OPINION

Before TUTTLE,* HUFSTEDLER and WALLACE, Circuit Judges.

HUFSTEDLER, Circuit Judge:

Four black women brought an action against their former employers under Title VII of the Civil Rights Act of 1964, charging discriminatory discharge and seeking damages. They prevailed below, and the employers Glenn C. Havens (“Havens”) and Havens International (“International”) appeal. Havens and International contend that: (1) Havens was not an “employer” within the meaning of the Act because the period of the employment of these women and the number of his employees did not bring him within the purview of the Act; (2) their request for a jury trial was improperly denied; (3) International was not jointly liable because it was not a party to the antecedent EEOC proceeding, was not in existence when the discriminatory acts occurred, and had been dissolved before the complaint was filed; and (4) the evidence was insufficient to support the findings upon which the award was based.

Appellees Slack, Matthews, Hampton and Hale were employed in the bonding and coating department of Havens. On January 31, 1968, Matthews, Hampton and Slack were working with a white co-worker, Murphy. Their immediate supervisor, Pohasky, at that time informed them that they would be expected to undertake a general heavy cleaning of their department on the following morning. They protested. The next day, Pohasky excused Ms. Murphy to another assignment and called Hale back from another department where she had been on loan in order to have her join the cleaning. Appellees again protested that they had not been hired to do janitorial work, and inquired as to why Ms. Murphy had been excused. Pohasky insisted that they perform the work, remarking that “Colored people should stay in their *1093places,” and “Colored people are hired to clean because they clean better,” or words to that effect. When appellees persisted in refusing to do the work, they were given their final paychecks. After pursuing state remedies, they filed charges with the Equal Employment Opportunity Commission (EEOC) and, upon receiving right to sue letters, brought this action seeking an injunction, back pay, and exemplary damages. The court denied injunctive relief because the only named defendant currently carrying on the business was Calgon Corporation, against whom the action had been dismissed with prejudice. Punitive damages were denied because they are not authorized by statute. The court awarded Matthews and Hampton six weeks pay because they had thereafter refused to consider reemployment until all four women were reinstated; no issue is raised on appeal concerning the propriety of the limited award to them. Slack and Hale were awarded damages for back pay from February 1, 1968 to January 17, 1972, reduced by the amounts they could have earned by reasonable diligence elsewhere, pursuant to 42 U.S.C. § 2000e-5(g).

Havens first argues that he is not an “employer” within the meaning of the Civil Rights Act1 and that, consequently, the district court should have dismissed the action for lack of subject matter jurisdiction. According to his interpretation, the statute requires the existence of a “critical mass” of 50 employees for a total of 20 weeks during the prior calendar year and only those months of the current year preceding the incident at issue. Such a reading, he contends, is required to give employers notice of their potential liability under Title VII before a discriminatory incident occurs, and to prevent after-the-fact divestiture of jurisdiction by an employer’s reduction of the size of his work force to fall outside the statutory limit.2 These arguments are unpersuasive. Employers have had notice of the requirements of the Civil Rights Act since the time of its passage. Whether they could attempt to circumvent its provisions by manipulating the number of persons they employ is irrelevant to the problem of statutory construction facing us. The language of the statute is plain: Congress clearly spoke in terms of “calendar years.” Although it would have been easy to incorporate appellants’ “critical mass” idea by measuring the relevant number of employees over the 24 months preceding the incident, the statute gives no evidence of such an intent. We can therefore only conclude that Congress meant what it said and that Havens is indeed an “employer” within the terms of the statute. (See, e. g., Culpepper v. Reynolds Metals Co. (5th Cir. 1970) 421 F.2d 888, 891.)

*1094Appellants next argue that they were improperly denied a jury trial. They contend that awards of back pay in Title VII suits are in essence legal “damages” and should not be permitted absent the protections guaranteed by the Seventh Amendment. This claim is unsupported by either case law or the language of the statute. It is well established that a jury trial is required only if a statute creates legal rights and remedies enforceable in the ordinary courts of law (Curtis v. Loether (1974) 415 U.S. 189, 194, 94 S.Ct. 1005, 39 L.Ed.2d 260). In Curtis v. Loether, the Supreme Court held that the 1968 Civil Rights Act’s Title VIII fair housing provisions did trigger this requirement, but it strongly suggested that the employment provisions found in Title VII do not. Contrasting the language of “damages” found in § 812 (42 U.S.C. § 3612) with that of “equitable relief” found in § 2000e-5(g),3 and the mandatory nature of the § 812 award with the discretionary nature of the award of back pay under Title VII, the Court left little doubt that not all awards of monetary relief should necessarily be characterized as legal relief for purposes of the jury trial requirement. Appellants’ claim that a jury trial must be afforded whenever any “legal” characteristic is associated with a primarily “equitable” action fails.4 Here, the award of back pay is an integral part of the equitable remedy of reinstatement (see Albemarle Paper Co. v. Moody (1975) 422 U.S. 405, 421-425, 95 S.Ct. 2362, 45 L.Ed.2d 280); to consider it apart from that context would be to distort the traditional line dividing legal from equitable remedies. We join the Fourth, Fifth and Sixth Circuits in holding that jury trials need not be provided defendants in Title VII suits. (See EEOC v. Detroit Edison (6th Cir. 1975) 515 F.2d 301, 308; Robinson v. Lorillard Corp. (4th Cir. 1971) 444 F.2d 791, 802, cert. dismissed under rule 60, (1971) 404 U.S. 1006, 92 S.Ct. 573, 30 L.Ed.2d 655; Johnson v. Georgia Highway Express, Inc. (5th Cir. 1969) 417 F.2d 1122, 1125; cf. McFerren v. County Board of Education (6th Cir. 1972) 455 F.2d 199, 202-04; Harkless v. Sweeny Independent School District (5th Cir. 1970) 427 F.2d 319, 324, cert. denied, (1971) 400 U.S. 991, 91 S.Ct. 451, 27 L.Ed.2d 439; Smith v. Hampton Training School (4th Cir. 1966) 360 F.2d 577, 581 n. 8 (en banc).)

Appellants also contend that International, incorporated after appellees’ discharge, not mentioned in their complaint to the EEOC, and dissolved before this suit was commenced, was not properly joined in the district court proceedings and as a result cannot be held jointly liable for the judgment. We agree with the analysis of the successor corporation problem stated by the Sixth Circuit in EEOC v. MacMillan Bloedel Containers, Inc. (6th Cir. 1974) 503 F.2d 1086. When a successor corporation has not been named in antecedent charges filed with the EEOC, its liability to suit depends on

“1) whether the successor company had notice of the charge, 2) the ability of the predecessor to provide relief, 3) whether there has been a substantial continuity of business operations, 4) whether the new employer uses the same plant, 5) whether he uses the same or substantially the same work force, 6) whether he uses the same or *1095substantially the same supervisory personnel, 7) whether the same jobs exist under substantially the same working conditions, 8) whether he uses the same machinery, equipment and methods of production and 9) whether he produces the same product.” (Id. at 1094.)

International substantially met all of these “sameness” inquiries. It seeks to avoid liability on the ground that it did not have notice of the EEOC proceedings. The absence of technical notice of the EEOC proceedings before suit was filed does not prevent liability. International had a full and fair opportunity to present all of its defenses to the district court, and it was not prejudiced in any way by a failure to give antecedent notice of the EEOC proceedings in which, at that time, it was disinterested. The district court properly held International jointly liable.

Appellants finally contend that the district court’s finding of discrimination was clearly erroneous. We cannot agree. In a case such as this, the trier of fact must make the necessary determination based upon

“reasonable inferences drawn from the totality of facts, the conglomerate of activities, and the entire web of circumstances presented by the evidence on the record as a whole.” (Aeronca Manufacturing Co. v. NLRB (9th Cir. 1967) 385 F.2d 724, 728.)

As mandated by Griggs v. Duke Power Co. (1971) 401 U.S. 424, 91 S.Ct. 849, 28 L.Ed.2d 158, the court correctly looked beyond appellants’ alleged lack of intent to discriminate and considered the consequences of the employment practices in question. Based on the evidence, we think that the district court reasonably found discrimination in the terms and conditions of employment applied to the appellees.

We have one minor problem with the amount of the back pay awards to Slack and Hale. The district court calculated their back pay for the entire period from February 1, 1968 to January 17, 1972. International was dissolved on October 29, 1971, and its assets were transferred to Calgon Corporation. As of October 29, 1971, International could not have employed Slack and Hale. Calgon may well have been liable as International’s successor corporation, but that question is not before us. We remand the cause to the district court for the purpose of recalculating the back pay for Slack and Hale and limiting their awards to the period February 1, 1968 to October 29, 1971.

The cause is remanded for the purpose of correcting the amount of back pay awarded to Slack and Hale; in all other respects the judgment is affirmed. Appellees shall have their costs on appeal.

Mr. Justice Powell

delivered the opinion of the Court.

The case before us raises significant questions as to the proper order and nature of proof in actions under Title *794VII of the Civil Rights Act of 1964, 78 Stat. 253, 42 U. S. C. § 2000e et seq.

Petitioner, McDonnell Douglas Corp., is an aerospace and aircraft manufacturer headquartered in St. Louis, Missouri, where it employs over 30,000 people. Respondent, a black citizen of St. Louis, worked for petitioner as a mechanic and laboratory technician from 1956 until August 28, 19641 when he was laid off in the course of a general reduction in petitioner’s work force.

Respondent, a long-time activist in the civil rights movement, protested vigorously that his discharge and the general hiring practices of petitioner were racially motivated.2 As part of this protest, respondent and other members of the Congress on Racial Equality illegally stalled their cars on the main roads leading to petitioner’s plant for the purpose of blocking access to it at the time of the morning shift change. The District Judge described the plan for, and respondent’s participation in, the “stall-in” as follows:

“[F]ive teams, each consisting of four cars would 'tie up’ five main access roads into McDonnell at the time of the morning rush hour. The drivers of the cars were instructed to line up next to each other completely blocking the intersections or roads. The drivers were also instructed to stop their cars, turn off the engines, pull the emergency brake, raise all windows, lock the doors, and remain in their cars until the police arrived. The plan was to have the cars remain in position for one hour.

*795“Acting under the 'stall in’ plan, plaintiff [respondent in the present action] drove his car onto Brown Road, a McDonnell access road, at approximately 7:00 a. m., at the start of the morning rush hour. Plaintiff was aware of the traffic problems that would result. He stopped his car with the intent to block traffic. The police arrived shortly and requested plaintiff to move his car. He refused to move his car voluntarily. Plaintiff’s car was towed away by the police, and he was arrested for obstructing traffic. Plaintiff pleaded guilty to the charge of obstructing traffic and was fined.” 318 F. Supp. 846, 849.

On July 2, 1965, a “lock-in” took place wherein a chain and padlock were placed on the front door of a building to prevent the occupants, certain of petitioner’s employees, from leaving. Though respondent apparently knew beforehand of the “lock-in,” the full extent of his involvement remains uncertain.3

*796Some three weeks following the “lock-in,” on July 25, 1965, petitioner publicly advertised for qualified mechanics, respondent’s trade, and respondent promptly applied for re-employment. Petitioner turned down respondent, basing its rejection on respondent’s participation in the “stall-in” and “lock-in.” Shortly thereafter, respondent filed a formal complaint with the Equal Employment Opportunity Commission, claiming that petitioner had refused to rehire him because of his race and persistent involvement in the civil rights movement, in violation of §§ 703 (a)(1) and 704 (a) of the Civil Rights Act of 1964, 42 U. S. C. §§ 2000e-2 (a)(1) and 2000e-3 (a).4 The former section generally prohibits racial discrimination in any employment decision while the latter forbids discrimination against applicants or employees for attempting to protest or correct allegedly discriminatory conditions of employment.

*797The Commission made no finding on respondent’s allegation of racial bias under §703 (a)(1), but it did find reasonable cause to believe petitioner had violated § 704 (a) by refusing to rehire respondent because of his civil rights activity. After the Commission unsuccessfully attempted to conciliate the dispute, it advised respondent in March 1968, of his right to institute a civil action in federal court within 30 days.

On April 15, 1968, respondent brought the present action, claiming initially a violation of § 704 (a) and, in an amended complaint, a violation of § 703 (a)(1) as well.5 The District Court dismissed the latter claim of racial discrimination in petitioner’s hiring procedures on the ground that the Commission had failed to make a determination of reasonable cause to believe that a violation of that section had been committed. The District Court also found that petitioner’s refusal to rehire respondent was based solely on his participation in the illegal demonstrations and not on his legitimate civil rights activities. The court concluded that nothing in Title VII or § 704 protected “such activity as employed by the plaintiff in the ‘stall in’ and ‘lock in’ demonstrations.” 318 F. Supp., at 850.

On appeal, the Eighth Circuit affirmed that unlawful protests were not protected activities under § 704 (a),6 but reversed the dismissal of respondent’s § 703 (a)(1) claim relating to racially discriminatory hiring practices, holding that a prior Commission determination of reasonable cause was not a jurisdictional prerequisite to raising a claim under that section in federal court. The court *798ordered the case remanded for trial of respondent’s claim under § 703 (a)(1).

In remanding, the Court of Appeals attempted to set forth standards to govern the consideration of respondent’s claim. The majority noted that respondent had established a prima facie case of racial discrimination; that petitioner’s refusal to rehire respondent rested on “subjective” criteria which carried little weight in rebutting charges of discrimination; that, though respondent’s participation in the unlawful demonstrations might indicate a lack of a responsible attitude toward performing work for that employer, respondent should be given the opportunity to demonstrate that petitioner’s reasons for refusing to rehire him were mere pretext.7 In order to clarify the standards governing the disposition of an action challenging employment discrimination, we granted certiorari, 409 U. S. 1036 (1972).

