER ABEL, an individual, RWA COMMUNICATIONS, LLC, a California Limited Liability Company, JED WALLACE, an individual, STREET RELATIONS INC., a California Corporation, and DOES 1-100, Defendants. COMPLAINT FOR DAMAGES FOR: (1) SEXUAL HARASSMENT (CAL. GOV. CODE, § 12940/TITLE VII OF THE CIVIL RIGHTS ACT OF 1964 ("TITLE VII")); (2) RETALIATION (CAL. GOV. CODE, § 12940/TITLE VII); (3) FAILURE TO INVESTIGATE, PREVENT, AND/OR REMEDY HARASSMENT (CAL. GOV. CODE, § 12940); (4) RETALIATION (CAL. LABOR CODE, § 1102.5); (5) AIDING AND ABETTING HARASSMENT AND RETALIATION (CAL. GOV. CODE, § 12940); (6) BREACH OF CONTRACT; (7) INTENTIONAL INFLICTION OF EMOTIONAL DISTRESS; (8) NEGLIGENCE; (9) FALSE LIGHT INVASION OF PRIVACY (CAL. CONST., ART. I, § 1); (10) INTERFERENCE WITH PROSPECTIVE ECONOMIC ADVANTAGE

INTRODUCTION 2 1. On January 4, 2024, prior to resuming filming of "It Ends With Us" (the "Film") 3 following guild strikes, an “all hands” meeting was convened to address the hostile work environment that 4 5 6 7 8 had nearly derailed production of the Film. Attendees of the meeting included: (1) Justin Baldoni, who is the co-chairman and co-founder of Wayfarer Studios (the owner of the Film), as well as the Director, Executive Producer, and actor in the lead role of Ryle Kincaid; (2) Jamey Heath, the Chief Executive Officer of Wayfarer and Producer of the Film; (3) Ange Gianetti, the Film's representative for its distributor Sony Pictures Entertainment; (4) Alex Saks, a producer on the Film; (5) Todd Black, a producer on the film; and (6) Blake Lively, who played the role of Lily Bloom in the Film. Ms. Lively also had the 10 agreed-upon right to have a representative present. She chose her husband, given that the meeting was 9 11 about repeated sexual harassment and other disturbing behavior by Mr. Baldoni and Mr. Heath. 12 13 14 15 2. As discussed in detail below, Ms. Lively was forced to address concerns about Mr. Baldoni and Mr. Heath's misconduct with them directly, and began doing so months before filming began. The concerns she raised were not only for herself, but for the other female cast and crew, some of whom had also spoken up. The January 4 meeting occurred only after Wayfarer had rebuffed Ms. Lively's efforts | repeatedly. 16 17 18 19 20 21 22 23 222 24 25 26 27 28 3. During the January 4 meeting, the parties discussed in detail the inappropriate conduct that Ms. Lively, her employees and other cast and crew experienced at the hands of Mr. Baldoni and Mr. Heath. After the list below was reviewed and discussed in its entirety, all parties present agreed that the outlined conduct would cease: 1. No more showing nude videos or images of women, including producer's wife, to IBL and/or her employees. 2. No more mention of Mr Baldoni's or Mr Heath's previous "pornography addiction" or BL's lack of pornography consumption to BL or to other crew members. 3. No more discussions to BL and/or her employees about personal experiences with sex, including as it relates to spouses or others. 4. No more mention to BL or her employees of personal times that physical consent was not given in sexual acts, as either the abuser or the abused. 5. No more descriptions of their own genitalia to BL. 6. No more jokes or disparaging comments to be made to BL and/or her employees about HR complaints Wayfarer has already received on set, or about "missing the HR meeting." 7. No more inquiries by Mr Baldoni to BL trainer without her knowledge or consent to disclose her weight. 8. No more mention by Mr Baldoni of him "speaking to" BL's dead father. 9. No more pressing by Mr Baldoni for BL to disclose her religious beliefs, or unsolicited sharing of his. 10.If BL and/or her infant is exposed to COVID again, BL must be provided with immediate notice as soon as Wayfarer or any other producers become aware of such exposure, without her needing to uncover days later herself. 11.An intimacy coordinator must be present at all times when BL is on set in scenes with Mr. Baldoni. 2

2 3 + 5 6 7 8 0 10 11 12 13 14 15 16 17 18 19 20 20 21 22 23 12.No more personal, physical touching of, or sexual comments by, Mr Baldoni or Mir Heath to be tolerated by BL and/or any of her employees, as well as any female cast or crew without their express consent. 13.No more improvising of kissing. All intimate touch must be choreographed in advance with BL and an intimacy coordinator. No biting or sucking of lip without BL consent. And all intimate on camera touch and conversations must be "in character", not spoken from Mr Baldoni to BL personally. 14.BL to have a representative on set at all times and with a monitor during scenes involving nudity, sexual activity, or violence with Mr Baldoni. 15.All actors participating with BL in intimate scenes involving her being in any state of nudity or simulated nudity must be classified as active, working actors, not "friends" of the director or producers, and must be pre-approved by BL. 16.No more filming of any BL nudity without a fully-executed, SAG-compliant nudity rider in place. Any such footage already shot without this rider in place and in direct violation of SAG requirements may not be used without BL's and her legal representatives prior, written consent. 17.Any scene by BL, or another performer depicting the character of "Lily," that involves nudity or simulated sex must be conducted strictly in accordance with the above-referenced nudity rider and must adhere to the BL-approved script. 18.An intimacy coordinator must be on set for all scenes involving nudity and/or simulated sex and must have a monitor to ensure compliance. 19.No monitors to be viewed or accessible on set, or remotely, during closed set scenes except by BL-approved essential crew and personnel. 20.No more entering, attempting to enter, interrupting, pressuring or asking BL to enter her trailer or the makeup trailer by Mr Heath or Mr Baldoni while she is nude, for any reason. 21.No more private, multi hour meetings in BL's trailer, with Mr Baldoni crying, with no outside BL appointed representative to monitor. 22.No more pressing by Mr Baldoni to sage any of BL's employees. 23.Producer Alex Saks to be given standard rights, inclusion, and authority per her job description and as represented to BL when signing on. 24.Sony must have an active, daily role in overseeing physical production for the remainder of the film to monitor safety for cast and crew, schedule, logistics, problem solving and creative. 25.Engagement of an experienced producer to supervise the safety of the cast and crew, schedule, logistics, problem solving and creative for the remainder of the shoot. (examples: Todd Lieberman, Elizabeth Cantillon, Miri Yoon, Lynette Howell). 26.Engagement of a BL-approved, A-list stunt double to perform Lily in scenes with Mr Baldoni involving rape and/or violence. BL to perform only close-up work or work from a BL pre-approved shot list in scenes with Mr Baldoni involving sexual violence. 27.No more adding of sex scenes, oral sex, or on camera climaxing by BL outside the scope of the script BL approved when signing onto the project. 28.No more asking or pressuring BL to cross physical picket lines. 29.No more retaliatory or abusive behavior to BL for raising concerns or requesting safeguards 30.An in-person meeting before production resumes with Mr Baldoni, Mr Heath, Ms Saks, the Sony representative, the new producer, BL, and BL's spouse Ryan Reynolds to confirm and approve a plan for implementation of the above that will be adhered to for the physical and emotional safety of BL, her employees and all the cast and crew moving forward. 24 24 4. This meeting was an essential step in a process the parties had agreed to several months before to allow the cast and crew to safely resume production of the Film. In mid-November 25 2023, the parties had agreed in writing to implement a list of protections enumerated in a contract entitled 26 "Protections for Return to Production,” attached hereto as Exhibit A, which included seventeen provisions 27 designed to require Wayfarer to cease the on-set behavior of Mr. Baldoni and Mr. Heath. One of those 28 provisions required an “all-hands meeting” to “confirm and approve a plan for the implementation of 3

