Masterworks, LLC v. John Doe

IN THE SUPERIOR COURT OF THE STATE OF DELAWARE

MASTERWORKS, LLC, )
)
Plaintiff, )
) C.A. No. N25C-06-243 FWW
v. )
)
JOHN DOE, )
)
Defendant. )

Submitted: September 19, 2025
Decided: December 8, 2025

Upon Defendant John Doe’s Motion to Dismiss
DENIED.

Upon Defendant John Doe’s Motion for a Protective Order
DENIED.

ORDER

Jennifer L. Cree, Esquire, LANDIS RATH & COBB LLP, 919 Market Street, Suite
1800, Wilmington, DE 19801, attorney for Plaintiff Appellee Masterworks, LLC.

Christopher Isaac, Esquire, IPPOLITI LAW GROUP, 1225 King Street,
Wilmington, DE 19801, attorney for Defendant John Doe

WHARTON, J.
This 8th day of December 2025 upon consideration of Defendant John Doe’s

(“Defendant”) Motion to Dismiss the Complaint (“Motion to Dismiss”) and Motion

for a Protective Order regarding Pre-Service Discovery (“Motion for Protective

Order”),1 Masterworks, LLC’s (“Masterworks”) Response in Opposition,2

Defendant’s Reply in Support of their Motion,3 and the record in this case, it appears

to the Court that:

1. Plaintiff filed its Complaint on June 25, 2025. 4 Plaintiff also filed an

Ex Parte Motion to file the Complaint against Defendant John Doe on June 25,

2025. 5 Plaintiff’s Motion was granted by the court on June 27, 2025.6

2. Plaintiff Masterworks is a Delaware limited liability company with its

principal place of business at One World Trade Center, 57th Floor, New York, NY

10007.7 Defendant, sued as John Doe and alleged to be the principal or principals

operating and profiting from the website WantFI.com, is an individual or entity of

unknown residence.8

1
Def.’s Mot. to Dismiss, D.I. 7. (“MTD”); Def.’s Mot. for a Protective Order,
D.I. 8. (“MPO”).
2
Pl.’s. Resp. to MTD, D.I. 11.; Pl.’s Resp. to MPO, D.I. 12.
3
Def.’s Reply to MTD, D.I. 14.; Def.’s Reply to MPO, D.I. 15.
4
Compl., D.I. 1.
5
Pl.’s Ex Parte Motion to File Complaint, D.I. 1.
6
Order, D.I. 2.
7
Compl. at 2.
8
Id.
2
3. Masterworks operates an online investment platform 9 that enables

investors to purchase ownership interests in special purpose companies that invest

in distinct artworks or collections of artworks.10 Once users establish profiles on the

website, they can view potential artwork investment opportunities, the details, and

execute the contractual documents. 11 Masterworks’ employs art specialists that

manage sale timing based on market conditions and work with collectors and auction

houses to sell the artworks, to then distribute proceeds to investors.12 Masterworks

asserts that it is in full compliance with SEC and other applicable regulations and

makes all required disclosures to the investors.13

4. According to the complaint, WantFI is the publisher of the commercial

website WantFI.com, which is designed to earn revenue by attracting consumer

attention through sensationalized news stories. 14 WantFI’s logo stands for “want

financial independence,” and its focus is consumers interested in investing and

providing them stories about “scams” and financial-market scandals.15 The

complaint alleges that consumers who read stories on WantFI.com are presented

with links to commercial websites selling investing or financial management

9
https://www.masterworks.com/
10
Compl. at 2.
11
Id. at 2-3.
12
Id. at 3.
13
Id.
14
Id.
15
Id.
3
products and services, and WantFI receives commissions when users click those

links.16

5. Masterworks alleges that in or around 2022 WantFI published and has

maintained an article about Masterworks, that as of the date the complaint was filed

is titled “Honest Masterworks Review 2025: How NOT to Invest in Art,” 17 (the

“Masterworks Article”). The complaint identifies statements in the Masterworks

Article that Masterworks contends are false, including assertions that: “Masterworks

is basically a fee scam;” its investments are “like a Ponzi scheme;” Masterworks has

“obscene fees” and “conflicts of interest;” founder Scott Lynn “has founded some

shady marketing businesses in the past;” Masterworks creates “faux demand;”

Masterworks has a “scammy business model where they fee your investment to

death, which overwhelmingly favors their interests;” and Masterworks has “shady

business practices” and engages in a “fee grab where they act as an art hedge fund.”18