I

We agree with the Court of Appeals that absence of a Commission finding of reasonable cause cannot bar suit under an appropriate section of Title VII and that the District Judge erred in dismissing respondent’s claim of racial discrimination under §703 (a)(1). Respondent satisfied the jurisdictional prerequisites to a federal action (i) by filing timely charges of employment discrimination with the Commission and (ii) by receiving and acting upon the Commission’s statutory notice of the right to sue, 42 U. S. C. §§ 2000e-5 (a) and 2000e-5 (e). The Act does not restrict a complainant’s right to sue to those charges as to which the Commission has made findings of reasonable cause, and we will not engraft on the statute a requirement which may inhibit the review of *799claims of employment discrimination in the federal courts. The Commission itself does not consider the absence of a “reasonable cause” determination as.providing employer immunity from similar charges in a federal court, 29 CFR § 1601.30, and the courts of appeal have held that, in view of the large volume of complaints before the Commission and the nonadversary character of many of its proceedings, “court actions under Title VII are de novo proceedings and ... a Commission 'no reasonable cause’ finding does not bar a lawsuit in the case.” Robinson v. Lorillard Corp., 444 F. 2d 791, 800 (CA4 1971); Beverly v. Lone Star Lead Construction Corp., 437 F. 2d 1136 (CA5 1971); Flowers v. Local 6, Laborers International Union of North America, 431 F. 2d 205 (CA7 1970); Fekete v. U. S. Steel Corp., 424 F. 2d 331 (CA3 1970).

Petitioner argues, as it did below, that respondent sustained no prejudice from the trial court’s erroneous ruling because in fact the issue of racial discrimination in the refusal to re-employ “was tried thoroughly” in a trial lasting four days with “at least 80% ” of the questions relating to the issue of “race.” 8 Petitioner, therefore, requests that the judgment below be vacated and the cause remanded with instructions that the judgment of the District Court be affirmed.9 We cannot agree that the dismissal of- respondent’s § 703 (a)(1) claim was harmless error. It is not clear that the District Court’s findings as to respondent’s § 704 (a) contentions involved the identical issues raised by his claim under § 703 (a) (1). The former section relates solely to discrimination against an applicant or employee oh account of his participation in legitimate civil rights activities or protests, while the latter section deals with the broader and cen*800trally important question under the Act of whether, for any reason, a racially discriminatory employment decision has been made. Moreover, respondent should have been accorded the right to prepare his case and plan the strategy of trial with the knowledge that the § 703 (a)(1) cause of action was properly before the District Court.10 Accordingly, we remand the case for trial of respondent’s claim of racial discrimination consistent with the views set forth below.

II

The critical issue before us concerns the order and allocation of proof in a private, non-class action challenging employment discrimination. The language of Title VII makes plain the purpose of Congress to assure equality of employment opportunities and to eliminate those discriminatory practices and devices which have fostered racially stratified job environments to the disadvantage of minority citizens. Griggs v. Duke Power Co., 401 U. S. 424, 429 (1971); Castro v. Beecher, 459 F. 2d 725 (CA1 1972); Chance v. Board of Examiners, 458 F. 2d 1167 (CA2 1972); Quarles v. Philip Morris, Inc., 279 F. Supp. 505 (ED Va. 1968). As noted in Griggs, supra:

“Congress did not intend by Title VII, however, to guarantee a job to every person regardless of qualifications. In short, the Act does not command that any person be hired simply because he was formerly the subject of discrimination, or because he is a member of a minority group. Discriminatory preference for any group, minority or majority, is precisely and only what Congress has proscribed.

*801What is required by Congress is the removal of artificial, arbitrary, and unnecessary barriers to employment when the barriers operate invidiously to discriminate on the basis of racial or other impermissible classification.” Id., at 430-431.

There are societal as well as personal interests on both sides of this equation. The broad, overriding interest, shared by employer, employee, and consumer, is efficient and trustworthy workmanship assured through fair and racially neutral employment and personnel decisions. In the implementation of such decisions, it is abundantly clear that Title VII tolerates no racial discrimination, subtle or otherwise.

In this case respondent, the complainant below, charges that he was denied employment “because of his involvement in civil rights activities” and “because of his race and color.” 11 Petitioner denied discrimination of any kind, asserting that its failure to re-employ respondent was based upon and justified by his participation in the unlawful conduct against it. Thus, the issue at the trial on remand is framed by those opposing factual contentions. The two opinions of the Court of Appeals and the several opinions of the three judges of that court attempted, with a notable lack of harmony, to state the applicable rules as to burden of proof and how this shifts upon the making of a prima facie case.12 We now address this problem.

*802The complainant in a Title VII trial must carry the initial burden under the statute of establishing a prima facie case of racial discrimination. This may be done by showing (i) that he belongs to a racial minority; (ii) that he applied and was qualified for a job for which the employer was seeking applicants; (iii) that, despite his qualifications, he was rejected; and (iv) that, after his rejection, the position remained open and the employer continued to seek applicants from persons of complainant’s qualifications.13 In the instant case, we agree with the Court of Appeals that respondent proved a prima facie case. 463 F. 2d 337, 353. Petitioner sought mechanics, respondent’s trade, and continued to do so after respondent’s rejection. Petitioner, moreover, does not dispute respondent’s qualifications14 and acknowledges that his past work performance in petitioner’s employ was “satisfactory.”15

The burden then must shift to the employer to articulate some legitimate, nondiscriminatory reason for the employee’s rejection. We need not attempt in the instant case to detail every matter which fairly could be *803recognized as a reasonable basis for a refusal to hire. Here petitioner has assigned respondent’s participation in unlawful conduct against it as the cause for his rejection. We think that this suffices to discharge petitioner’s burden of proof at this stage and to meet respondent’s prima facie case of discrimination.

_The Court of Appeals., intimated, ..however,. that petitioner’s stated reason for refusing to rehire respondent was a~‘fsubjective’’ rather than objective criterjpmwhjch “earn [ ies] little weight jn rebutting charges of. discrimination” 463 F. 2d, at 352, This was among the statements which caused the dissenting judge to read the opinion as taking “the position that such unlawful acts as Green committed against McDonnell would not legally entitle McDonnell to refuse to hire him, even though no racial motivation was involved . . . .” Id., at 355. Regardless of whether this was the intended import of the opinion, we think the court below seriously underestimated the rebuttal weight to which petitioner’s reasons were entitled. Respondent admittedly had taken part in a carefully planned “stall-in,” designed to tie up access to and egress from petitioner’s plant at a peak traffic hour.16 Nothing in Title VII compels an employer to absolve and rehire one who has engaged in such deliberate, unlawful activity against it.17 In upholding, under the National Labor Relations Act, the discharge of employees who had seized and forcibly retained *804an employer’s factory buildings in an illegal sit-down strike, the Court noted pertinently:

“We are unable to conclude that Congress intended to compel employers to retain persons in their employ regardless of their unlawful conduct, — to invest those who go on strike with an immunity from discharge for acts of trespass or violence against the employer’s property .... Apart from the question of the constitutional validity of an enactment of that sort, it is enough to say that such a legislative intention should be found in some definite and unmistakable expression.” NLRB v. Fansteel Corp., 306 U. S. 240, 255 (1939).

Petitioner’s reason for rejection thus suffices to meet the prima facie case, but the inquiry must not end here. While Title YII does not, without more, compel rehiring of respondent, neither does, it .permit petitioner to use respondent’s conduct asa pretext fot the sort of discrimination prohibited by § 703~(a) (1). On remand, respondent must, as the Court of Appeals recognized, be afforded a fair opportunity to show that petitioner’s stated reason for respondent’s rejection was in fact pretext. Especially relevant to such a showing would be evidence that white employees involved in acts against petitioner of comparable seriousness to the “stall-in” were nevertheless retained or rehired. Petitioner may justifiably refuse to rehire one who was engaged in unlawful, disruptive acts against it, but only if this criterion is applied alike to members of all races.

Other evidence that may be relevant to any showing of pretext includes facts as to the petitioner’s treatment of respondent during his prior term of employment; petitioner’s reaction, if any, to respondent’s legitimate civil rights activities; and petitioner’s general policy and *805practice with respect to minority employment.18 On the latter point, statistics as to petitioner’s employment policy and practice may be helpful to a determination of whether petitioner’s refusal to rehire respondent in this case conformed to a general pattern of discrimination against blacks. Jones v. Lee Way Motor Freight, Inc., 431 F. 2d 245 (CA10 1970); Blumrosen, Strangers in Paradise: Griggs v. Duke Power Co., and the Concept of Employment Discrimination, 71 Mich. L. Rev. 59, 91-94 (1972).19 In short, on the retrial respondent must be given a full and fair opportunity to demonstrate by competent evidence that the presumptively valid reasons for his rejection were in fact a coverup for a racially discriminatory decision.

The court below appeared to rely upon Griggs v. Duke Power Co., supra, in which the Court stated: “If an employment practice which operates to exclude Negroes can*806not be shown to be related to job performance, the practice is prohibited.” 401 U. S., at 431.20 But Griggs differs from the instant case in important respects. It dealt with standardized testing devices which, however neutral on their face, operated to exclude many blacks who were capable of performing effectively in the desired positions. Griggs was rightly concerned that childhood deficiencies in the education and background of minority citizens, resulting from forces beyond their control, not be allowed to work a cumulative and invidious burden on such citizens for the remainder of their lives. Id., at 430. Respondent, however, appears in different clothing. He had engaged in a seriously disruptive act against the very one from whom he now seeks employment. And petitioner does not seek his exclusion on the basis of a testing device which overstates what is necessary for competent performance, or through some sweeping disqualification of all those with any past record of unlawful behavior, however remote, insubstantial, or unrelated to applicant’s personal qualifications as an employee. Petitioner assertedly rejected respondent for unlawful conduct against it and, in the absence of proof of pretext or discriminatory application of such a reason, this cannot be thought the kind of “artificial, arbitrary, and unnecessary barriers to employment” which the Court found to be the intention of Congress to remove. Id., at 431.21

*807III

In sum, respondent should have been allowed to pursue his claim under §703 (a)(1). If the evidence on retrial is substantially in accord with that before us in this case, we think that respondent carried his burden of establishing a prima facie case of racial discrimination and that petitioner successfully rebutted that case. But this does not end the matter. On retrial, respondent must be afforded a fair opportunity to demonstrate that petitioner’s assigned reason for refusing to re-employ was a pretext or discriminatory in its application. If the District Judge so finds, he must order a prompt and appropriate remedy. In the absence of such a finding, petitioner’s refusal to rehire must stand.

The judgment is vacated and the cause is hereby remanded to the District Court for further proceedings consistent with this opinion.

So ordered.

MEMORANDUM OPINION

QUARLES, District Judge.

Helaine M. Jeffers (“MsJeffers”), a federal employee, sued her employer, Tommy G. Thompson, Secretary, U.S. Department of Health and Human Services (“HHS”), for alleged discrimination in violation of Title VII of the Civil Rights Act of 1964, as amended (“Title VIP), 42 U.S.C. §§ 2000e through 2000e-17, and the Age Discrimination in Employment Act (“ADEA”), 29 U.S.C. § 633a. Ms. Jeffers claims that HHS denied her a promotion because of her race, her gender, her race-and-gender combined, and her age. She also claims that HHS retaliated against her when she complained that she had suffered illegal discrimination. HHS has filed a motion to dismiss the complaint for failure to state a claim upon which relief can be granted, or, in the alternative, for summary judgment. The issues have been fully briefed by the parties, and no oral hearing is necessary. Local Rule 105.6 (D.Md.).

BACKGROUND

Ms. Jeffers, an African-American woman, was born July 18, 1941.11.15.99 Jeffers Aff. at 1. In November 1996, she was acting co-director of the Office of Program and Organizational Services in the Medicaid Bureau, Health Care Financing Administration (“HCFA”), HHS. 11.05.98 Jef-fers Aff. at 1. HHS classified her position as a Supervisory Health Insurance (“SHI”) Specialist GS-14. Id.

On November 12, 1996, HHS posted two vacancy announcements: H-96-283 and H-96-284. Def.’s Mot., Ex. 1 at 16, Ex. 2 at 7. Both announcements advertised a total of four, equal-ranking SHI Specialist GS-15 positions in HCFA’s Medicaid Bureau. Id. Announcement H-96-283 sought applications for two co-directors of the Office of Medical Services, announcement H-96-284 for two co-directors of the Office of Long Term Care Services. Id. The application period for both announcements ended December 9,1996. Id.

Ms. Jeffers submitted a single application for promotion in response to both. Id., Ex. 4. Thereafter, a single selection panel reviewed all applications. Id., Ex. 1 at 26-27, Ex. 2 at 14. The three-member panel included one Caucasian male, one Caucasian female, and one African-American male. Def.’s Mot. at 2. The same day, January 22, 1997, the panel ranked seven applicants “best qualified” for the H-96-283 positions and five applicants “best qualified” for the H-96-284 positions.1 *320 Id., Ex. 1 at 27-28, Ex. 2 at 14. Three applicants, including Ms. Jeffers, made both “best qualified” lists. Id.; see also id., Ex. 1 at 34, Ex. 2 at 17. The panel’s recommendations were forwarded to the same ultimate decision-maker, David Cade (“Mr.Cade”), the acting director of the Medicaid Bureau. Cade Aff. ¶¶ 2-4. Mr. Cade had been appointed acting director in September 1996. Cade Dep. at 7. As such, he was also Ms. Jeffers’ immediate supervisor. Id. at 13.

After reviewing their applications, Mr. Cade, an African-American male then under the age of forty, interviewed all applicants on the “best qualified” lists. Id. ¶¶ 4-5. The three applicants “best qualified” for both the H-96-283 and the H-96-284 positions, he interviewed only once. Id. ¶ 4. He told all those interviewed that he might select a single director for the respective Offices, thereby eliminating two of the four advertised positions. Def.’s Mot., Ex. 8 at 152-53.

On March 21, 1997, Mr. Cade chose Richard Fenton (“Mr.Fenton”), a 44-year-old Caucasian male who had made both “best qualified” lists, to direct the Office of Medical Services (the H-96-283 positions). Id., Ex. 1 at 36. The same day, he chose Mary Jean Duckett (“Ms.Duckett”), a 50-year-old Caucasian female who had made the “best qualified” list for the H-96-284 positions, to direct the Office of Long Term Care Services (the H-96-284 positions). Id., Ex. 2 at 19. The promotions of Mr. Fenton and Ms. Duckett took effect June 22, 1997. Id., Ex. 1 at 37, Ex. 2 at 20.

At the time of their application, both Mr. Fenton and Ms. Duckett held SHI Specialist GS-14 positions and served as acting co-directors of the Office of Long Term Care Services. Id., Ex. 1 at 39, Ex. 2 at 21, 23. They had been appointed acting co-directors noncompetitively in July 1995. Id., Ex. 1 at 39, Ex. 2 at 23, Ex. 8 at 156-57. Soon after Mr. Fenton had submitted his application, in November 1996, Mr. Cade appointed him acting director of the Office of Medical Services. Id., Ex. 8 at 154-55.