[certain protections] that will be adhered to for the physical and emotional safety of [Ms. Lively], her 2 employees and all cast and crew moving forward." Exhibit A ¶ 17. After receiving the document, 3 Wayfarer responded that "Wayfarer, Sony and Production respectfully acknowledge that [Ms. Lively] has concerns regarding safety, professionalism and workplace culture. Although our perspective differs in 5 many aspects, ensuring a safe environment for all is paramount, irrespective of differing viewpoints. 6 Regarding your outlined requests, we find most of them not only reasonable but also essential for the benefit of all parties involved."1 7 8 9 10 11 12 13 14 15 16 5. At the end of the January 4 meeting, having discussed at length the details of concerns that had been expressed by Ms. Lively and others, the parties agreed to implement and follow the Protections for Return to Production to ensure that the Film could be completed, marketed, and released safely and successfully. And it was. Production of the Film resumed on January 5, and concluded on February 9, 2024. The Film has been a resounding success. 6. Leading up to and in connection with the release of the Film, during the summer of 2024, Ms. Lively and fellow cast members promoted the Film in accordance with the Marketing Plan created and delivered by the Film's distributor Sony, which is summarized in the “talking points” attached hereto as Exhibit C. Ms. Lively and other cast members were under a contractual obligation to render promotional services in accordance with the Marketing Plan. The Marketing Plan directed the cast to 18 "[f]ocus more on Lily's strength and resilience as opposed to describing the film as a story about domestic violence" and to "[a] void talking about this film that makes it feel sad or heavy [sic]—it's a story of hope." See Exhibit C at 2.2 17 19 20 21 22 23 24 25 26 27 28 7. In the days leading up to the Film's release, Mr. Baldoni abruptly pivoted away from the Film's Marketing Plan and the types of publicity activities in which he had previously participated. What the public did not know was that Mr. Baldoni and his team did so in an effort to explain why many of the Film's cast and crew had unfollowed Mr. Baldoni on social media and were not appearing with him in public. To that end, he and his team used domestic violence “survivor content” to protect his public image, as described in further detail below. See ¶¶ 83-88. 1 Wayfarer ultimately confirmed its obligation to abide by all of the Protections for Return to Production in a contractual rider executed on January 19, 2024, which is attached hereto as Exhibit B. 2 Mr. Baldoni himself launched the Marketing Plan by hosting the first press event in early May 2024 (a month before any other cast did any promotion of the film).

2 3 4 5 8. What the public also did not know was that this was the beginning of a multi-tiered plan that Mr. Baldoni and his team described as “social manipulation" designed to “destroy" Ms. Lively's reputation. That plan was backed by virtually unlimited resources. Wayfarer's co-founder, co-chairman and leading financier is multi-billionaire Steve Sarowitz, who divulged at the Film's New York premiere on August 6, 2024, that he was prepared to spend $100 million to ruin the lives of Ms. Lively and her 6 family. With that backing, Mr. Baldoni and his Wayfarer associates embarked on a sophisticated press 7 8 and digital plan in retaliation for Ms. Lively exercising her legally-protected right to speak up about 9 their misconduct on the set, with the additional objective of intimidating her and anyone else from revealing in public what actually occurred. 10 9. 12 13 14 - On July 31, 2024, following the recommendation of their publicist, Jennifer Abel, 11 Wayfarer, and Mr. Baldoni retained a crisis communications specialist named Melissa Nathan, and her company The Agency Group PR LLC (“TAG”). Ms. Nathan delivered a proposal to Mr. Baldoni, which included “[a] website (to discuss), full reddit, full social account take downs, full social crisis team on hand for anything – engage with audiences in the right way, start threads of theories (discuss) this is the way to be fully 100% protected." Ms. Nathan also proposed the “creation of social fan engagement to go back and forth with any negative accounts, helping to change [sic] narrative and stay on track." Per Ms. 17 Nathan, "All of this will be most importantly untraceable." As Ms. Abel described it, the plan was to 18 engage in “social media mitigation and proactive fan posting to counter the negative” as well as "social| manipulation." 15 16 19 20 22 993 10. This plan went well beyond standard crisis PR. What Ms. Nathan proposed 21 included a practice known as "Astroturfing," which has been defined as “the practice of publishing 22 opinions or comments on the internet, in the media, etc. that appear to come from ordinary members of 22 23 24 the public but actually come from a particular company or political group.' 11. 994 On August 2, 2024, TAG circulated a “SCENARIO PLANNING” document to Mr. 25 26 27 28 3 Ms. Lively obtained the communications set forth in this Complaint through legal process, including a civil subpoena. 4 Astroturfing. CAMBRIDGE DICTIONARY, https://dictionary.cambridge.org/us/dictionary/english/astroturfing (last visited Dec. 16, 2024); see also Astroturfing, WIKIPEDIA, https://en.wikipedia.org/wiki/Astroturfing (last visited Dec. 19, 2024) ("Astroturfing is the deceptive practice of hiding the sponsors of an orchestrated message or organization (e.g., political, advertising, religious, or public relations) to make it appear as though it originates from, and is supported by, unsolicited grassroots participants. It is a practice intended to give the statements or organizations credibility by withholding information about the source's financial backers."). 5

1 2 3 Baldoni, Mr. Heath, and others, which described preparations and strategy "should [Ms. Lively] and her team make her grievances public," (the "Scenario Planning Document"), and is attached hereto as Exhibit D. To "get ahead of this narrative,” Ms. Nathan's plan proposed strategies to advance misleading counternarratives, including pushing Nathan's narrative that Ms. Lively had “less than favorable 5 reputation,” proposing to “explore planting stories about the weaponization of feminism……,” and misleadingly blaming Ms. Lively for production members' job losses. See Exhibit D at 2-3. 6 7 8 10 11 12 JB 13 14 15 16 17 18 19 20 21 22 6:47 JB 2 People Today 6:15 AM Justin Baldoni Morning Not in love with the document they sent Not sure I'm feeling the protection I felt on the call This is the first time I've personally gone through scenario planning with them so I think let's let them discuss the thinking behind the document and the actual process and protocol of how they implement these things. That's the most important part of this is how quickly they can shut things down and place stories in your favor. Be honest on this call and let's give real feedback to each point. Justin Baldoni Yeah, just feels very much like there is not much defense and also them feeling strong like she's going to do something just a bit concerning what everyone had originally thought iMessage 23 24 25 12. Initially, Mr. Baldoni expressed concerns that TAG's written plan was insufficiently aggressive to “protect” him. Writing to Mr. Heath and Ms. Abel, he said he was "[n]ot in love with the document they sent – Not sure I'm feeling the protection I felt on the call" with Ms. Nathan and her colleagues. In response, Mr. Heath attempted to reassure Mr. Baldoni that they had found the right people for his campaign. In Mr. Heath's words, “the most important part of this is how quickly they 46 26 can shut things down and place stories in your favor." 27 28