6. In October 2022, Masterworks’ CEO, Scott Lynn (“Lynn”), and CIO,

Allen Sukholitsky (“Sukholitsky”), contacted WantFI through the website’s contact

form.19 Lynn and Sukholitsky requested an opportunity to correct the alleged factual

falsehoods in the article.20 WantFI agreed to interview them on the condition that

16
Id.
17
https://wantfi.com/masterworks-review.html
18
Compl. at 4.
19
Id.
20
Id.
4
WantFI’s operator(s) remain anonymous. 21 Lynn and Sukholitsky agreed, and

WantFI then published edited portions of the interview but declined to correct the

alleged falsehoods.22

7. The complaint alleges that WantFI has taken extensive measures to

operate anonymously. 23 Verisign is the registrar for WantFI.com and maintains

contact information for domain owners, but would not release the owner’s

information absent a subpoena or other legal process.24 The website is hosted by

Cloudflare, which likewise maintains records identifying the operator of

WantFI.com but also would not release the information without a subpoena.25

8. The WantFI website provides no identifying information beyond a

description of an alleged founder named “Ryan” without a last name or contact

details, and its “contact us” page contains only a web-based comment form, with no

address, phone number, email address, or entity name on the site. 26 The site includes

a copyright notice,27 and has no U.S. registered trademarks directly associated with

that name. 28 A nationwide search done by Masterworks of Secretary of State

21
Id. at 4-5.
22
Id. at 5.
23
Id.
24
Id.
25
Id.
26
Id.
27
“©C2020-2025 WantFI.com”
28
Compl. at 6.
5
registrations using the Lexis service revealed no business registered or incorporated

as “WantFI.com” or “WantFI.” 29 During the 2022 correspondence between the two

parties, WantFI refused to provide any contact information.30

9. Masterworks alleges that it has been injured by WantFI’s conduct,

including the loss of specific customers who read and believed the Masterworks

Article.31 Masterworks contends its damages have not been fully quantified but

exceed $75,000 in lost business opportunities.32

10. Due to the identity of the Defendant being unknown, Plaintiff filed a

Motion to Engage in Pre-Service Discovery to uncover the identity of the Defendant

on July 14, 2025. 33 The Court granted the motion on July 23, 2025. 34 Plaintiff

provided notice to Defendant of the Motion for Pre-Suit Discovery through

Defendant’s website, “Wantfi.com” on July 25, 2025.35

11. Defendant filed a Motion to Dismiss on August 21, 2025, arguing that

Plaintiff filed the Complaint after the statute of limitations had run.36

29
Id.
30
Id.
31
Id.
32
Id.
33
Pl.’s Ex Parte Motion to Engage in Pre-Service Discovery., D.I. 3.
34
Order. D.I. 4.
35
Affidavit of Ainsley Ahern. D.I. 5.
36
Def.’s MTD., D.I. 7.
6
12. Defendant also filed a Motion for Protective Order on August 21, 2025

asking the Court to order Defendant’s identity to remain confidential. 37

13. A motion to dismiss for failure to state a claim pursuant to Superior

Court Rule 12(b)(6) will not be granted if the “plaintiff may recover under any

reasonably conceivable set of circumstances susceptible of proof under the

complaint.”38 The Court's review is limited to the well-pled allegations in the

complaint.39 In ruling on a 12(b)(6) motion, the Court “must draw all reasonable

factual inferences in favor of the party opposing the motion.” 40 Dismissal is

warranted “only if it appears with reasonable certainty that the plaintiff could not

prove any set of facts that would entitle him to relief.”41 However, the Court will

“ignore conclusory allegations that lack specific supporting factual allegations.”42

The Court may, “despite allegations to the contrary,” dismiss a complaint “where

the unambiguous language of documents upon which the claims are based contradict

the complaint's allegations.”43

37
Def.’s MPO, D.I. 8.
38
Browne v. Robb, 583 A.2d 949, 950 (Del. 1990).
39
Doe v. Cahill, 884 A.2d 451, 458 (Del. 2005).
40
Id.
41
Id.
42
Ramunno v. Cawley, 705 A.2d 1029, 10345 (Del. 1998).
43
Tigani v. C.I.P. Assocs., LLC, 2020 WL 2037241, at *2 (Del. Apr. 27, 2020)
(citing Malpiede v. Townson, 780 A.2d 1075, 1083 Del. 2001).
7
14. Delaware applies a two-year statute of limitations to defamation. 44 But

the period resets upon republication when a defendant substantively alters

defamatory web content or directs the publication to a new audience.45 Defendant’s

2024 and 2025 updates did both: he refreshed titles to the current year, revised

temporal framing and operational metrics, and re-presented unchanged defamatory

assertions to cohorts seeking contemporaneous investment guidance. 46 The

applicable pleading standard and inquiry notice arguments do not support dismissal

at this stage, particularly given the specific, year-stamped edits and added data that

re-aimed the article at new readers in 2024 and 2025.