Shortly after Ms. Jeffers learned that she had been rejected, she contacted an Equal Employment Opportunity Commission (“EEOC”) counselor and complained that she had been the victim of unlawful discrimination. 11.15.99 Jeffers Aff. at 1. On July 7, 1997, she filed a formal discrimination complaint with HHS.2 Id. That same month, Ms. Jeffers became deputy director of HCFA’s Division of Quality Improvement and Training. Id. at 2. Pamela *321V. Vocke (“Ms.Vocke”), a Caucasian woman then either forty-three or forty-four years of age, became her immediate supervisor. Vocke Aff. at 1 & ¶ 8. Ms. Jeffers retained her position as a SHI Specialist GS-14. 11.15.99 Jeffers Aff. at 2. From November 1998 through March 2000, she experienced several problems with Ms. Vocke, all of which she attributes to unlawful retaliation in response to her earlier discrimination complaint.3

On November 3,1998, Ms. Jeffers called Ms. Vocke and left a message on her voice-mail saying that she needed to work at home on a paper that was due November 5, 1998. Vocke Aff. ¶ 10; Def.’s Mot., Ex. 14 at 3; 11.15.99 Jeffers Aff. at 2. Ms. Vocke assumed that the paper related to Ms. Jeffers’ graduate school work. Vocke Aff. ¶ 10. She therefore told the timekeeper to place Ms. Jeffers on annual leave for November 3, 1998. Id. On November 5, 1998, when Ms. Jeffers learned that she had been placed on annual leave for her absence two days earlier, she told the timekeeper that she should not be charged annual leave because she had been working at home on a work-related, personnel matter. 11.15.99 Jeffers Aff. at 3; Vocke Aff. ¶ 12. Uncertain what Ms. Jeffers had done on November 3, 1998, Ms. Vocke asked her to provide a copy of that day’s work product by November 9, 1998. 11.15.99 Jeffers Aff. at 3; Vocke Aff. ¶¶ 13-14. Ms. Jeffers refused. 11.15.99 Jeffers Aff. at 3. On November 10, 1998, Ms. Vocke learned that Ms. Jeffers had spent the day in question working on her EEO complaint. Id.; Vocke Aff. ¶ 15.

On December 4, 1998, Ms. Vocke issued Ms. Jeffers a memorandum explaining the procedure for requesting official time to work on an EEO complaint. Def.’s Mot., Ex. 18 at 13. Although regulations mandate that a federal employee be granted “a reasonable amount of official time, if otherwise on duty, to prepare the complaint and to respond to agency and EEOC requests for information,” 29 C.F.R. § 1614.605(b), HCFA policy required employees to request such time in advance. Def.’s Mot., Ex. 19. Because Ms. Jeffers had not followed the proper procedure, Ms. Vocke informed her that she would be placed on unpaid, absent-without-leave (“AWOL”) status for November 3, 1998, unless she submitted a request for annual leave by December 8, 1998. Def.’s Mot., Ex. 18 at 13-14. Ms. Jeffers failed to submit the request, and Ms. Vocke notified her that she would be charged one day of AWOL. Id. at 19. When Ms. Vocke later reviewed Ms. Jeffers’ official record, however, she discovered that Ms. Jeffers had never actually been placed on AWOL status. Vocke Aff. ¶ 20.

In November 1998, Ms. Vocke also noticed that Ms. Jeffers sometimes came to *322work late and left early. Id. ¶¶ 22-23. On December 6, 1998, Ms. Vocke therefore ordered her to sign in and out on a daily basis. Def.’s Mot., Ex. 18 at 14. Ms. Jeffers never complied. Id., Ex. 20.

By February 1999, Ms. Vocke “had noted a number of concerns with Ms. Jeffers’ performance” and had advised her of these concerns in conversations and e-mail messages. Id. ¶ 31. Over the next several months, Ms. Vocke continued to find Ms. Jeffers’ performance deficient. Id. ¶ 32; Def.’s Mot., Ex. 23 at 17-39. Thus, on July 13, 1999, Ms. Vocke placed Ms. Jef-fers on a Performance Improvement Plan (“PIP”). Def.’s Mot., Ex. 23 at 1-5. The PIP stated that Ms. Jeffers was “experiencing problems in performing [her] duties” and aimed to improv[e her] performance “to the ‘successful’ level.” Id. at 1. Initially scheduled to last ninety days, Ms. Vocke extended the PIP another six weeks. Vocke Aff. ¶ 33.

Although the PIP directed Ms. Jeffers to schedule bi-weekly meetings with Ms. Vocke to monitor her progress, by August 19,1999, Ms. Jeffers had failed to schedule a single meeting. Def.’s Mot., Ex. 24. The two finally met only five times. Vocke Aff. ¶ 33. Throughout these meetings, Ms. Jeffers refused “to respond to or comment on anything” related to the PIP. Def.’s Mot., Ex. 25 at 2. Often, Ms. Vocke found her behavior “disrespectful and insolent.” Id. Despite a perceived lack of progress, the PIP terminated November 30, 1999. Vocke Aff. ¶ 33. Both parties felt frustrated and dissatisfied. Id. ¶¶ 33-35; 11.15.99 Jeffers Aff. at 5-10.

Two months into the PIP, on September 10, 1999, Ms. Vocke issued Ms. Jeffers a notice of proposed suspension from pay and duty for seven days because of “insolent behavior and disrespectful conduct.” Def.’s Mot., Ex. 25 at 1. Ms. Jeffers opposed the proposal. 11.15.99 Jeffers Aff. at 10-11. On January 3, 2000, the Medicaid Bureau issued Ms. Jeffers an official reprimand instead of the proposed suspension. Def.’s Mot., Ex. 29 at 1. Although the deciding official concluded that the evidence substantiated Ms. Vocke’s charge of misbehavior, she mitigated the penalty, in part, because of Ms. Jeffers’ tenure with the agency and previous record of service. Id. at 2.

Finally, on March 21, 2000, Ms. Vocke gave Ms. Jeffers a performance rating of “unacceptable” for the appraisal period November 4, 1999 through November 30, 1999. Def.’s Mot., Exs. 30-31.

Ms. Jeffers initiated this action on October 28, 2002, by filing a three-count complaint alleging: racial, gender, and race- and-gender discrimination in violation of Title VII (Count I); age discrimination in violation of the ADEA (Count II); and retaliatory discrimination in violation of both Title VII and the ADEA (Count III).

STANDARD OF REVIEW

When “matters outside the pleadings are presented to and not excluded by the court, a motion ... to dismiss for failure ... to state a claim ... shall be treated as one for summary judgment and disposed of as provided in Rule 56.” Fed. R.Civ.P. 12(b). The parties, however, “shall be given reasonable opportunity to present all material made pertinent to such a motion by Rule 56.” Id. The requirement of “reasonable opportunity” means that all parties must be given “some indication by the court ... that it is treating the [Rule] 12(b)(6) motion as a motion for summary judgment, with the consequent right in the opposing party to file counter affidavits and pursue reasonable discovery.” Gay v. Wall, 761 F.2d 175, 177 (4th Cir.1985) (citations and internal quotation marks omitted). However, when a party is “aware that material outside the *323pleadings is before the court,” the party has notice that a Rule 12(b)(6) motion may be treated as a motion for summary judgment. Id.; see also Laughlin v. Metro. Washington Airports Auth., 149 F.3d 253, 261 (4th Cir.1998)(commenting that a court has no obligation “to notify parties of the obvious”). Still, notice is not enough. Before a Rule 12(b)(6) motion may be converted, the court must be satisfied that the nonmoving party “has ... had the opportunity to discover information that is essential to [its] opposition.” Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 250 n. 5, 106 S.Ct. 2505, 91 L.Ed.2d 202 (1986) (citing Fed.R.Civ.P. 56(f)); see also Celotex Corp. v. Catrett, 477 U.S. 317, 326 & n. 6, 106 S.Ct. 2548, 91 L.Ed.2d 265 (1986).

Ms. Jeffers has had more than adequate notice that the motion of the INS might be treated as one for summary judgment. The motion’s alternative caption and attached materials are in themselves sufficient indicia. See Laughlin, 149 F.3d at 260-61. Moreover, Ms. Jeffers responded to the motion as if it might be treated as one for summary judgment and included her own affidavit and other exhibits. Ms. Jeffers has also had adequate opportunity for discovery. If she had thought that further discovery was necessary to adequately oppose summary judgment, Rule 56(f) obligated her to set out reasons for her need in an affidavit. Celotex Corp., 477 U.S. at 326 & n. 6, 106 S.Ct. 2548; see also Fed.R.Civ.P. 56(f); Laughlin, 149 F.3d at 261 (refusing to overturn district court’s grant of summary judgment on assertions of inadequate discovery when the nonmoving party failed to make an appropriate motion under Rule 56(f)). She has not done so. Therefore, the Court ■will consider the affidavits and additional materials submitted by the parties and will treat the motion of HHS as a motion for summary judgment.

Under Rule 56(c) of the Federal Rules of Civil Procedure, summary judgment is appropriate when there is no genuine issue as to any material fact, and the moving party is entitled to summary judgment as a matter of law. In considering a motion for summary judgment, “the judge’s function is not ... to weigh the evidence and determine the truth of the matter but to determine whether there is a genuine issue for trial.” Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 249, 106 S.Ct. 2505, 91 L.Ed.2d 202 (1986). A dispute about a material fact is genuine “if the evidence is such that a reasonable jury could return a verdict for the nonmoving party.” Id. at 248, 106 S.Ct. 2505. Thus, “the judge must ask ... not whether ... the evidence unmistakably favors one side or the other but whether a fair-minded jury could return a verdict for the [nonmoving party] on the evidence presented.” Id. at 252, 106 S.Ct. 2505. In undertaking this inquiry, a court must view the facts and the reasonable inferences drawn therefrom “in the light most favorable to the party opposing the motion,” Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 587, 106 S.Ct. 1348, 89 L.Ed.2d 538 (1986), but the opponent must state evidence upon which a reasonable fact finder could rely, Celotex Corp., 477 U.S. at 324, 106 S.Ct. 2548. The mere existence of a “scintilla” of evidence in support of the nonmoving party’s case is not sufficient to preclude an order granting summary judgment. Anderson, 477 U.S. at 252, 106 S.Ct. 2505.

ANALYSIS

A. Statutory Bases and Modes of Proof

Title VII makes it unlawful for an employer “to discriminate against any individual with respect to ... compensation, terms, conditions, or privileges of employment because of such individual’s race, col- or, religion, sex, or national origin.” 42 *324U.S.C. § 2000e-2(a)(l). The ADEA prohibits employment discrimination on the basis of an employee’s age, but limits its protection to individuals at least forty years old. 29 U.S.C. §§ 623(a)(1), 633a(a). Both statutes also prohibit an employer from retaliating against employees who assert their right to be free from perceived discrimination. 42 U.S.C. § 2000e-3(a); 29 U.S.C. § 623(d); see also Ross v. Communications Satellite Corp., 759 F.2d 355, 357 n. 1 (4th Cir.1985)(“An underlying discrimination charge need not be meritorious for a plaintiff to prevail on a claim of retaliation .... ”).

An aggrieved employee can prove a violation of either statute in two ways. First, the employee may present any direct or indirect evidence of the discriminatory animus at issue. Brinkley v. Harbour Recreation Club, 180 F.3d 598, 607 (4th Cir.1999). To defeat a summary judgment motion, the employee must produce “evidence of conduct or statements that both reflect directly the alleged discriminatory attitude and that bear directly on the contested employment decision.” Fuller v. Phipps, 67 F.3d 1137, 1142 (4th Cir.1995). Absent such evidence, the employee must rely upon the flexible, burden-shifting scheme of circumstantial proof articulated by McDonnell Douglas Corp. v. Green, 411 U.S. 792, 93 S.Ct. 1817, 36 L.Ed.2d 668 (1973), and its progeny. Brinkley, 180 F.3d at 607.

McDonnell Douglas requires the plaintiff to establish a prima facie case of discriminatory action, giving rise to a presumption of discrimination. McDonnell Douglas Corp., 411 U.S. at 802, 93 S.Ct. 1817; Brinkley, 180 F.3d at 607. The defendant must then articulate a legitimate, non-discriminatory reason for its action. McDonnell Douglas Corp., 411 U.S. at 802-03, 93 S.Ct. 1817; Brinkley, 180 F.3d at 607. If the defendant meets this less-than-ponderous burden of production, the presumption of discrimination disappears, and the plaintiff, who bears the ultimate burden of persuasion, must show that the proffered explanation is but a pretext for intentional discrimination. Reeves v. Sanderson Plumbing Prods., Inc., 530 U.S. 133, 143, 120 S.Ct. 2097, 147 L.Ed.2d 105 (2000); Murrell v. Ocean Mecca Motel, Inc., 262 F.3d 253, 258-59 (4th Cir.2001).

“An employer is entitled to summary judgment if the plaintiff fails to establish a prima facie case of discrimination” or fails to show that the employer’s subsequently proffered reason for the challenged employment action is unworthy of credence. Henson v. Liggett Group, Inc., 61 F.3d 270, 274 (4th Cir.1995); see also Reeves, 530 U.S. at 143, 120 S.Ct. 2097. Even establishment of both a prima facie case and the falsity of the employer’s explanation does not preclude summary judgment for the employer. Reeves, 530 U.S. at 147, 120 S.Ct. 2097. “The ultimate question is whether the employer intentionally discriminated, and proof that ‘the employer’s proffered reason is unpersuasive, or even obviously contrived, does not necessarily establish that the plaintiffs reason ... is correct.” ’ Id. at 146-47, 120 S.Ct. 2097 (quoting St. Mary’s Honor Ctr. v. Hicks, 509 U.S. 502, 524, 113 S.Ct. 2742, 125 L.Ed.2d 407 (1993)). If “no rational factfinder could conclude that the action was discriminatory,” the plaintiff cannot withstand the employer’s motion for summary judgment. Id. at 148, 120 S.Ct. 2097. Nevertheless, “a plaintiffs prima facie case, combined with sufficient evidence to find that the employer’s asserted justification is false,” may, without more, defeat the employer’s motion. Id.

B. Failure-to-Promote Claims

Ms. Jeffers claims that she was denied promotion to the announced GS-15 posi*325tions because of her race, her gender, her race-and-gender, or her age. The evidence reflects a unitary decisional process. The same intermediate selection panel simultaneously reviewed all the applications and created two short lists of “best qualified” applicants. Three applicants, including Ms. Jeffers, appeared on both lists. The same ultimate decision-maker interviewed all those “best qualified” and finally rejected Ms. Jeffers.