13. 2 3 agreed that, of course, they would do just that, but could not say so in writing. "We can't write it down Later that day, Ms. Abel and Ms. Nathan exchanged the following text messages, expressing that Mr. Baldoni "wants to feel like [Ms. Lively] can be buried." Ms. Abel and Ms. Nathan 4 to him. We can't write we will destroy her." "Imagine if a document saying all the things that he wants 5 ends up in the wrong hands." 6 7 From: To: 8 0 10 Jennifer Abel (owner) Melissa Nathan You can of course do that but I do think he needs to know. I'm going to confidentially send you something he's texting me and Jamey on the side just to arm you before this call. I think you guys need to be tough and show the strength of what you guys can do in these scenarios. He wants to feel like she can be buried... Priority: Normal 02/08/2024 13:47:25(UTC+0) Melissa Nathan Jennifer Abel (owner) Of course- but you know when we send over documents we can't send over the work we will or could do because that could get us in a lot of trouble Priority: Normal 11 12 13 From: To: 14 15 16 17 18 19 02/08/2024 13:47:55(UTC+0) 20 20 From. To: Melissa Nathan Jennifer Abel (owner) We can't write it down to him We can't write we will destroy her. We will go to this. We will do this. We will do this. We will do this. Priority: Normal 02/08/2024 13:48:24(UTC+0) 23 24 21 22222227 25 26 From: To: Melissa Nathan Jennifer Abel (owner) He has to look at it as an information document for us to be armed with That's all. Imagine if a document saying all the things that he wants ends up in the wrong hands. Priority: Normal 02/08/2024 13:49:03(UTC+0) 28 7

2 3 14. Ms. Nathan followed this by assuring Ms. Abel: "you know we can bury anyone. But I can't write that to him." 5 From: To: Melissa Nathan Jennifer Abel (owner) you know we can bury anyone But I can't write that to him I will, I'll be very tough Priority: Normal 6 7 02/08/2024 13:50:10(UTC+0) 8 15. 9 A few days later, on August 5, 2024, Mr. Baldoni set the narrative for the social media campaign, sending Ms. Abel a screenshot of a thread on X that had accused another female celebrity 10 of bullying women. Mr. Baldoni stated, "this is what we would need." 11 12:08 .5G 12 13 JB Justin B step back. That's EXCELLENT. 14 Today 12:06 PM 11:47 a 15 Follow ailey bieber's history of bullying many women not just salena gomeri throughout the years weed 16 17 18 ZAN 8/24 Frum Earth 10M V 9K Rp 2.3K oOK Likes 33K Glas-d shing hassy by saying on youda 19 A Q 28 B 22 21 20 This is what we would need Yes I literally just spoke to Melissa about this on the break about what we discussed last night for social and digital Focus on reddit, TikTok, IG 22 23 22 + iMessage Delivered 24 24 25 22 26 27 28 16. Ms. Abel responded that she had just “spoke[n] to Melissa about this... about what we discussed last night for social and digital.” Ms. Abel added, “Focus on reddit, TikTok, IG." With reassurance that Ms. Lively would be “destroy[ed]” and “buried,” Wayfarer and Mr. Baldoni directed Ms. Nathan and her team to actively engage in their retaliatory “social manipulation” campaign.

2 3 17. In the weeks and months that followed-with the direction and approval of Wayfarer and Mr. Baldoni—the team engaged in a sophisticated, coordinated, and well-financed retaliation plan. 18. The retaliation campaign relied on more than just publicists and crisis managers 5 spinning stories. They also retained subcontractors, including a Texas-based contractor named Jed Wallace, who weaponized a digital army around the country from New York to Los Angeles to create, 60 7 seed, and promote content that appeared to be authentic on social media platforms and internet chat 8 forums. The Baldoni-Wayfarer team would then feed pieces of this manufactured content to unwitting 9 reporters, making content go viral in order to influence public opinion and thereby cause an organic pile- 10 11 12 13 14 15 16 17 18 19 20 20 on. To safeguard against the risk of Ms. Lively ever revealing the truth about Mr. Baldoni, the Baldoni- Wayfarer team created, planted, amplified, and boosted content designed to eviscerate Ms. Lively's credibility. They engaged in the same techniques to bolster Mr. Baldoni's credibility and suppress any negative content about him. 19. On August 10, the day after release of the Film, Ms. Nathan's team reported that they had “started to see shift on social, due largely to Jed and his team's efforts to shift the narrative" against Ms. Lively. From: To: Jennifer Abel (owner) Hi team- so far, extremely limited pickup on Daily Mail or Page Six. We'll continue to keep an eye out and send pieces as needed, but so far it's been steady coverage on pure speculation. We've also started to see a shift on social, due largely to Jed and his team's efforts to shift the narrative towards shining a spotlight on Blake and Ryan. Again we'll continue to send links and screenshots but wanted to send an update in the meantime. Priority: Normal 21 22 23 24 24 25 26 27 28 10/08/2024 16:35:40(UTC+0) 20. That same day, Ms. Nathan noted that as part of this shift, “[t]he majority of socials are so pro Justin and I don't even agree with half of them [sic] lol." From: To: Melissa Nathan Jennifer Abel (owner) The majority of socials are so pro Justin and I don't even agree with half of them lol Priority: Normal 10/08/2024 16:34:59(UTC+0)

2 3 21. Ms. Nathan then bragged to Ms. Abel that Mr. Baldoni “doesn't realise how lucky he is right now,” by which they were referring to their successful efforts to shut down stories that would have revealed how Mr. Baldoni's behavior including “sexual connotations” on set had made cast and crew 4 (beyond Ms. Lively) “uncomfortable." 5 6 7 8 0 10 11 12 13 From To: Melissa Nathan Jennifer Abel (owner) He doesn't realise how lucky he is right now we need to press on him just how fucking lucky Priority: Normal 10/08/2024 16:39:19(UTC+0) From: To: Melissa Nathan Jennifer Abel (owner) The whispering in the ear the sexual connotations like Jesus fucking Christ Other members feeling uncomfortable watching it I mean there is just so much Priority: Normal 10/08/2024 16:39:44(UTC+0) 14 22. Less than one week later, they again bragged about how they had shut down stories regarding HR complaints on set. On August 15, 2024, Melissa Nathan remarked that “this went so well. 15 .. 16 It was genius. So okay, we have the four majors standing down on HR complaint." 17 15/08/2024 19:03:14(UTC+0) 18 19 20 21 222222 23 24 25 From: To: Melissa Nathan Jennifer Abel (owner) Jen, this went so well I am fucking dying I have to call you later in a bit and tell you how this went. It was genius. Priority: Normal From: To: Melissa Nathan Jennifer Abel (owner) So okay, we have the four majors standing down on HR complaint I think we are fine on that bit Priority: Normal 26 27 28 10 15/08/2024 19:03:25(UTC+0)