15. Delaware courts recognize republication when either (1) the statement

is substantively altered or added to, or (2) the publication is directed to a new

audience.47 This standard is reflected in Perlman v. Vox Media, Inc. 48 and Isaac v.

Politico LLC 49 which hold that republication intended to reach a new audience

44
10 Del. C.§ 8119.
45
Toptal, LLC v. Bloomberg L.P., 2025 WL 2172609, at *14 (Del. Super. July 31,
2025). In Toptal the court applying Delaware law accepted the analysis of
republication set out in Perlman v. Vox Media, Inc. 2020 WL 47303406, at *2
(Del. Super. Aug. 14, 2020).
46
Pl.’s. Resp. to MTD at 5-6, D.I. 11
47
Isaac v. Politico LLC, 2025 WL 2437093, at *14 (Del. Aug. 25, 2025) (citing,
62A Am. Jur. 2d Privacy § 148. (“Thus, where republication is intended to reach a
new audience, such republication will refresh the limitation period for bringing an
invasion of privacy claim.”)); Perlman, 2020 WL 47303406, at *2.
48
2020 WL 47303406 at *2.
49
2025 WL 2437093 at *14.
8
refreshes the limitations period. Liability for such republication attaches where the

republished article contains independent defamatory statements or restates prior

defamatory statements. 50

Courts further distinguish mere technical changes like a hyperlink, from substantive

changes related to the allegedly defamatory material. 51 Directing the website to a

new audience and/or substantially altering a statement align with republication. 52

16. Isaac instructs that republication intended to reach a new audience

refreshes the limitations period and reassures that a plaintiff is not confined to a

single cause of action when private or defamatory material is republished in another

separate printing. 53 This principle translates to iterative web publications that

deliberately re-aim content to new readerships via temporal rebranding and updated

framing.

17. Toptal clarifies that republication liability turns on whether the new

iteration contains independent defamatory statements or restates prior defamatory

50
Toptal, LLC v. Bloomberg L.P., 2025 WL 2172609, at *14 (Del. Super. July 31,
2025).
51
Stephen G. Perlman, Rearden LLC v. Vox Media, Inc., 2015 WL 5724838, at
*20 (Del. Ch. Sept. 30, 2015).
52
Perlman 2020 WL 4730406, at *2. (citing Firth v. State, 775 N.E.2d 463, 466
(N.Y. 2002). (“Republication, retriggering the period of limitations, occurs upon a
separate aggregate publication from the original, on a different occasion, which is
not merely a delayed circulation of the original edition. The justification for this
exception to the single publication rule is that the subsequent publication is
intended to and actually reaches a new audience.”)).
53
Id. at 14.
9
statements.54 When a defendant keeps the same core defamatory accusations while

altering temporal context, metrics, and framing to re-present those accusations as

current, the publication “restates” the prior defamatory statements to a new audience.

18. Defendant’s January 2025 update to the text of the article increased the

number of sold paintings from 8 to 25; increased the number of purchased paintings

from approximately 85 to over 400; adjusted operational references from “over 4

years” to “over 6 years”; and added expanded warnings about fees and skin-in-the-

game in the conclusion. 55 These changes were woven into the 2022 article

conveying the same core accusations (“Ponzi scheme,” “fee scam,” “shady business

practices”), thereby repackaging and reiterating the alleged defamatory thesis under

a materially updated factual record for 2025 readers.56 This is “substantive

alteration” related to the defamatory content—not a mere technical tweak—and

therefore constitutes republication.

19. Defendant re-captioned the article to “Honest Masterworks Review

2024: How NOT to Invest in Art” as of January 9, 2024, and then to “Honest

Masterworks Review 2025: How NOT To Invest in Art,” contemporaneously

updating prompts such as “Is art a good investment in 2025?” 57 These edits target

54
Id at 14.
55
Pl.’s. Resp. to MTD at 3-4, D.I. 11.
56
Id.
57
Id. at 2-3.
10
individuals performing searches focusing on 2024 and 2025, a distinct cohort from

the 2022 readers, including those searching for year-specific queries. This method

of change aligns with Isaac’s58 “intent to reach a new audience” and Perlman’s59

“directed to a new audience” pathway, refreshing the limitations period. Plaintiff

treats the 2024 and 2025 updates to the 2022 article as a sequence of wrongful acts.