1. Discrimination on the Basis of Race

At the EEOC administrative hearing on March 9, 2000, Ms. Jeffers testified that she spoke to Mr. Cade about the positions around the time they were posted. Def.’s Mot., Ex. 8 at 29. When she expressed her interest, he allegedly responded: “[Y]ou have to appreciate my position. I can’t come here in an acting position and start promoting a lot of blacks to super grades.” Id. His response discloses a racial animus (albeit, perhaps, not his own) directly linked to the contested promotion decision(s). More direct evidence that the decision-maker “placed substantial negative reliance on an illegitimate criterion” rarely exists. Fuller, 67 F.3d at 1142 (quoting Price Waterhouse v. Hopkins, 490 U.S. 228, 277, 109 S.Ct. 1775, 104 L.Ed.2d 268 (1989)(0’Connor, J., concurring))(internal quotation marks omitted). At this stage of the proceedings, the testimony of Ms. Jeffers must be accepted as true. Matsushita Elec. Indus. Co., 475 U.S. at 587, 106 S.Ct. 1348. Accordingly, resort to the McDonnell Douglas scheme of proof is unnecessary. Trans World Airlines, Inc. v. Thurston, 469 U.S. 111, 121, 105 S.Ct. 613, 83 L.Ed.2d 523 (1984)(“[T]he McDonnell Douglas test is inapplicable where the plaintiff presents direct evidence of discrimination.”). Ms. Jeffers has adduced sufficient direct evidence of intentional racial discrimination to preclude summary judgment for HHS.

2. Discrimination on the Basis of Gender, Race-and-Gender, and Age

No direct or indirect evidence of any other discriminatory intent supports Ms. Jeffers’ remaining failure-to-promote claims. Their proof, therefore, depends on the McDonnell Douglas paradigm. To establish a prima facie case of discriminatory failure-to-promote, Ms-. Jeffers must prove: (1) that she belongs to a protected group (or groups); (2) that she applied for the positions in question; (3) that she was qualified for the positions; and (4) that she was rejected for the positions under circumstances giving rise to an inference of unlawful discrimination. Carter v. Ball, 33 F.3d 450, 458 (4th Cir.1994). To satisfy the fourth element, she need only show that HHS filled the positions with individuals outside her protected class(es) - or, for her age discrimination claim, individuals “substantially younger.” See id.; O’Connor v. Consol. Coin Caterers Corp., 517 U.S. 308, 312-13, 116 S.Ct. 1307, 134 L.Ed.2d 433 (1996). The burden of establishing a prima facie case is not onerous. Tex. Dep’t of Cmty. Affairs v. Burdine, 450 U.S. 248, 253, 101 S.Ct. 1089, 67 L.Ed.2d 207 (1981); Evans v. Techs. Applications & Serv. Co., 80 F.3d 954, 960 (4th Cir.1996).

HHS concedes that Ms. Jeffers has satisfied the second and third elements. With respect to the first element, it concedes too that she belongs to two distinct, protected classes: the class of females and the class of persons forty years of age and older. Yet Ms. Jeffers also claims membership in - and clearly belongs to - a third, composite class: the class of African-American females. And HHS contends that Title VII affords no discrete protection to such a class.

It grounds its argument in the “clear language” of the statutory text and in *326“common sense.” Defi’s Reply at 2-3. Title VII, HHS points out, proscribes employment discrimination based upon “race, color, religion, sex, or national origin.” 42 U.S.C. § 2000e-2(a)(l)(emphasis added). Because the text poses classes “in the alternative,” HHS concludes, classes cannot be defined by combination of the named classes. Def.’s Reply at 3.

Some characteristics, such as race, color, and national origin, often fuse inextricably. Made flesh in a person, they indivisibly intermingle. The meaning of the statute is plain and unambiguous. Title VII prohibits employment discrimination based on any of the named characteristics, whether individually or in combination. Lam v. Univ. of Haw., 40 F.3d 1551, 1562 (9th Cir.1994)(“[W]here two bases for discrimination exist, they cannot be neatly reduced to distinct components.”); Jefferies v. Harris County Cmty. Action Ass’n, 615 F.2d 1025, 1032 (5th Cir.1980)(“[D]iscrimination against black females can exist even in the absence of discrimination against black men or white women.... The use of the word ‘or’ evidences Congress’ intent to prohibit employment discrimination based on any or all of the listed characteristics.”); see also Olmstead v. L.C., 527 U.S. 581, 598 n. 10, 119 S.Ct. 2176, 144 L.Ed.2d 540 (1999)(citing Jefferies with approval); cf. Lewis v. Bloomsburg Mills, Inc., 773 F.2d 561, 564-66 (4th Cir.1985) (upholding district court’s refusal to redefine a certified class of African-American women to include African-American men, when the evidence demonstrated that the employer discriminated against African-American women to a greater degree than it discriminated against African-American men, and recognizing the class of African-American women as “special victims” of a more general racial animus). Discrimination against African-American women necessarily combines (even if it cannot be dichotomized into) discrimination against African-Americans and discrimination against women — neither of which Title VII permits.

Common sense, moreover, corroborates the clear language of Title VII. An “attempt to bisect a person’s identity at the intersection of race and gender often distorts or ignores the particular nature of [his or her] experiences.” Lam, 40 F.3d at 1562; see also Peggie R. Smith, Separate Identities: Black Women, Work, and Title VII, 14 Harv. Women’s L.J. 21 (1991) (emphasizing the need to examine African-American women’s claims of “interactive” race-and-gender discrimination within a socio-historical framework). Like other composite classes under Title VII, African-American women are subject to stereotypes and assumptions shared neither by African-American males nor by Caucasian females. Consequently, they may suffer a distinct, but no less invidious, discrimination. See Jefferies, 615 F.2d at 1032; Lam, 40 F.3d at 1562 (discussing Asian women).

Of course, as HHS observes, recognition of a distinct class of African-American females (or any composite class) makes establishment of a prima facie case of discrimination easier. The more specific the composite class, the more readily a plaintiff can demonstrate that the beneficiary of the contested employment decision does not belong to the class. A prima facie case is not supposed to be difficult to establish. Tex. Dep’t of Cmty. Affairs, 450 U.S. at 253, 101 S.Ct. 1089. Its establishment, moreover, merely obliges the employer to produce (not to prove) some legitimate, non-discriminatory reason for its action. McDonnell Douglas Corp., 411 U.S. at 802-03, 93 S.Ct. 1817. The ultimate burden of persuasion remains always on the plaintiff. Reeves, 530 U.S. at 143, *327120 S.Ct. 2097. And the more specific the composite class in which the plaintiff claims membership, the more onerous that ultimate burden becomes.

Accordingly, to apply Title VII as written when a plaintiff claims race-and-gender bias, the court must determine “whether the employer discriminates on the basis of that combination of factors, not just whether it discriminates against people of the same race or the same sex.” Lam, 40 F.3d at 1562. Relevant — though not dispositive — evidence of such a claim includes evidence of discrimination against African-Americans (regardless of gender) and evidence of discrimination against females (regardless of race). See Lewis, 773 F.2d at 565; Daniel v. Church’s Chicken, 942 F.Supp. 533, 539 (S.D.Ala.1996).

Here, HHS promoted a 44-year-old Caucasian male and a 50-year-old Caucasian female instead of Ms. Jeffers. Because one of the applicants selected was a woman, and because no other evidence of pure gender discrimination has been adduced, Ms. Jeffers has failed to establish a prima facie case of pure gender discrimination. Etefia v. E. Balt. Cmty. Corp., 2 F.Supp.2d 751, 764 (D.Md.1998)(finding that male plaintiff failed to satisfy the fourth element of a prima facie case of failure-to-promote on the basis of gender when one of the positions he sought went to a man and the other remained unfilled). She has, however, established a prima facie case of composite, race-and-gender discrimination because HHS did not promote an African-American woman.

HHS has offered a legitimate, non-discriminatory explanation for its promotion decision: the superior qualifications of the employees selected. See Evans, 80 F.3d at 960 (recognizing job performance and superior qualifications “as valid, non-discriminatory bases for any adverse employment decision”). Mr. Cade, in particular, has testified that four reasons especially motivated his decision: (1) Mr. Fenton and Ms. Duckett had demonstrated stronger management skills than Ms. Jeffers; (2) they had consistently provided him timely work products of high quality, whereas Ms. Jeffers had not; (3) they submitted stronger promotion applications than Ms. Jeffers; and (4) they performed better in the promotion interview than Ms. Jeffers. Cade Decl. ¶4. The former two reasons derive from Mr. Cade’s experience as the immediate supervisor of all three employees. Cade Dep. at 13, 36, 58-59. The latter two emerge from the promotion process itself.

Although Mr. Cade’s explanation suffices to eliminate the presumption of race-and-gender discrimination, Ms. Jeffers’ proof of his racial discrimination, see supra part B.l, renders the explanation an insufficient basis for summary judgment. If HHS actually rejected Ms. Jeffers because of her race, Mr. Cade’s fourfold rationale cannot be true. Still, “[i]t is not enough ... to dis believe the employer; the factfinder must [also] believe the plaintiffs explanation of intentional discrimination.” Reeves, 530 U.S. at 147, 120 S.Ct. 2097 (quoting St. Mary’s Honor Ctr., 509 U.S. at 519, 113 S.Ct. 2742)(internal quotation marks omitted). Thus, “if the circumstances show that the defendant gave the false explanation to conceal something other than discrimination, the inference of discrimination will be weak or nonexistent.” Fisher v. Vassar Coll., 114 F.3d 1332, 1338 (2d Cir.1997), quoted with approval in Reeves, 530 U.S. at 148, 120 S.Ct. 2097. Similarly, if evidence shows that the employer concocted its explanation to conceal racial discrimination, no *328inference of any other illegal discrimination necessarily arises.

In further support of her claim of race- and-gender discrimination, Ms. Jeffers points again to the alleged, contemporaneous statement of Mr. Cade that he was not going to “start promoting a lot of blacks to super grades.” Def.’s Mot., Ex. 8 at 29. She points also to the promotion and employment record of the Medicaid Bureau in general and Mr. Cade in particular. Of the five employees that Mr. Cade promoted to GS-15 positions during his tenure as acting director, not one was an African-American. Cade Decl. ¶ 6. Further, from October 1994 through December 1996, not a single African-American was promoted to a GS-15 position. Def.’s Mot., Ex. 2 at 18.

The alleged statement of Mr. Cade certainly discloses a bias against African-Americans — a bias, however, that would harm African-American women no more (and no less) than African-American men. It reveals no bias against African-American women in particular, nor any bias against women in general.

With respect to the promotion and employment record: in March 1997, the Medicaid Bureau employed eleven GS-15s— eight men and three women, all Caucasian. Def.’s Mot., Ex. 2 at 18. It employed nineteen GS-14s — seventeen Caucasians and two African-Americans. Id. Thirteen of the Caucasians were male; both African-Americans, including Ms. Jeffers, were female. Id. Prior to the promotions at issue, between October 1994 and December 1996, HHS promoted only one employee, a Caucasian female, to a GS-15 position. Id. During the same period, it promoted only one other employee, an African-American female, to a GS-14 position. Id. This sparse statistical evidence discloses no special bias against African-American women. From the totality of the evidence, no rational factfinder could conclude that HHS failed to promote Ms. Jeffers because of the combination of her race-and-gender.

At forty-four, Mr. Fenton was substantially younger than the 55-year-old Ms. Jeffers. See Tolley v. Health Care & Retirement Corp., No. 96-2094, 1998 WL 24972, at *3 (4th Cir. Jan.21, 1998)(finding a 42-year-old substantially younger than a 51-year-old). Ms. Duckett, at fifty, probably was not. See Cramer v. Intelidata Techs. Corp., No. 97-2775, 1998 WL 911735, at *3 (4th Cir. Dec.31, 1998)(find-ing a difference of five years insignificant). Nevertheless, the point that distinguishes substantially from insubstantially younger likely cannot be fixed. Moreover, Ms. Jeffers was apparently the oldest of all the “best qualified” applicants, and the ultimate decision-maker, Mr. Cade, was younger. Ms. Jeffers has established a prima facie case of age discrimination.

Other than this minimal prima facie case, however, and Mr. Cade’s racially discriminatory remark, she adduces no further evidence of age animus. Thus, no rational factfinder could conclude that HHS failed to promote Ms. Jeffers because of her age.

C. Retaliation Claim

Ms. Jeffers also claims that HHS retaliated against her because she filed a discrimination complaint about her non-selection for the GS-15 positions. She has produced no evidence of retaliatory intent. Therefore, the familiar McDonnell Douglas paradigm dictates her proof. To establish a prima facie case of retaliation, she must show: (1) that she engaged in a protected activity; (2) that HHS took adverse employment action against her; and (3) that a causal connection existed between the protected activity and the ad*329verse action. Causey v. Balog, 162 F.3d 795, 803 (4th Cir.1998). HHS does not dispute that Ms. Jeffers has satisfied the first element. It contends, however, that she cannot demonstrate the second.

An employer’s conduct must materially alter the terms, conditions, or benefits of employment to qualify as an adverse employment action. Von Gunten v. Maryland, 243 F.3d 858, 866 (4th Cir.2001). Inquiry into the adverse nature of an employer’s action typically focuses on whether the employee has suffered discharge, demotion, decrease in pay or benefits, loss of job title or supervisory responsibility, or reduced opportunities for promotion. Boone v. Goldin, 178 F.3d 253, 255 (4th Cir.1999). Although something less than an “ultimate employment decision” may constitute an adverse employment action, Title VII does not remedy everything that makes an employee unhappy. See Settle v. Baltimore County, 34 F.Supp.2d 969, 989 (D.Md.1999), aff'd mem., 203 F.3d 822 (4th Cir.2000).

Ms. Jeffers advances six discrete employment actions that she argues are legally adverse: placing her on AWOL status when she worked at home on her discrimination complaint; requiring her to sign in and out every day; placing her on a PIP; proposing to suspend her from pay and duty for seven days; issuing her a reprimand in lieu of the proposed suspension; and rating her performance “unacceptable.”