2 23. On August 16, Ms. Nathan circulated a Daily Mail article entitled "String of hard to watch' videos that have surfaced following 'tone deaf' Q&A to promote It Ends With Us could tarnish 3 36-year-old star's golden Hollywood image for good,” to which Ms. Abel responded: "Wow. You really 4 5 6 7 8 0 10 11 outdid yourself with this piece," and Ms. Nathan replied: “That's why you hired me right? I'm the best." Is Blake Lively set to be CANCELLED? String of 'hard to watch' videos that have surfaced following 'tone deaf' Q&A to promote It Ends With Us could tarnish 36-year-old star's golden Hollywood image for good • Awkward encounters between Lively, who shares four children with Ryan Reynolds, and journalists in recent years are being shared across social media • READ MORE: Justin Baldoni addresses 'friction' on set of It Ends With By ALANAH KHOLSA and JO TWEEDY FOR MAILONLINE PUBLISHED: 07:17 EST, 16 August 2024 | UPDATED: 07:55 EST, 10 December 2024 Share X F 729 151 shares View comments 12 13 From: 14 To: Melissa Nathan Jennifer Abel (owner) 15 https://mol.im/a/13749783 Priority: Normal 16 17 18 From: 19 To: Wow Jennifer Abel (owner) Melissa Nathan 20 Priority: Normal 222 21 22 23 From: To: 24 Priority: Normal 25 26 27 28 16/08/2024 12:44:15(UTC+0) 16/08/2024 13:37:17(UTC+0) Jennifer Abel (owner) Melissa Nathan You really outdid yourself with this piece 16/08/2024 13:37:32(UTC+0) 11

Melissa Nathan Jennifer Abel (owner) That's why you hired me right? I'm the best. 2 From: To: 3 + Priority: Normal 16/08/2024 13:46:12(UTC+0) 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 22 21 22 22 23 24 24 25 26 24. As their own words reveal, the purpose of this "social manipulation” plan was two- fold: it aimed to both (a) conceal the pattern of harassment and other misconduct by Mr. Baldoni, Mr. Heath, and Wayfarer, and (b) retaliate against Ms. Lively by battering her image, harming her businesses, and causing her and her family severe emotional harm. Millions of people (including many reporters and influencers) who saw these planted stories, social media posts, and other online content had no idea they were unwitting consumers of a crisis PR, astroturfing, and digital retaliation campaign created and funded by Mr. Baldoni and Wayfarer to hurt Ms. Lively. That is precisely the goal of an astroturfing campaign— to light the fire and continue to stoke conversations secretly, blurring the line between authentic and manufactured content, and creating viral public takedowns. 25. As laid out in this Complaint, the Baldoni-Wayfarer-led public attack of Ms. Lively was the intended result of a carefully crafted, coordinated, and resourced retaliatory scheme to silence her, and others, from speaking out about the hostile environment that Mr. Baldoni and Mr. Heath created. As such, it was not only unconscionable and a breach of contract, but also illegal under both state and federal law. Ms. Lively brings this action to hold Wayfarer and its leaders, Mr. Baldoni, Mr. Heath, and Mr. Sarowitz, accountable for the ongoing retaliation threats and harm they have caused Ms. Lively, other cast and crew and all of their families. FACTUAL BACKGROUND A. Justin Baldoni and Jamey Heath of Wayfarer Engage in Inappropriate and Unwelcome Behavior Toward Ms. Lively and Others on the Set of It Ends with Us. 26. Mr. Baldoni launched Wayfarer Studios along with Mr. Sarowitz in 2020. Mr. Heath serves as Wayfarer's Chief Executive Officer. Mr. Sarowitz is a leading financier of Wayfarer, and he, Mr. Heath, and Mr. Baldoni are all close personal friends. Under the Wayfarer banner, Mr. Baldoni 27 28 5 Ms. Lively is informed and believes that Mr. Baldoni and his associates have additional astroturfing plans that they have prepared and are ready to launch at a moment's notice. 12

1 2 and Mr. Heath have many platforms, including the Man Enough podcast, which they co-host. Mr. Baldoni and Mr. Heath have positioned Wayfarer as a male-feminist platform that explores gender roles, 3 dismantles toxic masculinity, and creates a safer and judgment-free society for women. 4 Mr. Baldoni serves not only as the Co-Founder and Co-Chairman of the Studio that 5 6 7 8 9 10 27. financed and ran production on It Ends With Us, he also served as Director, Executive Producer, and co- lead Actor playing the role of Ryle Kincaid. As Studio Head and Director, all actors, crew, and staff on the film—including Ms. Lively—answered to Mr. Baldoni. In his words, he was “the leader” who sat “at the top of this totem pole. . .” While Sony was the distributor releasing the Film, Wayfarer was responsible for the production, and Wayfarer was led by Mr. Baldoni and Mr. Heath. 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 26 27 28. Production of the Film began in early May 2023, and lasted until it was suspended in mid-June 2023 due to the Writers Guild of America (“WGA”) strike. 29. During that time, Ms. Lively and other cast and crew experienced invasive, unwelcome, unprofessional and sexually inappropriate behavior by Mr. Baldoni and Mr. Heath. Because Mr. Baldoni and Mr. Heath held all leadership positions on the production, they answered to no one, and brushed off or ignored the concerns Ms. Lively and others expressed. a. Mr. Baldoni ignored well-established industry protocols in filming intimate scenes, and exploited the lack of controls on set to behave inappropriately. 30. Wayfarer failed to adhere to guild rules, as well as Ms. Lively's contract, and standard industry safety protocols with respect to nudity and intimate scenes, which the Screen Actors Guild and the American Federation of Television and Radio Artists ("SAG-AFTRA”) acknowledges "6 "place performers in uniquely vulnerable situations." Such safeguards ignored by Wayfarer include: providing performers with appropriate notice of nudity and simulated sex and ensuring that (i) consent is given free of pressure or coercion, (ii) signed “nudity riders" are in place, spelling out the parameters of nudity or simulated sex scenes, (iii) "safe and secure working conditions that are not detrimental to [a 28 6 Quick Guide for Scenes Involving Nudity and Simulated Sex, (Dec. 29, 2024, 6:27 PM), https://www.sagaftra.org/quick-guide- scenes-involving-nudity-and-simulated-sex-0. 13

997 performer's] health, safety, morals and career," and (iv) the use of “intimacy coordinators" to observe 1 2 intimate scenes. 3 31. 5 6 7 8 Without these protections in place, Mr. Baldoni improvised physical intimacy that had not been rehearsed, choreographed, or discussed with Ms. Lively, with no intimacy coordinator involved. For instance, Mr. Baldoni discreetly bit and sucked on Ms. Lively's lower lip during a scene in which he improvised numerous kisses on each take. Mr. Baldoni insisted on shooting the full scene over and over again, well beyond what would have been required on an ordinary set, and without advance 9 notice or consent. 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 26 27 32. On another occasion, Mr. Baldoni and Ms. Lively were filming a slow dance scene for a montage in which no sound was recorded. Mr. Baldoni chose to let the camera roll and have them perform the scene, but did not act in character as Ryle; instead, he spoke to Ms. Lively out of character as himself. At one point, he leaned forward and slowly dragged his lips from her ear and down her neck as he said, “it smells so good." None of this was remotely in character, or based on any dialogue in the script, and nothing needed to be said because, again, there was no sound—Mr. Baldoni was caressing Mr. Lively with his mouth in a way that had nothing to do with their roles. When Ms. Lively later objected to this behavior, Ms. Baldoni's response was, “I'm not even attracted to you." b. Mr. Baldoni inserted improvised gratuitous sexual content and/or scenes involving nudity into the film (including for an underage character) in highly unsettling ways. 33. After Ms. Lively signed onto the movie based on a draft of the script, Mr. Baldoni, without Ms. Lively's knowledge or consent, personally added graphic content, including a scene in which Ms. Lively was to orgasm on-camera. 34. When Ms. Lively objected to these additions, Mr. Baldoni insisted he had added them because he was making the Film “through the female gaze." Although he agreed to remove the scenes, he made a last-ditch attempt to keep one in which the couple orgasm together on their wedding 28 7 Id. 14