A sequence of wrongful acts are each subject to a sperate limitations period. 60

20. Defendant characterizes the edits as mere “minor updates,” “links,” or

“technical changes.”61 But the record shows intentional year-to-year retitling,

refreshed operational metrics tied to Masterworks’ scale, and reframed temporal

analysis presenting the same accusations as current. Defendant’s reliance on

characterizing the updates as “technical” fails where the changes are substantively

related to the alleged defamatory theme, and intentionally re-timed and re-aimed to

year-specific readers. These are not passive technical adjustments—they are

substantive and audience-targeted re-presentations that meet the standards set by the

body of Delaware case law to be seen as republication.62

58
2025 WL 2437093.
59
2020 WL 47303406.
60
Isaac, 2025 WL 2437093, at *14.
61
Def.’s Reply to MTD at 4., D.I. 14.
62
See Isaac, 2025 WL 2437093, at *14.; Toptal, LLC, 2025 WL 2172609, at *14.,
Perlman, 2020 WL 4730406, at *2.
11
21. Plaintiff has pled dates and descriptions of the 2024 and 2025

republications, including title changes, refreshed metrics, and temporal re-framing,

along with the continued presence of the same defamatory assertions.63 These

allegations, accepted as true, are sufficient to plausibly plead republication within

two years of filing.

22. Defendant’s argument that Plaintiff “was aware since 2022” cannot

defeat claims arising from later republications because each qualifying republication

starts a new limitations period.64 Consistent with Isaac, awareness of an original

posting does not time-bar claims based on a 2024 or 2025 republication designed to

reach new audiences with refreshed framing and metrics.65

23. The Defendant continued to publish the same allegedly defamatory

statements, restated to new readers through materially refreshed framing. In Toptal,

the court determined that a column with a hyperlink to the defamatory article,

without any restatement of the prior defamatory statements, is not a republication.66

Liability is present where republished content restates prior defamatory statements.67

The 2024 and 2025 articles did precisely that, with year-specific titling and new data

conveying the same accusations as timely and current. Annual retitling and time-

63
See Compl., Pl.’s. Resp. to MTD, D.I. 11
64
Isaac, 2025 WL 2437093, at *14.
65
Id.
66
Toptal, LLC., 2025 WL 2172609, at *15.
67
Id.
12
bound inquiries (e.g., “Is art a good investment in 2025?”) direct the publication to

a new audience. Moreover, Plaintiff has identified how search engines and readers

seeking current-year guidance would be separately captured, satisfying the “new

audience” pathway.68

24. Accordingly, the complaint is timely under 10 Del. C. § 8119.69 The

complaint was filed on June 5, 2025. 70 Defendant made alleged republications in

2024 and January 2025, each sufficient to refresh the statute of limitations. Under

Delaware’s two-year statute, the 2024 and 2025 republications render the action

timely.

25. Under Isaac, 71 Toptal, 72 and Perlman, 73 Defendant’s 2024 and 2025

updates substantively altered and re-aimed the defamatory content to new audiences,

thereby restarting the statute of limitations. Plaintiff’s detailed allegations easily

meet pleading standards, and inquiry notice from 2022 cannot extinguish claims

based on later republications. Accordingly, Defendant John Doe’s Motion to

Dismiss is DENIED.

68
Pl.’s. Resp. to MTD at 5-6., D.I. 11.
69
Del. Code Ann. tit. 10, § 8119
70
Compl. D.I. 1.
71
2025 WL 2437093
72
2025 WL 2172609.
73
2020 WL 4730406.
13
26. The Court will next address Defendant’s Motion for a Protective

Order. 74 Defendant’s motion seeks to preserve anonymity despite a sustained course

of alleged defamatory publications accusing Masterworks of operating “like a Ponzi

scheme” and a “fee scam.” 75

27. In Doe v. Cahill, 76 the Delaware Supreme Court held that before

compelling disclosure of an anonymous speaker’s identity, a defamation plaintiff

must (1) undertake reasonable efforts to notify the anonymous poster that disclosure

is sought and (2) “support his defamation claim with facts sufficient to defeat a

summary judgment motion.”77

28. The notice component requires reasonable, practicable steps to alert the

speaker; the merits component requires a prima facie showing for each essential

element within the plaintiff’s control.78

29. Cahill weighed the risks of unmasking against free expression. 79 Given

these competing interests, the Court adopted the summary-judgment standard

precisely to guard against unmasking in weak or pretextual cases while allowing

legitimate claims to proceed. 80 To satisfy the summary judgment standard from

74
Def.’s MPO, D.I. 8.
75
Compl. at 4. D.I. 1.
76
Id.
77
Id.
78
Id.
79
Id.
80
Id.
14
Cahill the plaintiff must “submit sufficient evidence to establish a prima facie case

for each essential element” under the plaintiff’s control. 81 Plaintiff satisfies this test.