Although placement on AWOL status denies an employee compensation, the record shows — and Ms. Jeffers concedes, Pl.’s Opp’n at 19 — that she was never so placed. Vocke Aff. ¶ 20; Def.’s Mot., Ex. 16. She received full pay for the day in question. Def.’s Mot., Ex. 16. Because Ms. Jeffers has not demonstrated that she suffered any negative consequences from the unimplemented AWOL charge, it does not constitute an adverse employment action. Spriggs v. Pub. Serv. Comm’n, 197 F.Supp.2d 388, 397 (D.Md.2002).

Ms. Vocke has testified that she saw Ms. Jeffers reporting to work late and leaving early on several occasions. Vocke Aff. ¶¶ 22-23. Ms. Jeffers does not deny this testimony. Thus, if Ms. Jeffers was working fewer hours than her job demanded, the requirement to sign in and out cannot have altered the terms and conditions of her employment. On the contrary, it represents an attempt to hold her to terms and conditions already agreed upon. Moreover, the Medicaid Bureau required other GS-14 (and GS-15) employees to sign in and out as well. Id. ¶26. The “terms, conditions, or benefits of a person’s employment do not typically, if ever, include general immunity from the application of basic employment policies.” Von Gunten, 243 F.3d at 869. Regardless, Ms. Jeffers never acceded to the demand to sign in and out. Def.’s Mot., Ex. 20. And HHS took no further action.

Ms. Jeffers labored under the PIP for four-and-a-half months. During its course, she met with Ms. Vocke on five occasions to review her accomplishments and progress. Vocke Aff. ¶ 33. At its conclusion, Ms. Vocke still deemed her performance “unacceptable.” Def.’s Mot., Ex. 30. Nevertheless, HHS pursued the PIP no further. No tangible consequences resulted. The PIP simply does not amount to a redressable adverse employment action. Cottman v. Rubin, No. Civ. L-98-4067, 2001 WL 257830, at *3 (D.Md. Feb.15, 2001)(concluding that decision by U.S. Customs Service to place employee on a PIP was not an adverse employment action), aff'd, 35 Fed.Appx. 53 (4th Cir.2002).

*330A suspension from pay and duty clearly amounts to an actionable employment action. Spriggs v. Diamond Auto Glass, 242 F.3d 179, 190 (4th Cir.2001). Just as clearly, a proposed suspension that is never carried out does not. See Howze v. Va. Polytechnic, 901 F.Supp. 1091, 1096-97 (W.D.Va.1995)(holding that professor had not suffered an adverse employment action when an intermediate committee denied her tenure, but the ultimate review committee granted it); see also 29 C.F.R. § 1614.107(a)(5) (requiring agency dismissal of complaints that allege “that a proposal to take a personnel action, or other preliminary step to taking a personnel action, is discriminatory”).

A reprimand, whether oral or written, does not per se significantly affect the terms or conditions of employment. Lewis v. Forest Pharms., Inc., 217 F.Supp.2d 638, 648 (D.Md.2002). However, “if evidence shows that a reprimand not only bruises an employee’s ego or reputation, but also works a real, rather than speculative, employment injury, the reprimand becomes [an adverse] employment action.” Id. The formal, written reprimand that HHS issued Ms. Jeffers, by its own terms and by operation of HHS policy, remained in her official personnel file for two years. Def.’s Mot., Ex. 27, Ex. 29 at 3. It has since been removed. See Johnson Decl. ¶ 6. The reprimand has been purged from her employment record, and, while there, it worked no tangible harm: thus, it does not qualify as an adverse employment action. See Hopkins v. Balt. Gas & Elec. Co., 77 F.3d 745, 755 (4th Cir.1996)(affirming that formal disciplinary letter subsequently removed from an employee’s personnel file is not an adverse action).

Like a reprimand, a poor performance rating does not in itself constitute an adverse employment action. Spears v. Mo. Dep’t of Corrs. & Human Res., 210 F.3d 850, 854 (8th Cir.2000). “Rather, it is a mediate step, which, if relied upon for a true adverse employment action (e.g., discharge, demotion, etc.) becomes relevant evidence.” Settle, 34 F.Supp.2d at 1010. HHS never used Ms. Jeffers’ “unacceptable” performance rating to her detriment. Moreover, like the reprimand she received, the negative evaluation remained in her official personnel file only two years; the file now contains no record of it. Def.’s Mot., Ex. 27; Johnson Decl. ¶ 7. Accordingly, Ms. Jeffers’ performance rating does not rise to the level of an adverse employment action.

Finally, Ms. Jeffers asserts that HHS subjected her to retaliatory harassment creating a hostile work environment. Retaliatory harassment can constitute adverse employment action, but only if the alleged conduct was so severe or pervasive that it altered the term, conditions, or benefits of employment. Oncale v. Sundowner Offshore Servs., Inc., 523 U.S. 75, 78, 118 S.Ct. 998, 140 L.Ed.2d 201 (1998); Harris v. Forklift Sys., Inc., 510 U.S. 17, 21, 114 S.Ct. 367, 126 L.Ed.2d 295 (1993); Von Gunten, 243 F.3d at 869-70. The plaintiff must show that the workplace was both subjectively and objectively hostile. Harris, 510 U.S. at 21, 114 S.Ct. 367; Von Gunten, 243 F.3d at 870. There can be little doubt that Ms. Jeffers subjectively perceived her work environment at the Medicaid Bureau to be abusive.

To determine whether the workplace was objectively hostile, a court must look at all the circumstances, including: the frequency of the discriminatory conduct; its severity; whether it was physically threatening or humiliating, or merely offensive; and the degree to which it unreasonably interfered with the em*331ployee’s work performance.4 Harris, 510 U.S. at 23, 114 S.Ct. 367; Smith v. First Union Nat’l Bank, 202 F.3d 234, 242 (4th Cir.2000). The standard for proving a hostile work environment is intended to be very high. See Porter v. Nat’l Con-Serv, Inc., 51 F.Supp.2d 656, 659 (D.Md.1998), aff'd, 173 F.3d 425 (4th Cir.1999).

Ms. Jeffers’ allegations fall short of this standard. Even if it is assumed arguendo that the conduct Ms. Jeffers complains of was sufficiently frequent, other hallmarks of an objectively hostile work environment are lacking. A reasonable person would not find the totality of the conduct strikingly severe. At no time was Ms. Jeffers physically threatened, nor was she ever humiliated. Though Ms. Vocke criticized her performance, Ms. Jeffers insists that she has always discharged the duties of her employment with utmost competence. 11.15.99 Jeffers Aff. at 4-11. The environment in which Ms. Jeffers worked may have been, at times, unpleasant; as a matter of law, it was not hostile. Accordingly, HHS is entitled to summary judgment on her claim of retaliation.

CONCLUSION

For the foregoing reasons, a separate order will be issued: DENYING HHS’s motion for summary judgment as to Count I, with respect to Ms. Jeffers’ claim of racial discrimination; GRANTING HHS’s motion for summary judgment as to Count I, with respect to Ms. Jeffers’ claims of gender discrimination and race-and-gender discrimination; and GRANTING HHS’s motion for summary judgment, and entering judgment in its favor, as to Counts II and III.

ORDER

For the reasons stated in the accompanying Memorandum Opinion, it is, this 8th day of May 2003, hereby ORDERED and ADJUDGED:

1. That the defendant’s motion for summary judgment BE, and it hereby IS, DENIED IN PART as to Count I of the plaintiffs complaint, with respect to the claim of racial discrimination;

2. That the defendant’s motion for summary judgment BE, and it hereby IS, GRANTED IN PART as to Count I of the plaintiffs complaint, with respect to the claims of gender discrimination and raee- and-gender discrimination;

3. That the defendant’s motion for summary judgment BE, and it hereby IS, GRANTED as to Counts II and III of the plaintiffs complaint;

4. That JUDGMENT BE, and it hereby IS, ENTERED as to Counts II and III of the plaintiffs complaint in favor of the defendant and against the plaintiff; and

5. That the Clerk of the Court send copies of this Order and the Memorandum Opinion to counsel for the parties.

GERRARD, District Judge.

Aaron C. Rooney was fired and sued his former employer, alleging that he was discriminated against for being male and non-Jewish. But his former employer, Rock-Tenn Services, Inc.,2 contends that Rooney was fired for poor performance. The district court3 granted summary judgment for Rock-Tenn. We affirm.

I.

Rooney was hired in March 2010 by Dean Metter, Rock-Tenn’s vice-president of business development and key retailers, as an account executive in Rock-Tenn’s Bentonville, Arkansas office. Rock-Tenn was in the business of making packaging and displays for retail merchants, and *1113Rooney was responsible for developing and selling in-store displays in the market served by the Bentonville office. One. of his primary responsibilities wag Rock-Tenn’s account with Alcon.

Rooney reported to Metter until September 2013, when Nancy Collom was hired and became Rooney’s direct supervisor. But Rooney’s November 2013 performance evaluation was still completed by Metter, who gave Rooney an overall rating of 3 out of a possible 5, described as “Met Expectations/Solid Performer.” At several points, however, Metter noted issues with office attendance and communication, and Rooney was only rated 2 out of 5 on some aspects of performance affected by those concerns: “Met Most Expectations/Inconsistent Performer.” Metter criticized Rooney’s “collaborative team work skills” and noted that Rooney did “not .communicate effectively in the office,” and also noted that Rooney “fights the new office alignment,” presumably referring to Collom’s hiring.

According to Collom, Rooney was “polite but disrespectful” to. her after she became his superior. Collom, like Metter, was dissatisfied with Rooney’s communication; in particular, Collom did not believe Rooney kept her sufficiently apprised of his schedule and whereabouts.'

The record also reflects issues with the Alcon- account. The responses on Alcon’s June 2014 Rock-Tenn customer satisfaction survey indicate general satisfaction with Rock-Tenn’s performance: although the Alcon representative completing the survey complained about Rock-Tenn’s manager at Alcon’s site, Jake Kramer, the survey said that Alcon was otherwise “pleased” with the account management. But later that month, Ashley. Olson, Alcon’s manager for retail displays, emailed Rock-Tenn seeking a “full process review” of Rock-Tenn’s operations due to recent problems, and listing the Rock-Tenn employees she expected to attend the meeting at Alcon.

Despite that, quality control and shipping problems persisted. In July 2014, an Alcon job was printed upside-down, and by August, Olson informed Rock-Tenn that because of Rock-Tenn’s mistakes, Alcon was in danger of missing its own delivery deadlines to Walmart. And, she wrote, Alcon was losing sales as a result of reduced in-store availability. If an expected delivery wasn’t made on time, Olson wrote, Alcon would expect Rock-Tenn to cover any fines Walmart imposed.

Later in August, Metter emailed Rooney about a particular Alcon project, instructing him: “Need to be proactive and push everyday. We want to micro manage this project.” But a few days later, Metter wrote in a separate email to Rock-Tenn’s human resources director that despite Olson’s request to micro-manage the project, “[Rooney] did not follow up per [01son]’s request.” Metter also forwarded an overall assessment of the Bentonville office, which noted Rooney’s success in growing the business, but opining that Rooney “is lazy and lacks desire to help grow the local marketplace.. His internal communication skills are severely lacking both to his boss [Collom] and the office, He should be replaced .because of attitude but we must find Alcon, replacement.”

In September 2014, Rock-Tenn failed to deliver Alcon sample products to a trade show. Olson emailed Rooney and Kramer on September 3, making them aware that it was “important that [the shipment] arrive on [September 10],” preferably in the morning, for the September 11 event. But it was discovered on September 10 that the products were damaged, and they hadn’t been shipped. At the same time, on September 9, Olson had emailed Rooney and others at Rock-Tenn- about a different *1114problem: an unexpected surplus of a particular display was showing in Rock-Tenn’s inventory, without explanation. It was discovered that the shipment tracking had been inaccurate, and that the surplus inventory was actually product that had not been delivered. Olson was “baffled how this has happened twice now,” and was “really confused” by the oversight. She wrote, “We have to get this under control.”

On September 18, Olson emailed Metter complaining, not just about missed shipments (and there were more by then), but about the lack of response from Rock-Tenn to persistent inquiries from Alcon’s representatives. Olson wrote that “we have our people working to try to help resolve the issues but that lack of responses is just not acceptable.” Rock-Tenn, she wrote, “needled] to stop the bleeding with missed shipments and late shipments ....” Alcon had been fined three percent of invoice by Walmart for late orders in August and September, and asked Rock-Tenn to reimburse those expenses.

Olson repeatedly emailed Rock-Tenn’s representatives—including Metter, Kramer, and Rooney—complaining about Rock-Tenn’s failure to respond to Alcon’s requests for information and assistance. In late September, there was another delay in shipping Alcon products, occasioned in part by internal questions about production going unanswered. In October, another set of displays that were supposed to have been shipped went missing, and Olson had to email repeatedly because Rock-Tenn’s investigation into the matter did not proceed promptly. In the end, Metter wrote, “[Alcon] is tremendously frustrated. Key comment is around Alcon is why should we use these folks. They always screw up and they are far away .... ” Alcon, Metter wrote, “also feels that we do not care about responding quickly.”

At around the same time, Metter directed Rooney to move his “base location” to his home, and out of the Bentonville office. Rooney was to be “focused on Alcon” and the move would, Metter wrote, “maximize” Rooney’s time. Design activity and project management for Alcon was moved to Rock-Tenn’s Winston-Salem office. But the same sort of problems with the Alcon account persisted. On December 19, Olson emailed Rooney to ask when a particular product would be shipped. On January 8, 2015, Olson emailed again asking for an update. Rooney replied, promising updated costs for the project in a few days, to be submitted to Alcon for approval. Olson replied that she did not “understand what [was] taking so long to reprice” because the issue that required repricing “was discovered prior to the holidays.” Rooney explained that there had been difficulty “aligning all the team members” and that certain price quotations were running more slowly. Olson replied again—this time including Metter on the email—emphasizing that she did not know why it was taking so long, and asking for the matter to be expedited. Metter promised to take care of the problem.

Metter decided to fire Rooney, and Rooney was fired on February 5. Rooney says he was told he was fired because of “difficulties with interacting with coworkers and failure to support Alcon.” But Rooney has a different explanation for why he was fired: he asserts that he was discriminated against by Metter and Collom for not being Jewish, and by Collom for being a man.