1 2 3 night, which he said was important to him because he and his partner climax simultaneously during intercourse. Mr. Baldoni then intrusively asked Ms. Lively whether she and her husband climax simultaneously during intercourse, which Ms. Lively found invasive and refused to discuss. 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 22 23 24 25 22 35. On the day of shooting the scene in which Ms. Lively's character gives birth, Mr. Baldoni and Mr. Heath suddenly pressured Ms. Lively to simulate full nudity, despite no mention of nudity for this scene in the script, her contract, or in previous creative discussions. Mr. Baldoni insisted to Ms. Lively that women give birth naked, and that his wife had “ripped her clothes off” during labor. He claimed it was “not normal” for women to remain in their hospital gowns while giving birth. Ms. Lively disagreed, but felt forced into a compromise that she would be naked from below the chest down. 8 36. When the birth scene was filmed, the set was chaotic, crowded and utterly lacking in standard industry protections for filming nude scenes—such as choregraphing the scene with an intimacy coordinator, having a signed nudity rider, or simply turning off the monitors so the scene was not broadcast to all crew on set (and on their personal phones and iPad). Mr. Heath and Mr. Baldoni also failed to close the set, allowing non-essential crew to pass through while Ms. Lively was mostly nude with her legs spread wide in stirrups and only a small piece of fabric covering her genitalia. Among the non- essential persons present that day was Wayfarer co-Chairman Mr. Sarowitz, who flew in for one of his few set visits. Ms. Lively was not provided with anything to cover herself with between takes until after she had made multiple requests. Ms. Lively became even more alarmed when Mr. Baldoni introduced his "best friend" to play the role of the OBGYN, when ordinarily, a small role of this nature would be filled by a local actor. Ms. Lively felt that the selection of Mr. Baldoni's friend for this intimate role, in which the actor's face and hands were in close proximity to her nearly nude genitalia for a birth scene, was invasive and humiliating. 26 27 28 8 Generally, nudity below the waist in film utilizes a small piece of nude fabric glued around the female actor's genitalia to provide some minimal privacy without disturbing the shot (because that fabric is not able to have visible straps from profile camera angles). 15

2 37. To add insult to injury, Mr. Heath approached Ms. Lively and her assistant on set and started playing a video of a fully nude woman with her legs spread apart. Ms. Lively thought he was 3 showing her pornography and stopped him. Mr. Heath explained that the video was his wife giving birth. 4 5 6 Ms. Lively was alarmed and asked Mr. Heath if his wife knew he was sharing the video, to which he replied "She isn't weird about this stuff,” as if Ms. Lively was weird for not welcoming it. Ms. Lively 7 and her assistant excused themselves, stunned that Mr. Heath had shown them a nude video. 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 22 23 24 25 22 26 27 28 38. Mr. Baldoni added a detailed scene to the Film in which the underage version of Ms. Lively's character, Lily, loses her virginity. In both the book and the script for the film, there was no sex scene; instead, the details about this moment were left to the audience's imagination. But Mr. Baldoni, added in considerable details, including both dialogue between Young Lily and her boyfriend (Atlas) about the loss of her virginity, as well as a simulated sex scene in which Mr. Baldoni filmed, and included in his initial cut of the Film, a close up of Young Lily's face, accompanied by an audible gasp at the moment of penetration. Ms. Lively was informed that when this scene was shot, after Mr. Baldoni called "cut," he walked over to the actors and said, “I know I'm not supposed to say this, but that was hot," and, "did you two practice this before?" c. Mr. Baldoni and Mr. Heath discussed their personal sexual experiences and previous porn addiction, and tried to pressure Ms. Lively to reveal details about her intimate life. 39. During a car ride with Ms. Lively, her assistant and driver, Mr. Baldoni claimed to Ms. Lively that he had been sexually abused by a former girlfriend (which he has since shared publicly). At the end this story, Mr. Baldoni shared that it had caused him to reexamine his past. He then said: “Did I always ask for consent? No. Did I always listen when they said no? No." Mr. Baldoni claimed this was an example of how we all have things from which we can learn and grow. Ms. Lively was unsettled by Mr. Baldoni's suggestion that he had engaged in sexual conduct without consent. When Ms. Lively exited the car, her driver immediately remarked that he did not want Ms. Lively to be alone with Mr. Baldoni going forward. 16

40. On the first day of production, Mr. Baldoni and Mr. Heath described their past 2 sexual relationships to Ms. Lively, including that one of them used to "hook up" with a woman. Mr. 4 3 Baldoni said that he had decided the woman wasn't "the one,” so then Mr. Heath had gotten together with her. Ms. Lively found this description of passing along a woman to be disrespectful and disturbing. 41. Mr. Baldoni and Mr. Heath often spoke of their “previous pornography addiction." 5 6 7 8 Mr. Baldoni would often reference pornography to Ms. Lively. Hoping to shut the subject down, she said to him privately that she had never seen it. Later, when Mr. Baldoni was once again referencing his 9 experiences with pornography, he revealed in front of other cast and crew that Ms. Lively had never “seen 10 11 12 13 14 15 16 17 18 19 20 21 22 22 23 24 25 26 26 27 porn.” It was an incredible invasion of her privacy to discuss any aspect of her intimate life with the cast and crew, much less reveal something that she had only told Mr. Baldoni to try to get him to stop talking about the subject with her. 42. Mr. Baldoni engaged in other behaviors that were shocking and emotionally distressing. For example, he claimed he could speak to the dead, and on several occasions told her that he had spoken to her dead father. It was off putting and violative for Ms. Baldoni to claim a personal relationship with her recently deceased father. Mr. Baldoni and Mr. Heath were also constantly hugging and touching cast and crew. When Ms. Lively or others avoided this touching, Mr. Baldoni and Mr. Heath would retaliate by becoming irritated, cold, and uncollaborative. The result was an unwelcoming and mercurial environment for Ms. Lively, her employees, and others on set. d. Mr. Baldoni objectified Ms. Lively and other women by commenting on or criticizing their bodies as sex objects. 43. Mr. Baldoni often referred to women in the workplace as “sexy." When they expressed discomfort, Mr. Baldoni would deflect or try to pass it off, which undermined Ms. Lively and others' concerns. For example, on one occasion that Ms. Lively observed, he told a female cast member that her leather pants looked “sexy” when she arrived to the set. When she rebuffed his comment because 28 17