30. First, Masterworks satisfies Cahill’s82 notice requirement. In October

of 2022 Masterworks contacted Defendant through WantFI.com’s contact form

requesting that the falsehoods be corrected.83 Defendant responded and insisted on

remaining anonymous and then refused to correct any false statements.84

Masterworks’ outreach put Defendant on actual notice that his identity and

accountability for the article were at issue. Defendant then republished the article in

2023, 2024, and 2025, maintaining the challenged statements despite the 2022

notice. Separately, Masterworks respected the Court’s service order and notified

Defendant via WantFI.com.85 Defendant promptly responded (including initiating

settlement contact) and then retained counsel.86 These facts make clear that, to the

extent reasonably practicable, plaintiff undertake efforts to notify the anonymous

poster.

31. Defendant’s contrary claim that Plaintiff did not try to obtain his

identity in 2022 does not negate Plaintiff’s documented notice efforts. The test is

81
Id. at 460, 463.
82
884 A.2d at 460.
83
Pl.’s. Resp. to MPO at 2., D.I. 12.
84
Id.
85
Id. at 5.
86
Id.
15
reasonable effort to notify that unmasking is sought. 87 Here, Plaintiff’s outreach,

subsequent service of the Court’s discovery order, and Defendant’s appearance

through counsel demonstrate notice consistent with Cahill. 88

32. Masterworks made a prima facie showing sufficient to defeat summary

judgment. Under Delaware law the defamation elements are as follows:

(1) the defendant made a defamatory statement; (2)
concerning the plaintiff; (3) the statement was published;
and (4) a third party would understand the character of the
communication as defamatory. 89

33. For public figures there is an additional falsity element, but actual

malice need not be proven pre-discovery. 90 The article accuses Masterworks of

being “basically a fee scam,” operating “like a Ponzi scheme,” charging “obscene

fees,” creating “faux demand,” and engaging in “shady business practices.” 91 These

are factual assertions, not mere rhetorical hyperbole, because they convey verifiable

allegations of fraudulent operations and misconduct. Accusations of criminal-

fraud-like schemes and dishonest practices are classic defamation when false. The

statements expressly reference “Masterworks” and are directed at the company’s

87
Id. at 461.
88
Id.
89
Id.
90
Id. at 464.
91
Pl.’s. Resp. to MPO at 2., D.I. 12.
16
business model and practices, satisfying the “concerning” element. The statements

were published on WantFI.com, which is publicly accessible, and then republished

with updated titles and content in 2023, 2024, and 2025. Publication to third parties

is therefore established.

34. Accusations of operating a “Ponzi scheme” and a “fee scam,” as well

as “shady business practices,” would be understood by reasonable readers as alleging

dishonest or fraudulent conduct. Masterworks submitted to the Court the Affidavit

of Nigel Glenday averring falsity: fees are disclosed and services delivered;

Masterworks purchases actual artworks; fees are transparent and industry-standard;

there is no CEO conflict; and operations comply with regulations. 92 At this stage,

Cahill93 requires a prima facie evidentiary showing with sufficient evidence of each

defamation element. 94 This can be satisfied by sworn attestations. 95

35. Delaware law acknowledges and warns against unmasking being used

as a tool of harassment, but its safeguard is the summary-judgment standard and the

notice requirement, both of which are satisfied here. Plaintiff is not seeking to

silence political criticism— it seeks redress for concrete, verifiably false accusations

of fraudulent conduct harming its reputation among investors. That is a

92
Ex. A. to Ex Parte Motion of Pl. to engage in pre-service discovery. D.I. 3.
93
884 A.2d at 460.
94
Id. at 463-64.
95
Id.
17
paradigmatic case in which unmasking is appropriate after the Cahill96 showings are

made. Accordingly, Defendant John Doe’s Motion for Protective Order is

DENIED.

36. For the foregoing reasons, Defendant John Doe’s Motion to Dismiss

under Rule 12(b)(1), and 10 Del. C. §8119 is DENIED; and Defendant John Doe’s

Motion for a Protective Order regarding Pre-Service Discovery under Superior Court

Rule 26 is DENIED.

IT IS SO ORDERED.

/s/ Ferris W. Wharton
Ferris W. Wharton, J.

96
Id.
18