To begin with, Rooney testified to his belief that Metter, who is Jewish, had experienced a “Jewish resurgence” and was building a “Jewish empire” at Rock-Tenn that included Collom. According to Rooney, Metter made remarks about networking with the “Jewish network” of potential *1115customers. Metier also, according to Rooney, described Collom as a “great Jewish lady from Philadelphia” and told Rooney that he would “have to start learning to take direction from a Jewish woman.” Rooney also said he overheard Collom and another employee speaking either Yiddish or Hebrew in the office.4 (Rooney was not sure he could distinguish between the two languages.) And Rooney says that after he was fired he was replaced on the Alcon account by a Jewish employee, while Kramer—who was also Jewish—was transferred to another office instead of being fired for mishandling the Alcon account.

Rooney’s gender discrimination argument is premised on several remarks he attributes to Collom. According to Rooney, after she was hired, Collom said that she couldn’t “wait until there’s more ladies in the office.” And after hiring another female employee, Collom said it meant that “we have just as much women in the office as men.” When another woman was hired, Collom allegedly said that “the women now overpower the men.” And after an office remodel, Rooney claims, Collom similarly remarked that “[n]ow the ladies outnumber the men.” According to Rooney, he was replaced on his Starbucks and Wal-mart accounts by women before he was fired.

After exhausting his administrative remedies, Rooney sued, alleging violations of Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 2000e et seq., and pendant state-law claims, But the district court granted Rock-Tenn’s motion for summary judgment, finding that although Rooney had established a prima, facie case of discrimination based on religion and sex, Rock-Tenn articulated legitimate, nondiscriminatory reasons for firing him, and Rooney was unable to show that the reasons proffered by Rock-Tenn were pretexts for discrimination. Rooney appeals.

II.

We review the grant of summary judgment on each of Rooney’s claims de novo. Blake v. MJ Optical, Inc., 870 F.3d 820, 825 (8th Cir. 2017). We affirm summary judgment if there is no genuine dispute as to any material fact. Id. (citing Fed. R. Civ. P. 56(a)). In assessing whether such a dispute exists, we view the evidence in the light most favorable to Rooney and afford him all reasonable inferences. Id. But there must still be enough evidence to allow a rational trier of fact to find for Rooney on the required elements of his claims. Id.

More specifically, to survive a motion for summary judgment on a discrimination claim, a plaintiff must either present admissible evidence directly indicating unlawful discrimination, or create an inference of unlawful discrimination under the burden-shifting framework established in McDonnell Douglas Corp. v. Green, 411 U.S. 792, 93 S.Ct. 1817, 36 L.Ed.2d 668 (1973). Cherry v. Siemens Healthcare Diagnostics, Inc., 829 F.3d 974, 976 (8th Cir. 2016). Rooney does not contend that he provided direct evidence of discrimination, and the district court proceeded under the McDonnell Douglas framework. Under this framework, if an employee carries his burden of establishing a prima facie case of discrimination, the burden then shifts to the employer to articulate a legitimate, non-discriminatory reason for the adverse employment action. Id. “If the employer meets this burden of *1116production, the employee must then ‘prove by a preponderance of the evidence that the legitimate reasons offered by the employer were not its true reasons, but were a pretext for discrimination.’” Grant v. City of Blytheville, Ark, 841 F.3d 767, 773 (8th Cir. 2016) (quoting Reeves v. Sanderson Plumbing Prod's., Inc., 530 U.S. 133, 143, 120 S.Ct. 2097, 147 L.Ed.2d 105 (2000)).

Rooney’s argument on appeal is essentially twofold. His first argument is procedural: he contends that the district court erred by expanding the nondiscriminatory grounds proffered for Rooney’s discharge beyond the reasons provided to Rooney at the time he was fired. Second, Rooney contends that the district court erred in finding Rooney’s evidence insufficient to show that those reasons were pretextual.

■A.

First, Rooney argues that the district court impermissibly “departed] from the rubrics of review when it" expanded the ‘legitimate non-discriminatory reasons for adverse action’ beyond the parties’ stipulation” that, at the time he was fired, Rooney was told “that the basis of his' termination was his ‘interaction with coworkers and failure to support Alcon.’” Rooney points to the district court’s' observation thát Rock-Tenn “clearly and specifically articulate[d] a number of reasons for Rooney’s discharge, with the main reason being Metter’s belief that Rooney’s performance was poor.” And he takes issue' with the court’s conclusion that Rock-Tenn “offered numerous legitimate nondiscriminatory reasons for Rooney’s discharge, including poor performance, customer complaints, and negative interactions with co-workers.” These observations, Rooney suggests, “increased [his] burden of defending against Rock-Tenn’s” motion for summary judgment.

But. the McDonnell Douglas framework is not as narrow as Rooney suggests. While it is true that the district court mentioned some'of Rooney’s performance issues on accounts other than Alcon, the employer’s burden under the McDonnell Douglas framework to articulate non-discriminatory reasons for an adverse employment action does not arise when the adverse-employment action is taken—rather, it is triggered ‘during litigation, when an employee meets his burden of establishing- a prima facie case of discrimination. Title VII ■ does not impose a legal obligation to provide an employee an articulated basis for dismissal at the time of firing, and an employer is certainly not bound as a matter of law to whatever reasons might have been provided.

' Instead, it is well-established that a employer may elaborate on its explanation for an employment decision. See Mervine v. Plant Eng’g Servs., LLC, 859 F.3d 519, 528 (8th Cir. 2017); Pulczinski v. Trinity Structural Towers, Inc., 691 F.3d 996, 1004 (8th Cir. 2012); see also Smith v. Allen Health Sys., Inc., 302 F.3d 827, 835 (8th Cir. 2002). Evidence’ of a substantial shift in- an employer’s explanation for a decision may be evidence of pretext, but an elaboration generally is not. Mervine, 859 F.3d at 528; Pulczinski, 691 F.3d at 1004.

So, for instance, in Smith, we found no merit to an employee’s argument that she had proven pretext by changing its explanation for firing her after the fact. The employee, a' secretary for a. charitable foundation, argued that she was originally told she was discharged for failing to timely mail'donor receipts, but that the foundation’s chief executive officer later suggested she was also fired for concealing from her supervisor how behind she was in her work. Smith, 302 F.3d at 835. We rejected her argument, explaining that the founda*1117tion “certainly did not back off from the original explanation, but only pointed out an additional aspect of the same behavior.” Id. The foundation’s additional evidence was “not different from the reason originally given, but only a slight elaboration of that reason”—and so, it was not a “substantial change” in the foundation’s explanation, and was “not probative of pretext.” Id.

•The same is true here: there is no contradiction between the explanation given to Rooney at the time of his termination and the non-discriminatory reasons for termination that Rock-Tenn articulated during this litigation. Rock-Tenn did proffer additional examples of Rooney’s poor performance, with clients other than Alcon, “[b]ut this supplemental explanation is not evidence of a substantial shift.” Pulczinski, 691 F.3d at 1005. “The additional justification is consistent with the company’s proffered belief’ that Rooney interacted poorly with coworkers and failed to support the Alcon account. Id. As such, it is not evidence of pretext.

B.

Rooney also contends that he offered sufficient evidence that Rock-Tenn’s proffered reasons for firing him were pretexts for discrimination. His argument is, naturally, focused on the only two reasons for termination he believes were properly articulated—and, as explained above, our inquiry is not so limited. But even as to those two reasons, Rooney has not shown pretext.

An employee may demonstrate pretext by two different methods. See Guimaraes v. SuperValu, Inc., 674 F.3d 962, 975 (8th Cir. 2012); Stallings v. Hussmann Corp., 447 F.3d 1041, 1052 (8th Cir. 2006). He may show pretext by persuading the Court that retaliatory animus more likely motivated his employer. See Guimaraes, 674 F.3d at 975; Stallings, 447 F.3d at 1052. Or he may show that the employer’s explanation is unworthy of credence because it has no basis in fact. See Guimaraes, 674 F.3d at 975; Stallings, Ail F.3d at 1052, Either route amounts to showing that a prohibited reason, rather than the employer’s stated reason, actually motivated the termination. Guimaraes, 674 F.3d at 975.

Rooney argues that Rpck-Tenn’s explanation is not credible because it has no basis in fact. Beginning with his alleged failure to support the Alcon account, Rooney points to Alcon’s general satisfaction with Rock-Tenn’s account management team on its June 2014 customer satisfaction survey, and a January 6, 2015 conversation between Metter and Rooney in which Metter said, referring to the Alcon account, that “we’re doing much better, and there’s no two ways about it[.]”5 “Rock-Tenn,” Rooney argues, “offered no evidence of any ‘failure’ on Rooney’s part after this date.”

But it did: just two days later, Alcon’s Ashley Olson had to email Rooney to fol*1118low up on a problem that had gone unaddressed for three weeks—a problem that eventually required Metter’s intervention. And that came on the heels of the series of mistakes detailed above, all of which came after the generally (but not completely) positive June 2014 customer satisfaction survey. Nothing in Rooney’s argument rebuts, or even mitigates, Rock-Tenn’s evidence of repeated errors and omissions on the Alcon account, and there is nothing in Rooney’s argument to suggest that Rooney was not responsible for the mismanagement.6

Next, Rooney contends it was “unworthy of credence,” see Guimaraes, 674 F.3d at 975, that he was fired for poor interaction with coworkers. But he begins, again, by attempting to narrow Rock-Tenn’s explanation: he asserts that “[t]he only co-worker Rock-Tenn identified by name who ‘interacted’ with Rooney is Nancy Collom[,]” and then limits his argument to Rooney’s relationship with Collom. But there are a number of instances in the record in which Rooney was criticized for his failure to communicate with colleagues and poor teamwork. Rock-Tenn was not required to recite an office roll call to rely on those shortcomings as a basis for Rooney’s termination.

Even with respect to Collom, Rooney’s evidence falls short. Generally, Rooney claims that any conflict with Collom was her fault. But it is important to remember, as we have often said, that a federal court is not a super-personnel department with authority to review the wisdom or fairness of business judgments made by employers. See Guimaraes, 674 F.3d at 977; Stallings, 447 F.3d at 1052; Wallace v. Sparks Health Sys., 415 F.3d 853, 860 (8th Cir. 2005). The evidence must do more than raise doubts about the wisdom and fairness of the employer’s opinions and actions—it must create a real issue as to the genuineness of the employer’s perceptions and beliefs. Hervey v. Cty. of Koochiching, 527 F.3d 711, 725 (8th Cir. 2008). The instances pointed to by Rooney—that Col-lom was aggressive towards him, she denied him permission to conduct a project review with a client during an open house, and she should have consulted his Outlook calendar instead of asking him to keep her advised of his schedule—fall well short of creating such an issue.

Finally, Rooney argues his evidence showed that “retaliatory animus more likely motivated his employer” than its stated reasons for firing him, see Guimaraes, 674 F.3d at 975, because Jewish and female employees were treated more favorably than he was, and his replacements were either Jewish or female. But to begin with, it is not clear how he was affected by any alleged sex discrimination. Rooney did not dispute that Metter, not Collom, decided to fire him. Rooney has presented no evidence suggesting that Metter harbored any animus toward men. Nor has he presented any evidence supporting a cat’s-paw theory of liability, in which an employer may be vicariously liable for an adverse employment action if one of its agents— other than the ultimate decisionmaker—is motivated by retaliatory animus and intentionally and proximately causes the action. See Bennett v. Riceland Foods, Inc., 721 F.3d 546, 551 (8th Cir. 2013); Guimaraes, *1119674 F.3d at 972; see also Staub v. Proctor Hosp., 562 U.S. 411, 422, 131 S.Ct. 1186, 179 L.Ed.2d 144 (2011),7 There is no evidence that Collom intentionally and proximately caused Rooney’s termination. And without such evidence, there is nothing to suggest that gender bias was connected to Rooney’s firing.8

Rooney’s contention that Jewish employees were treated more favorably fares no better. He points to two in particular— Kramer, who he says was removed from the Alcon account and transferred to California instead of being fired, and Mark Benjamin, who he says replaced him on the Alcon account.9 But Metter testified that he actually did recommend Kramer’s termination—and that later, Kramer was fired. In any event, Rooney’s only argument with respect to Kramer is that Alcon was also dissatisfied with him—and without a record of Kramer’s performance in other respects, similar to the evidence presented with respect to Rooney, there is no basis to conclude that Kramer was “similarly situated in all relevant respects” to Rooney. See Wallace, 415 F.3d at 860. And in the absence of more substantial evidence of discriminatory animus, the fact that Rooney was replaced on one of his accounts by a Jewish man is not enough to create a reasonable inference of discrimination. See Tusing v. Des Moines Indep. Cmty. Sch. Dist., 639 F.3d 507, 520-21 (8th Cir. 2011).

III.

In sum, the district court did not err in concluding that Roek-Tenn articulated legitimate, non-discriminatory reasons for firing Rooney, and that he was unable to show the reasons proffered by Rock-Tenn were pretexts for discrimination. The district court’s judgment is affirmed.

GILMAN, J., delivered the opinion of the court, in which BOGGS, J., joined. CLAY, J. (pp. 593-99), delivered a separate dissenting opinion.

OPINION

RONALD LEE GILMAN, Circuit Judge.

Anita Loyd, an African-American woman, worked as a security guard for 25 years at Saint Joseph Mercy Oakland/Trinity Health Hospital in Pontiac, Michigan before being terminated in July 2011 following an incident with an agitated and combative patient. Loyd was 52 years old at the time of her termination. She alleges that the hospital fired her because of her age, race, and sex, whereas the hospital contends that she was discharged for a major violation of hospital policy. The district court granted the hospital’s motion for summary judgment on all of Loyd’s claims. For the reasons set forth below, we AFFIRM the judgment of the district court.

I. BACKGROUND

Although Loyd had been employed as a security guard at the hospital since 1986, her disciplinary record was not unblemished. In 2001, for example, Loyd received a written warning for failing to help restrain a patient under circumstances very similar to the 2011 incident that led to her discharge; i.e., she questioned the authority of the medical staff to have the patient restrained. The record also shows that Loyd received a written warning in 2004 for refusing to work overtime hours.

Two more incidents involving Loyd occurred in 2010. In the first incident, Loyd left work due to illness without first obtaining permission from her supervisor, which constitutes a minor infraction under the hospital’s discipline policy. The second incident involved Loyd abandoning her post without excuse or permission, which is a major infraction under the hospital’s policy. In that incident, Loyd was found sitting on the porch of a house near the hospital while on duty. Loyd admitted to the underlying conduct, but claimed that her intent was to connect with the surrounding community. The hospital placed Loyd on final-written-warning status following this second 2010 incident.