1 she was uncomfortable, rather than apologizing, he brushed it off with “I can say that because my wife is 2 here today." Ms. Lively felt embarrassed witnessing this kind of commentary, as did others. 3 44. On another day, Ms. Lively wore a low-cut dress to facilitate breast feeding, but 5 160 7 had it covered up with a coat. When the jacket briefly popped open at one point to reveal the dress, Mr. Baldoni commented about how much he liked her outfit, which flustered Ms. Lively. Later that day, Mr. Baldoni pressured Ms. Lively (who was in her pre-approved wardrobe) to remove her coat in front of the 8 crew and multiple background actors in a packed bar. He said wanted to see her “onesie” under the coat 9 because it was zipped low to reveal her lace bra. Consistent with past practice, he said, “I think you look 10 11 12 13 14 15 sexy" in a tone that made her feel ogled and exposed. With other female cast present, she said, “that's not what I'm going for.” He bristled and replied, “I'm sorry, hot.” Deeply uncomfortable, Ms. Lively said, "not that either." Mr. Baldoni, responded sarcastically, “I guess I missed the HR meeting," and walked away. Another woman on the production spoke to Ms. Lively afterward to offer empathy and to share her own similar experiences with Mr. Baldoni commenting about her in sexual terms. 16 45. As result of Mr. Baldoni's behavior, on May 29, 2023, another cast member lodged a sexual harassment complaint about Mr. Baldoni's “gross” and “unwanted comment[s]" towards her and 17 18 others. 19 46. 20 20 21 22 23 24 25 26 46 27 28 While, on the one hand, Mr. Baldoni was objectifying Ms. Lively as a sex object, on the other hand he went out of his way to message criticisms of her age and weight, neither of which she could change during filming. On the second day of filming, for example, Mr. Baldoni made the rest of the cast and crew wait for hours while he cried in Ms. Lively's dressing room, claiming social media commentators were saying that Ms. Lively looked old and unattractive based on paparazzi photos from the set. She tried to reassure him that she should look authentic in the scenes depicted in the photos, which were just after her character had been abused by her fictional husband, rather than “hot”—Mr. Baldoni, however, appeared focused on Ms. Lively's sexual appeal above all else. His lengthy outburst caused a delay in shooting, forcing an emotional scene to be shot haphazardly. 18

2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 47. To make matters worse, when Ms. Lively tried to have a meeting with Mr. Heath and the other producers to discuss Mr. Baldoni's unprofessional behavior described above, that meeting turned into yet another violation. Rather than an ordinary meeting time and place, Mr. Heath arrived unannounced at Ms. Lively's hair and makeup trailer while she was topless and having body makeup removed by makeup artists. Ms. Lively told Mr. Heath that she was almost done and they could meet once she was clothed. Mr. Heath, however, insisted that if she didn't allow him into her trailer to speak to him at that moment, then there would be no meeting with the other producers. Ms. Lively reluctantly agreed, but asked that Mr. Heath keep his back turned. A few minutes into the conversation, Ms. Lively noticed that Mr. Heath was staring directly at her while she was topless. When she called him out, Mr. Heath brushed it off as a habit of wanting to look at a person while speaking to them. Ms. Lively and her hair and makeup artists were all deeply disturbed by this interaction on just the second day of filming. 48. Throughout filming, Mr. Baldoni and Mr. Heath invaded Ms. Lively's privacy by entering her makeup trailer uninvited while she was undressed, including when she was breastfeeding her infant child. Ms. Lively often had to work while breastfeeding, which she felt comfortable doing so long as she was given the time and space to cover herself. She did this frequently, because she was not given breaks to feed her baby, but Ms. Lively did not expect or consent to anyone entering her private spaces while topless, exposed, and vulnerable with her newborn, or during body makeup application or removal. Mr. Baldoni and Mr. Heath both showed a shocking lack of boundaries by invading her personal space when she was undressed and vulnerable. 49. Mr. Baldoni also routinely degraded Ms. Lively by finding back channel ways of criticizing her body and weight. A few weeks before filming began and less than four months after Ms. Lively had given birth to her fourth child, Ms. Lively was humiliated to learn that Mr. Baldoni secretly called her fitness trainer, without her knowledge or permission, and implied that he wanted her to lose 9 Ms. Lively was not given proper lactation breaks by Wayfarer during filming, which sometimes stretched into six hours without a break. When filming finally broke, Ms. Lively would have to run to her trailer to breastfeed. The lack of accommodation for her need to express milk caused her to develop painful mastitis. 19

1 weight in two weeks. Mr. Baldoni told the trainer that he had asked because he was concerned about 2 having to pick Ms. Lively up in a scene for the movie, but there was no such scene. 10 3 50. 4 5 6 7 8 When Ms. Lively caught strep throat, Mr. Baldoni offered as a “gift” to connect her with an expert he had on retainer to help her with probiotics and to combat the sickness. When Ms. Lively went to fill out the privacy forms, she saw the expert was not what Mr. Baldoni had represented her to be, but was instead a weight-loss specialist. Ms. Lively felt, once again, that Mr. Baldoni was shaming her for her body and weight. 9 10 11 12 13 51. Mr. Baldoni and Mr. Heath failed to implement COVID protocols when there was a COVID outbreak on set. Ms. Lively was told by another producer that because Wayfarer did not have insurance coverage for COVID, Mr. Baldoni and Mr. Heath deliberately withheld from Ms. Lively that she had been exposed to COVID. Both Ms. Lively and her infant child contracted COVID from the outbreak. 14 15 16 17 18 19 B. Ms. Lively And Others Lodge Grievances Regarding the Conduct of Mr. Baldoni and Mr. Heath, Which Wayfarer Declines to Investigate. 52. As the studio producing the Film, Wayfarer was the employer of all the cast and crew and was thus responsible for ensuring workplace safety on set. 53. However, Wayfarer failed to provide Ms. Lively with even rudimentary employment protections, such an employee handbook, sexual harassment policy, information or any 21 training on sexual harassment, discrimination or respectful workplace expectations. 20 22 22 23 24 24 25 22 26 27 54. Wayfarer also failed to provide Ms. Lively information about the process and procedure for filing human resources ("HR") complaints. 55. As the producer and owner of the Film, Wayfarer was legally obligated to address HR-related concerns or complaints. To Ms. Lively's knowledge, however, Wayfarer lacked any process 28 10 In later text messages sent to his team, Mr. Baldoni referred to Ms. Lively's trainer as “a damn spy” and sought to plant | stories to portray his concerns as being motivated by his lower back pain. 20

1 2 3 for responding to complaints about its leadership, Mr. Baldoni and Mr. Heath, who plainly were not going to investigate themselves. 56. On May 26, 2023, Ms. Lively told a representative of Sony that she wanted to file 5 6 7 an HR complaint about Mr. Baldoni's and Mr. Heath's misconduct. The Sony representative told Ms. Lively that Sony, as the distributor of the film, was not empowered to control Mr. Baldoni or Mr. Heath's behavior on set, and that such concerns must be raised with Wayfarer, the studio responsible for the 8 production. 9 57. 10 11 12 Wayfarer, Mr. Baldoni, and Mr. Heath received or were aware of a number of HR grievances regarding their conduct. For example, on the first day of filming, while attempting to hug Ms. Lively's employee, Mr. Heath said “I don't even know if we're allowed to do this. It's day one and we have an HR report already." 13 58. 14 15 16 Additionally, early in the production, another actress made a complaint about Mr. Baldoni's comments on her appearance. Mr. Baldoni expressly acknowledged her concerns in writing, stating he would “adjust accordingly.” Yet on June 8, 2023, that actress informed Ms. Lively that “outside I actually cannot talk to Justin at all." Mr. Baldoni later expressed suspicion regarding Ms. Lively's friendship with this actress, as if they were colluding against him. 17 of anything in a scene, 18 19 20 21 22 22 23 24 25 26 46 27 28 59. As described above, Ms. Lively and others attempted to raise concerns to Mr. Baldoni and Mr. Heath regarding certain of the conduct described above during filming, but they were not addressed given the futility of asking Mr. Baldoni and Mr. Heath to address their own behavior. 60. After unsuccessfully attempting to raise concerns with Sony, Ms. Lively expressly told Mr. Baldoni and Mr. Heath that there were serious HR problems on set. Mr. Heath responded that they knew, implying that someone had mentioned to them that Ms. Lively had raised concerns. In response, Mr. Heath told Ms. Lively that he thought she had wanted to see the nude video of his wife. 61. In the same conversation, when Ms. Lively expressed her upset Mr. Heath and Mr. Baldoni had hidden the fact that she had been exposed to a COVID outbreak on set from which she and 21

1 her infant contracted COVID. Instead of acknowledging responsibility and committing to safety moving 2 forward, they expressed upset over production days missed and resulting costs. 3 62. Despite receiving multiple, detailed reports by Ms. Lively and others about Mr. 5 6 7 8 9 10 11 12 13 14 15 16 17 Baldoni and Mr. Heath's misconduct, Wayfarer failed to investigate those reports or to otherwise institute protections for the cast. This is so even though the incidents discussed above, among others, did not take place in isolation and many if not all were witnessed by others. 63. By these and other behaviors, Mr. Baldoni, Mr. Heath and Wayfarer engaged in harassing conduct and failed their obligations to investigate complaints of workplace harassment, to prevent inappropriate and harassing behaviors on set, and to provide avenues for cast and crew members to safely raise concerns to neutral parties so that they could be investigated and appropriately addressed. C. The Parties Negotiate A Contract Rider regarding Mr. Baldoni's and Mr. Heath's Conduct on the Set of It Ends with Us. 64. On May 2, 2023, the Writers Guild of America ("WGA”), made up of two American labor unions representing more than 16,000 writers in film, television, radio, and online media, went on strike in connection with a labor dispute with the Alliance of Motion Picture and Television Producers. 18 19 20 20 21 22 23 24 65. The Film temporarily halted production in June 2023 as a result of WGA picketing. On June 15, 2023, Wayfarer and Mr. Baldoni announced the continued halted production of the Film due to the ongoing WGA strike and the lost days experienced from picketing. 66. While the WGA strike was underway, on July 14, 2023, the American actor's union known as SAG-AFTRA, a labor union that represents about 160,000 people in the entertainment industry, including actors, recording artists, radio personalities and other media professionals, began to strike due 25 to a labor dispute with the Alliance of Motion Picture and Television Producers. 26 67. 27 The WGA strike ended on September 27, 2023, and the SAG-AFTRA strike ended 28 on November 9, 2023. 22 22

68. Before returning to production, Ms. Lively attempted to address and resolve the 2 3 5 6 7 problems on set and requested that Wayfarer agree to address the conditions described above. 69. On November 9, 2023, Ms. Lively's attorneys provided Wayfarer's attorney with a document entitled “Protections for Return to Production,” attached hereto as Exhibit A. 70. In conveying the Protections for Return to Production document, Ms. Lively requested that Wayfarer agree to implement a plan that would enable everyone to return to work and 8 complete the Film with adequate protections to ensure a safe set moving forward. 9 10 11 12 13 14 15 16 17 71. On November 11, 2023, counsel for Wayfarer indicated that "Wayfarer, Sony and Production respectfully acknowledge that your client has concerns regarding safety, professionalism and workplace culture. Although our perspective differs in many aspects, ensuring a safe environment for all involved is paramount, irrespective of differing viewpoints. Regarding your outlined requests, we find most of them not only reasonable but also essential for the benefit of all parties involved." 72. On November 15, 2023, Wayfarer, through It Ends With US Movie, LLC, agreed to the terms in a contractual rider, executed on January 19, 2024, and attached hereto as Exhibit B. 18 19 22 20 21 22 73. Among the contract rider's provisions: (a) The first provision required that “An intimacy coordinator must be present at all times when [Ms. Lively] is on set." (b) The second provision required that, “With respect to Artist, any and all rehearsal, filming, reviewing of video playback or dailies and/or any other interaction with any scene involving 23 simulated sex, nudity and/or partial nudity shall be restricted to those persons with essential business 22 24 reasons for being present ("Essential Personnel“) as approved by [Ms. Lively] and Todd Black as further described in the nudity rider attached as Schedule I [] ("Nudity Rider")." 25 26 46 27 28 (c) The third provision required that “There is to be no spontaneous improvising of any scenes involving intimate/sexual physical touching, simulated sex, or nudity with respect to [Ms. Lively]. Scenes involving [Ms. Lively] that involves [sic] kissing, depictions of sexual intercourse, or any 23

1 2 3 5 60 7 other intimate/sexual physical touching must be contained in the screenplay (i.e., the most up to date draft approved by [Ms. Lively] in writing), choreographed in advance in the presence of the intimacy coordinator, and may only proceed as choreographed with the consent of all participants in advance.” (d) The fourth provision required that “Physical touching and/or comments on [Ms. Lively]'s physical appearance must only be done/made in connection with the character and scene work, not as to [Ms. Lively] personally. Except as written into the screenplay or as strictly required in connection 8 with make-up or costume preparation, there is to be no physical touching (including hugging) of [Ms. 9 Lively], her on-set personnel and/or her employees." 10 11 12 13 14 15 16 17 18 19 20 21 22 22 23 24 25 26 27 28 (e) The fifth provision required that “There are to be no discussions with [Ms. Lively] of personal experiences with sex or nudity, including as it relates to conduct with spouses or others." (f) The sixth provision required that “No one will enter, attempt to enter, interrupt, pressure, or request entrance to [Ms. Lively]'s trailer while she is in a state of undress for any reason.” (g) The seventh provision required that “There shall be no rehearsal or filming of [Ms. Lively] (including [Ms. Lively]'s approved body double) of any nudity, partial nudity, and/or simulated sex except as expressly permitted in accordance with the Nudity Rider. Any such footage of [Ms. Lively] (or [Ms. Lively]'s body double) previously shot without the Nudity Rider in place may not be used without [Ms. Lively]'s and her legal representatives' prior, written consent." (h) The tenth provision required that “There shall be no retaliation of any kind against [Ms. Lively] for raising concerns about the conduct described in this letter or for these requirements. Any changes in attitude, sarcasm, marginalization or other negative behavior, either on set or otherwise, including during publicity and promotional work, as a result of these requests is retaliatory and unacceptable, and will be met with immediate action." (i) The twelfth provision required that "Wayfarer will engage an additional, experienced A-level producer, approved by [Ms. Lively] (Todd Black is hereby approved) (the "Approved Producer), to actively supervise the production, including monitoring the safety of the cast and crew, 24