Loyd and the hospital disagree on the details of the June 2011 incident that led to her termination. According to the hospital, Loyd was dispatched on June 16, 2011 to a room containing a female psychiatric patient. The patient was agitated and combative, and the medical staff needed *585help in restraining her. But instead of helping to restrain the patient, Loyd asked the patient why she was in the hospital. Loyd told the patient that she could leave the hospital if she had been admitted for a drug-related or alcohol-related (as opposed to a psychiatric) reason.

Mark Bott, one of the nurses on duty, then began to argue with Loyd. Loyd maintained that drug-related and alcohol-related admissions were different from psychiatric-based admissions. She also demanded to see the patient’s admissions paperwork in order to determine whether the patient had been “petitioned and certified” (a hospital term for “involuntarily admitted”). Loyd’s actions exacerbated the patient’s condition to the point where the patient tried to pull an IV out of her own arm. Two other security guards, Pete Kowalak and David Sikorski, eventually succeeded in restraining the patient. Loyd made no attempt to help Kowalak or Sikorski.

Although Loyd concedes that the June 16, 2011 incident occurred, she disputes the hospital’s version regarding a number of the details. Loyd admits that she talked to the patient and told the patient that she (Loyd) would find out from the medical staff whether the patient could leave. She further admits that she walked out of the patient’s room and asked a nurse, Sonya Moak, whether the patient had been petitioned and certified. Loyd denies, however, that she failed to help restrain the patient. She also denies that the patient became more combative as a result of Loyd’s actions.

Following the incident, the hospital began an internal investigation. Moak drafted and filed an incident report with the hospital’s Potential Error Event Reporting System (PEERS), which is a part of the hospital’s quality-assurance review system. Ryan Hernandez, the hospital’s human-resources representative, then took statements from witnesses. Two of the witness statements were provided by Kowalak and Sikorski. Kowalak’s statement, dated June 20, 2011, explained that

[w]hen I arrived on this call I observed that ... Loyd was discussing the patient’s situation. She stated that there was no petition ordered. I also heard ... Loyd state to the E.R. staff that coming to the ER for drugs or phsych [sic] problems were two different things[,] at this time writer [Kowalak] had stepped out of the room.

Sikorski’s statement, dated June 17, 2011, recounted further details:

Upon my arrival to E.R. 19, Anita Loyd was already in the room, talking with the patient. Also in the room were R.N. Mark Bott and one other person whom I don’t know. At one point I overheard Loyd tell the patient that she did not have to stay if she did not want to. Loyd went on to ask the patient, “What you in here for?” The patient replied that she “had a problem with drugs.” Loyd then went and made a statement, “Drugs and alcohol is different than psych.” “You can’t keep her here, she can sign herself out.” Bott was obviously agitated by these remarks and told Loyd, “You can’t tell her that.” “She has to stay.” “You have no business talking to her.” “She has a petition against her.” The patient then demanded to see the petition. R.N. Moak was. now standing at the room door and said to the patient, “Let me get it.” Moak left the area and came back with the patients [sic] chart. Moak did not see the petition on the chart. Moak then got on the phone and asked someone if the patient was petitioned. Moak hung up the phone and stated that the social worker had signed a petition and that the patient was “unable” to leave. The *586patient then became upset and stated that she was leaving. The patient then grabbed her I.V. and tried to pull it out of her hand. Bott then grabbed the patient and prevented her from pulling out the I.V. Bott pushed the patient down onto the bed and started to put on the restraints. At this time, Kowalak and I assisted Bott in restraining the patient. Loyd did not assist in the restraint. After the patient was restrained, Kowalak and I left the room. Loyd stayed in the room with the patient.

Hernandez also obtained statements from Bott and Moak about the incident. Both statements confirmed that Loyd had questioned whether it was proper to restrain the patient. Bott, however, did not sign his statement until August 2011. The hospital claims that “because Bott works midnights and Hernandez worked days, Hernandez was unable to obtain Bott’s signature ... until weeks later.”

Moak’s statement is also dated in August 2011. The hospital states that Hernandez interviewed Moak twice (once immediately after the incident and once in preparation for an August 2011 grievance hearing), but that Hernandez recorded only the date of the later interview.

Hernandez eventually prepared a summary of the internal investigation that contained witness statements from Bott, Kowalak, Loyd, Moak, and Sikorski. The summary also contained a five-line excerpt from the PEERS report that Moak had drafted. That excerpt stated the following:

Nurse requested Security to restrain a “Pit & Certed” patient. Patient becoming agitated and verbally threatening (threatening to leave and threatening to stab staff). Anita tried to deescalate patient. Patient wanted to see petition and stated she came here to stop using drugs. Anita told patient that she could leave if she wasn’t suicidal and stated to Nurse that patients that are here for drugs and alcohol are not Psych patients.

Steve Kazimer and Greg Williams, who were Loyd’s supervisors, decided to terminate Loyd’s employment on July 1, 2011 after reviewing the results of the internal investigation. The discharge notice explained that Loyd had

acted outside the scope of [her] duties and advised a patient incorrectly about the patient’s ability to leave the premises. This behavior exacerbated the patient’s behavior in a negative manner that resulted in the patient attempting to pull I.V. out & required [hospital] staff to place the patient in restraints. This is a major infraction [and a] violation of the employee discipline policy. Plaintiff is currently on a Final Written Warning therefore this infraction results in discharge from employment effective today 7/1/11.

Loyd subsequently filed a union grievance challenging her termination. The hospital denied the grievance at Step 8 of the grievance-adjustment process mandated by the Collective Bargaining Agreement (CBA) between the hospital and Loyd’s union, and upheld Loyd’s termination. Following this action by the hospital, the union notified the hospital in writing that it was declining to arbitrate the grievance because “the Union decidedf,] based upon the facts and evaluation of the likelihood of success on the merits of the case, that it was unlikely that ... arbitration would result in the reinstatement of Ms. Loyd.”

The hospital posted an advertisement for Loyd’s position on July 21, 2011. Although the position was originally offered to a Caucasian man, the man declined the *587hospital’s offer. The hospital then hired a 39-year-old African-American woman to fill Loyd’s position in November 2011.

Loyd, for her part, filed a charge of discrimination with the Equal Employment Opportunity Commission and the Michigan Department of Civil Rights in September 2011. In her charge, Loyd alleged that the hospital had terminated her employment because of her age, race, and sex. The EEOC dismissed the charge and issued Loyd a right-to-sue letter in March 2012. Loyd then filed suit against the hospital and five hospital employees (Bott, Hernandez, Kazimer, Sikorski, and Williams) in June 2012.

During the course of discovery, Loyd filed a motion to compel the production of certain evidence. One piece of evidence sought in the motion was the PEERS report. Another was a surveillance video that allegedly contained a recording of the area outside the psychiatric patient’s room on June 16, 2011. Loyd argued to the district court that both pieces of evidence were “crucial to show that the reasons stated for her termination ... had no basis in fact and were fabricated.”

In its response to Loyd’s motion to compel, the hospital contended that the PEERS report was privileged (and therefore not discoverable) under Michigan law. Moreover, the hospital explained that the surveillance video had been overwritten 30 days after the incident occurred pursuant to the hospital’s routine practice of doing so after 30 days.

Loyd responded that the hospital had waived any privilege by including the five-line excerpt of the PEERS report in materials that the hospital had filed with the EEOC (the five-line excerpt appeared in Hernandez’s summary of the internal investigation). She also urged the district court to impose sanctions against the hospital for its failure to preserve the surveillance video. Loyd sought in particular a sanction that would exclude any testimony from the hospital’s witnesses about the incident.

Following a hearing on Loyd’s motion to compel, the district court denied the motion in March 2013. The court concluded that (1) the PEERS report was privileged under Michigan law, and (2) the hospital had not waived the privilege by filing the five-line excerpt of the PEERS report with the EEOC. It also declined to issue sanctions against the hospital, explaining that Loyd “may [instead] be entitled to a jury instruction that the jury may draw an inference adverse to the culpable party from the absence of evidence.”

The hospital then filed a motion for summary, judgment on all of Loyd’s claims. After a hearing, the district court granted the motion and entered judgment in favor of the hospital, holding that Loyd could not establish a prima facie case of age, race, or sex discrimination because Loyd could not demonstrate that she was qualified for the security-guard position. It based this determination on the conclusion that Loyd had failed to perform her job at a level that met the hospital’s legitimate expectations.

Moreover, even if Loyd could establish a prima facie case of discrimination, the district court held that Loyd could not show that the hospital’s proffered reason for firing her was a pretext intended to disguise unlawful discrimination. The district court also dismissed Loyd’s Michigan common-law claims (intentional interference with a contractual relationship and intentional infliction of emotional distress) on the ground that both claims were preempted by the Labor Management Relations Act (LMRA), 29 U.S.C. § 185(a), which “ ‘preempts state law rules that substantially implicate the meaning of the collec*588tive bargaining agreement terms.’ ” Loyd v. St. Joseph Mercy Oakland/Trinity Health SJMO Pub. Safety Dep’t, No. 12-12567, 2013 WL 4805751, at *7 (E.D.Mich. Sept. 9, 2013) (quoting DeCoe v. Gen. Motors Corp., 32 F.3d 212, 216 (6th Cir.1994)).

This timely appeal by Loyd followed. In her appeal, Loyd contends that the district court committed reversible error in denying her motion to compel and in dismissing her claims at the summary judgment stage of the case.

II. ANALYSIS

A. Standard of review

We review a district court’s discovery-related rulings under the highly deferential abuse-of-discretion standard. B & H Med., LLC v. ABP Admin., Inc., 526 F.3d 257, 268 (6th Cir.2008). An abuse of discretion will not be found unless (1) the district court’s decision is predicated on an erroneous conclusion of law, (2) the district court’s factual findings are clearly in error, or (3) the district court’s decision is, when taken as a whole, “clearly unreasonable, arbitrary or fanciful.” Toth v. Grand Trunk R.R., 306 F.3d 335, 343 (6th Cir.2002) (internal quotation marks omitted).

In contrast, we review de novo a district court’s grant of summary judgment. Kalich v. AT & T Mobility, LLC, 679 F.3d 464, 469 (6th Cir.2012). Summary judgment is appropriate if the record, when viewed in the light most favorable to the nonmovant, reveals that no genuine dispute of material fact exists and that the movant is entitled to judgment as a matter of law. Fed.R.Civ.P. 56(a). A genuine dispute of material facts exists if “there is sufficient evidence favoring the nonmoving party for a jury to return a verdict for that party.” Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 249, 106 S.Ct. 2505, 91 L.Ed.2d 202 (1986). In reviewing a grant of summary judgment, we accept all of the nonmovant’s evidence as true and draw all reasonable inferences in the nonmovant’s favor. Id. at 255, 106 S.Ct. 2505.

B. The district court did not err in denying Loyd’s motion to compel and her request for sanctions

Loyd first attacks the district court’s denial of her motion to compel and her request that the hospital be sanctioned for its alleged discovery violations. We discern no error in the district court’s discovery order. Although Loyd argues that the PEERS report is not privileged under Michigan law because the privilege does not extend to reports involving the actions of hospital security guards, this argument has no merit. Michigan courts have construed the hospital-peer-review privilege (which is codified at M.C.L. § 333.21515) to encompass reports involving staff members who are not physicians or nurses. See Ligouri v. Wyandotte Hosp. & Med. Ctr., 253 Mich.App. 372, 655 N.W.2d 592, 594-95 (2002) (analyzing the statute and holding that peer-review reports discussing the alleged negligence of an unknown staff member were privileged in a case involving a patient who tripped and fell on a fan cord).

Nor did the district court commit reversible error in holding that the hospital had not waived the privilege. Although a party may not use an applicable privilege as both a sword and a shield, cf. Ross v. City of Memphis, 423 F.3d 596, 604 (6th Cir.2005) (involving the attorney-client privilege), Loyd has not shown that she suffered any prejudice as a result of the inclusion of the short excerpt. The PEERS summary included in Hernandez’s report revealed nothing more than the information contained in the witness state*589ments. Accordingly, her argument regarding the hospital’s alleged waiver of its privilege fails because the excerpt’s inclusion did not harm Loyd’s case in any material way.

Finally, the district court did not err in declining to impose the sanctions urged by Loyd for the hospital’s failure to preserve the surveillance video. Loyd concedes in her brief that the district court was not required to exclude testimony from the hospital’s witnesses (which is what she asked the district court to do) even if the court believed that sanctions were warranted. And the district court did not reject Loyd’s sanctions argument outright. It instead explained that Loyd might be entitled to an adverse-inference jury instruction at trial. Our caselaw gives district courts wide latitude to fashion appropriate remedies for discovery violations, Bentkowski v. Scene Magazine, 637 F.3d 689, 697 (6th Cir.2011), and the district court did not abuse that discretion here by effectively taking the adverse-inference-instruction issue under advisement.

C. The district court did not err in granting summary judgment on Loyd’s race- and sex-discrimination claims

We now turn to the district court’s grant of summary judgment on Loyd’s race- and sex-discrimination claims. Because Loyd offered only circumstantial evidence of discrimination at the district-court level, the familiar McDonnell Douglas burden — shifting framework governs Loyd’s federal and state-law claims of race and sex discrimination. See Wright v. Murray Guard, Inc., 455 F.3d 702, 706-07 (6th Cir.2006) (applying the burden-shifting framework to Title VII race- and sex-discrimination claims); Hein v. All Am. Plywood Co., 232 F.3d 482, 488 (6th Cir. 2000) (holding that the framework applies to claims under Michigan’s Elliott-Larsen Civil Rights Act (ELCRA)).

Loyd has the burden of establishing a prima facie case of discrimination under the burden-shifting framework. Wright, 455 F.3d at 707. To do so, she must show that (1) she is a member of a protected class, (2) she suffered an adverse employment action, (3) she was qualified for the position, and (4) she was replaced by someone outside the protected class or treated differently from similarly situated, non-protected employees. Id.

The hospital does not dispute that Loyd established the first two elements of a prima facie case of race and sex discrimination. We will defer any discussion of the third element (see below) because the fourth element is dispositive. With regard to this fourth element, the district court noted in its summary judgment order that Loyd had failed to put forward any evidence that she was treated differently or less favorably than similarly situated hospital employees outside of the protected classes. Furthermore, the record shows that Loyd was replaced by an African-American woman. Loyd thus failed to establish a prima facie case of either race or sex discrimination.