3 1 ensuring compliance with the schedule and overseeing logistics, problem solving and creative issues 2 provided that Company shall have the right to approve the agreement with the Approved Producer." 5 6 7 (j) The fifteenth provision required that “Any rehearsal or shooting involving [Ms. Lively], or any other performer depicting the character of “Lily," that involves nudity (including partial nudity) or simulated sex must be conducted strictly in accordance with the Nudity Rider and must adhere to the approved script." 8 9 10 11 12 13 14 15 16 17 18 19 20 20 21 22 22 23 24 24 25 26 26 27 (k) The sixteenth provision provided that “Any and all day players that participate in any way in scenes with [Ms. Lively] involving nudity, partial nudity and/or simulated sex must be engaged through customary industry talent agencies and not through personal connections of the director and/or producer." (1) The seventeenth provision required that “At [Ms. Lively]'s election, an all-hands, in-person meeting before production resumes will include the director, the existing producers, the Sony representative, the Approved Producer, [Ms. Lively] and [Ms. Lively]'s designated representatives to confirm and approve a plan for implementation of the above that will be adhered to for the physical and emotional safety of [Ms. Lively], her employees and all cast and crew moving forward. 74. The “all-hands, in-person” meeting provided for in the contract rider occurred on January 4, 2024, before production resumed, as described above. The meeting was attended by Mr. Baldoni, Mr. Heath, producer Alex Saks, producer Todd Black, and Sony's Ange Gianetti, as well as Ms. Lively and her husband, who attended at Ms. Lively's request as another designated representative (as provided for in the contract) given the subject matter of the meeting. 75. At the January 4, 2024 meeting, the parties discussed a list of twenty examples of the behaviors that gave rise to the contract rider from her contemporaneous notes. These behaviors are listed in full earlier in this Complaint at Paragraph 3. 76. Neither Mr. Baldoni nor Mr. Heath denied the veracity of Ms. Lively's examples. 28 25 25

77. Ms. Lively requested that Mr. Baldoni and Mr. Heath agree that such behaviors would no longer take place, as memorialized in the language of the Rider, and Mr. Baldoni and Mr. Heath 2 3 agreed. 5 D. Production Concluded and Ms. Lively and Other Cast and Crew Promoted The Film According to the Marketing Plan. 78. 6 7 2024. 8 79. Production of the Film resumed on January 5, 2024, and concluded February 9, 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 46 In connection with the Film's public release, Ms. Lively and the rest of the cast actively promoted the Film in accordance with the Marketing Plan for the Film, attached hereto as Exhibit C. Wayfarer had embraced, and on information and belief, had formally approved of, this Marketing Plan. 80. The Marketing Plan, and related talking points, expressly required Ms. Lively, as well as all other cast and crew engaged in promotional activities, to "[f]ocus more on [her character's] strength and resilience as opposed to describing the film as a story about domestic violence" and to “[a]void talking about this film [sic] that makes it feel sad or heavy – it's a story of hope." 81. - As detailed above, Ms. Lively and fellow cast members promoted the Film in accordance with the talking points and Marketing Plan during appearances on red carpets, interviews, press junkets, fan events, and pop-up experiences leading up to the Film's release. 82. Mr. Baldoni publicly embraced the Marketing Plan. In early May 2024, Mr. Baldoni appeared at a floral-themed trailer launch event, which included him personally making flower bouquets for influencers, a photo opportunity, and film-branded latte art. As late as July 25, 2024, Mr. Baldoni appeared at a pop-up of Lily Bloom's flower shop in Century City, California, where he held a long stem rose microphone and playfully gave tours of the shop to influencers. In a TikTok interview, posted that day, Mr. Baldoni excitedly walks through the pop-up and states that he will be giving tours 27 "all day every day" until August 9.11 28 11 See @tashapolis, TikTok, https://www.tiktok.com /@tashapolis/video/7395697627217693998, (July 25, 2024).. 26

2 3 + 5 6 7 8 0 10 11 12 TEND'S WITH US EXCLUSIVELY IN THEATERS AUGUST 9 You guys can visit the pop-up here in Century City in LA 15 16 83. In advance of the release of the Film, nearly all cast members chose to appear in public separately from Mr. Baldoni given his on-set behavior. Mr. Baldoni became concerned that the 13 14 17 public would discover that “something is much bigger under the surface," on information and belief, alluding to the complaints lodged by Ms. Lively and others. 18 84. 19 20 20 21 22 23 24 24 At that point, Mr. Baldoni pivoted away from the Film's Marketing Plan to explain his absence from the rest of the cast. He shifted his focus away from a message of female triumph, to instead capitalize on female trauma. After the Film's premiere, Mr. Baldoni changed his Instagram profile, cancelled lighthearted social media posts, and instructed his team to look for survivors reactions and support all in an effort to quickly shift his own public narrative to focus solely on survivors and domestic violence organizations. 85. Ms. Abel cautioned Mr. Baldoni that this shift might be “too drastic too soon." Still, Mr. Baldoni insisted on a “Tik Tok strategy” and that his promotional activities for the Film should 25 26 seek to amplify what he described as “survivor content.” 27 28 27 27

2 3 + 5 6 From: To: Hey just landed Justin Baldoni Jennifer Abel (owner) What is the Tik Tok strategy. I'd like you guys to start posting me ONLY talking about domestic violence and clips and why this movie is so important Priority: Normal 08/08/2024 19:30:16(UTC+0) 7 8 9 10 11 12 13 14 15 98 86. The team followed Mr. Baldoni's instruction. For her part, Ms. Abel concluded, "[i]t doesn't feel performative now that you've done major substantial press on the topic." On August 11, 2024, Ms. Abel, laid out a posting timeline to Mr. Baldoni and the team, stating, “[t]heater surprise and then I think survivor content first thing tomorrow am[,] which then will be helpful for news cycle." 87. By repositioning Mr. Baldoni's marketing of the Film, on information and belief, Mr. Baldoni hoped to create the false impression that he had chosen not to appear alongside other cast members. Mr. Baldoni directed his team to share on his public Instagram feed the private messages he had received from survivors sharing their stories of domestic violence with him. Mr. Baldoni's team talked him out of this idea, writing that they "do not recommend using private DMs as content." Justin Baldoni Jennifer Abel (owner) Also/ I need you guys to really be on all the stories I'm tagged in. I think you should let all people dm me so you can see peoples reactions to film and I can be reposting everything. These next 36 hours are crucial and we need to be on it. Looking at everything. Finding the most emotional and touching content from survivors supporting this film and reposting. Need you to be finding survivors sharing their stories and amplifying them on my page and TikTok. Priority: Normal 16 17 From: 18 To: 19 20 21 22 23 22 24 24 09/08/2024 15:30:15(UTC+0) 88. Mr. Baldoni went so far as proposing to share a video of a woman's “birth moment," but his team talked him out of it, warning that it might be “perceived as 'weird"" and was "too intimate." Still, Mr. Baldoni's team was more than willing to deploy survivors' stories, reactions, and images to protect Mr. Baldoni's image. 25 26 27 28 28 28

1 2 3 4 5 E. Mr. Baldoni and His Team Formulate a Retaliatory Plan. 89. Wayfarer knew the details of Ms. Lively's and others' concerns, the HR complaints raised regarding Mr. Baldoni's and Mr. Heath's behavior, Ms. Lively's contr...