D. The district court did not err in granting summary judgment on Loyd’s age-discrimination claims

Turning now to Loyd’s claims of age discrimination under the Age Discrimination in Employment Act (ADEA), 29 U.S.C. § 621, and ELCRA, Mich. Comp. Laws Ann. § 37.2101, the district court granted summary judgment on those claims for two reasons. The district court first held that Loyd could not establish that she was qualified for the security-guard position, which was fatal to her pri-ma facie case. Second, the district court *590concluded in the alternative that Loyd could not show that the hospital’s proffered reason for terminating her employment was pretextual. The district court’s first holding was erroneous, but its alternative holding was sound.

Under the McDonnell Douglas burden-shifting framework that governs age-discrimination claims, Geiger v. Tower Automotive, 579 F.3d 614, 622 (6th Cir. 2009), the requirement that a plaintiff establish a prima facie case of age discrimination is not intended to be an onerous one. Cline v. Catholic Diocese of Toledo, 206 F.3d 651, 660 (6th Cir.2000) (characterizing the prima facie requirement as “not onerous”). Once a plaintiff has established a prima facie case of age discrimination, the burden shifts to the defendant employer to come forward with a legitimate, nondiscriminatory reason for the adverse employment action. Geiger, 579 F.3d at 626. The plaintiff then bears the burden of demonstrating that the proffered reason was in fact a pretext designed to conceal unlawful discrimination. Pretext can be shown by offering evidence that (1) the employer’s stated reason had no basis in fact, (2) the stated reason did not actually motivate the employer, or (3) the stated reason was insufficient to warrant the adverse employment action. Wexler v. White’s Fine Furniture, Inc., 317 F.3d 564, 576 (6th Cir.2003) (en banc).

The district court’s error in analyzing Loyd’s prima facie case of age discrimination stemmed from the court’s conflation of the qualification prong with the hospital’s proffered reason for terminating Loyd’s employment. We have repeatedly cautioned district courts against “consider[ing] the employer’s alleged nondiscriminatory reason when analyzing the prima facie case.” Id. at 574. Moreover, a plaintiff can satisfy the qualification prong by showing that she performed at a level that generally met her employer’s objective minimum qualifications. Id. at 575-76.

The district court in this case relied too heavily on the incident that caused Loyd’s termination in evaluating the qualification prong. Loyd had worked as a security guard at the hospital for 25 years before she was terminated in June 2011. This is compelling evidence that Loyd met the hospital’s objective minimum qualifications at the time of her termination, notwithstanding her previous negative performance reviews. See id. at 576 (explaining that the inquiry as to whether a plaintiff was qualified for a position “should focus on criteria such as the plaintiffs education, experience in the relevant industry, and demonstrated possession of the required general skills”). The district court erred by focusing on the hospital’s proffered reason for terminating Loyd rather than on Loyd’s objective qualifications for the security — guard position in evaluating her prima facie case.

Nevertheless, the district court did not err in granting summary judgment on Loyd’s age-discrimination claims. The court held in the alternative that Loyd could not demonstrate that the hospital’s stated reason for firing her was pretextual. In particular, the court relied on the “honest-belief rule” in so holding. As found by the court, “the evidence shows that Defendant terminated Plaintiff based on its honestly held belief, based on particularized facts, that she committed a major infraction while on final warning.” Loyd v. St. Joseph Mercy Oakland/Trinity Health SJMO Pub. Safety Dep’t, No. 12-12567, 2013 WL 4805751, at *6 (E.D.Mich. Sept. 9, 2013).

The honest-belief rule provides that an employer is entitled to “summary judgment on pretext even if its conclusion is later shown to be mistaken, foolish, trivi*591al, or baseless.” Chen v. Dow Chem. Co., 580 F.3d 394, 401 (6th Cir.2009) (internal quotation marks omitted). An employer’s pre-termination investigation need not be perfect in order to pass muster under the rule. Seeger v. Cincinnati Bell Tel. Co., 681 F.3d 274, 285 (6th Cir.2012) (holding that an employer need not demonstrate that its investigation was “optimal or that it left no stone unturned”). The key inquiry is instead “whether the employer made a reasonably informed and considered decision before taking an adverse employment action.” Id. (internal quotation marks omitted). And to rebut an employer’s invocation of the rule, the plaintiff must offer some evidence of “an error on the part of the employer that is too obvious to be unintentional.” Id. at 286 (internal quotation marks omitted).

Loyd argues that the hospital’s proffered reason for firing her has no basis in fact. She notes, among other things, that two of the four witness statements taken in this case were not available to the hospital when it made its decision to terminate Loyd’s employment on July 1, 2011. But even if we assume that Loyd’s assertion is true, the two witness statements (Kowalak and Sikorski) that indisputably were available to the hospital in June 2011 show that Loyd acted in an insubordinate manner.

Kowalak’s statement, for example, reported that “Loyd state[d] to the E.R. staff that coming to the ER for drugs or phsych [sic] problems were two different things.” This statement by Loyd violated the hospital’s June 2010 directive that security guards “shall expect that medical personnel have made an assessment of the situation and adhere[d] to restrain[t] protocols prior to calling the officer.” Loyd has no formal medical training and it was not her job to question the reasons why a patient has been admitted to the hospital.

Similarly, Sikorski recounted that Loyd stated in the patient’s presence that “You can’t keep her here, she can sign herself out.” This is plainly insubordinate behavior by Loyd. Insubordination, moreover, is a major infraction under the hospital’s discipline policy irrespective of whether the insubordination poses an actual or potential threat of harm to the staff or the patient.

Loyd argues that we should view the discharge notice with skepticism. She specifically contends that an open question exists as to whether her actions actually exacerbated the psychiatric patient’s condition. But the answer to this question is ultimately irrelevant to the honest-belief analysis. See Chen, 580 F.3d at 401 (holding that an employer is entitled to summary judgment under the honest-belief rule “even if its conclusion is later shown to be mistaken”). The contemporaneous witness statements from Kowalak and Si-korski corroborate the substance of the discharge notice. And the hospital was well within its rights to fire Loyd given that (1) she was on final-written-warning status in June 2011, and (2) she had committed a major infraction insofar as she failed to abide by the hospital’s directive that security guards “shall expect that medical personnel have made an assessment of the situation and adhere[d] to restrain^] protocols prior to calling the officer.”

In sum, the hospital took witness statements and made a reasonable assessment of the available evidence before terminating Loyd. The law does not require the hospital to do anything more. See Seeger, 681 F.3d at 285 (stating the rule than an employer need not prove “that it left no stone unturned”). To require otherwise would unduly frustrate an employer’s ability to terminate insubordinate employees for legitimate, nondiscriminatory reasons.

*592Nor has Loyd offered any evidence of “an error on the part of the [hospital] that is too obvious to be unintentional.” See id. at 286 (internal quotation marks omitted). The evidence in fact demonstrates just the opposite because Loyd had already received a written warning following a similar incident in May 2001 and was on final-written-warning status for a major infraction in 2010. Loyd has simply offered no evidence to rebut the hospital’s honestly held belief that Loyd committed a major infraction on June 16, 2011, and this lack of evidence dooms Loyd’s age-discrimination claims.

E. The district court did not err in granting summary judgment on the Michigan common-law claims

Finally, Loyd argues that her Michigan common-law claims of intentional interference with a contractual relationship and intentional infliction of emotional distress should have been submitted to a jury. The district court granted summary judgment on both claims, holding that they were preempted by the LMRA.

Section 301 of the LMRA preempts “state law-based actions [that are] inextricably intertwined with consideration of the terms” of a CBA. Mattis v. Massman, 355 F.3d 902, 905 (6th Cir.2004) (internal quotation marks omitted). Preemption under § 301 of the LMRA applies not only to contract-based claims, but also to state-law tort claims. Id. To decide whether a state-law claim is preempted by the LMRA, we perform a two-step inquiry. The first step requires us to determine “whether resolving the state-law claim would require interpretation of the terms” of the CBA. Id. at 906. If interpretation of the CBA would be required, then the state-law claim is preempted and the inquiry is at an end. Id. The second step involves ascertaining “whether the rights claimed by the plaintiff were created by the [CBA], or instead by state law.” Id. If the rights were created by the CBA, then the state-law claim is preempted. Id.

Here, Loyd’s claim of intentional interference with a contractual relationship is based on the hospital’s alleged failure to “honor and perform its contractual obligations” under the CBA. This claim is accordingly preempted by § 301 of the LMRA because it asserts “a right created not by state law,” but instead created by the CBA between the hospital and Loyd’s union. See Mattis, 355 F.3d at 907 (holding that a Michigan common-law claim of tortious interference with a business relationship was preempted by § 301). The district court, therefore, did not err in its preemption analysis of the intentional-interference claim.

As for Loyd’s claim of intentional infliction of emotional distress, we need not wade into the preemption question because run-of-the-mill claims of employment discrimination (as are alleged here) do not constitute extreme and outrageous conduct sufficient to state a claim of intentional infliction of emotional distress under Michigan law. See Hartleip v. McNeilab, Inc., 83 F.3d 767, 777 (6th Cir.1996) (holding that a wrongful discharge, without more, does not provide a sufficient basis for such a tort claim under Michigan law). Because we may affirm a grant of summary judgment on any ground supported by the record, Freeze v. City of Decherd, 753 F.3d 661, 664 (6th Cir.2014), summary judgment on Loyd’s claim of intentional infliction of emotional distress was proper.

III. CONCLUSION

For all of the reasons set forth above, we AFFIRM the judgment of the district court.

*593CLAY, Circuit Judge,

dissenting.

The district court wrongly decided this case, and the majority adopts much of the lower court’s flawed reasoning. First, the manner by which the district court handled discovery was legally inappropriate, affected Plaintiffs ability to support her claims, and constituted an abuse of discretion. Second, the district court improperly determined that Plaintiff failed to establish a prima facie case of age discrimination. Finally, the conclusion shared by the district court and the majority that Defendants honestly believed the truth of the reasons proffered for Plaintiffs termination cannot be sustained. Because I believe Plaintiff has put forth sufficient evidence to establish genuine disputes of material fact in this case, notwithstanding the erroneous discovery ruling, I respectfully dissent.

I. Admission of the PEERS Report Summary

Following Plaintiffs termination, Defendant Ryan Hernandez created a summary of the full PEERS report in response to inquiries from the Equal Employment Opportunity Commission (“EEOC”) and the Michigan Department of Civil Rights (“MDCR”). Subsequently, Defendant used this summary to defend itself against Plaintiffs claims. As a result, Plaintiff moved to compel discovery of the full PEERS report, which was denied by the district court.

“The scope of discovery under the Federal Rules of Civil Procedure is traditionally quite broad.” Lewis v. ACB Bus. Servs., Inc., 135 F.3d 389, 402 (6th Cir. 1998). Pursuant to Rule 26(b)(1), “[p]arties may obtain discovery regarding any nonprivileged matter that is relevant to any party’s claim or defense.... For good cause, the court may order discovery of any matter relevant to the subject matter involved in the action.” Fed.R.Civ.P. 26(b)(1). The district court concluded that the report was not subject to these broad rules of discovery because the report is protected by the Michigan peer review privilege. The court also rejected Plaintiffs second argument that Defendant waived the peer review privilege by including information from the report in the case record and by providing excerpts of the report to the EEOC and MDCR. The district court resolved this claim by stating that the Michigan courts have yet to rule on that issue and because “unlike other statutorily-created privileges which contain an explicit waiver provision, the peer review statutes contain no waiver provision.” (R. 24, Dist. Ct. Order, PagelD# 245 (citing Mich. Comp. Laws §§ 333.21517 and 339.1611).)

Even assuming, without deciding, that the district court properly invoked Michigan’s peer review privilege, the district court nevertheless abused its discretion by excluding the full PEERS report while admitting a summary of the report prepared by one of the defendants in this ease. Although the Michigan courts have not yet ruled on waiver or forfeiture of this particular privilege, it is clear that a district court cannot allow one-sided discovery, and as the majority notes, a “privilege cannot at once be used as a shield and a sword.” Ross v. City of Memphis, 423 F.3d 596, 604 (6th Cir.2005) (internal quotation marks omitted). Generally, “litigants cannot hide behind the privilege if they are relying upon privileged communications to make their case.” In re Lott, 424 F.3d 446, 454 (6th Cir.2005). See also United States v. Bilzerian, 926 F.2d 1285, 1292 (2d Cir.1991) (“A defendant may not use the privilege to prejudice his opponent’s case or to disclose some selected communications for self-serving purposes.”).

*594However, that is exactly what occurred in this case. Defendants waived the privilege “by making tactical use of it in litigation.” Reitz v. City of Mt. Juliet, 680 F.Supp.2d 888, 894 (M.D.Tenn.2010). Defendants used their self-produced summary of the PEERS report as evidence against Plaintiff while also asserting that the full document, upon which the summary was supposedly based, was privileged. It is impossible for this Court to determine whether that summary provides an accurate rendering of the undisclosed full report. In fact, although the majority contends that Plaintiff “has not shown that she suffered any prejudice as a result of the inclusion of the short excerpt,” Maj. Op. at 588, there is no way we can determine the truth of the contention that Plaintiff was not prejudiced by a summary that may well be incomplete and misleading. In any event, it makes no sense to impose on Plaintiff the burden of demonstrating how she might have been prejudiced by the summary of a potentially critical piece of evidence which has been withheld from her. Indeed, Plaintiff need not point to particular information in the summary that goes beyond that contained in the witness statements. Instead, it is fair to assume that she was clearly prejudiced by the admission of a one-sided document drafted by Defendants to defend themselves in preparation for administrative proceedings and a possible lawsuit. It is impossible to know whether the full PEERS report included statements favorable to Plaintiff or whether Hernandez embellished the summary to provide support for the hospital’s defense. By allowing admission of this summary, the court improperly assumed the truth and essential completeness of its statements. The district court’s decision affected Plaintiffs ability to support her claims in this matter and gave Defendant an unfair and unwarranted advantage.

II. Truth of Defendant’s Proffered Reasons

The district court’s errors did not end with this discovery decision. Instead, the district court continued down a path of inaccurate and conclusory analysis. First, as the majority properly concludes, the district court erred in finding that Plaintiff failed to establish a genuine dispute of fact on her prima fade case of age discrimination. Second, the district court erred in finding that even if Plaintiff could establish a prima fade case, the reasons proffered by Defendant for Plaintiffs termination were not pretextual.

There is more than sufficient evidence in the record to call into question the truth of the hospital’s proffered reasons for Plaintiffs termination. Plaintiffs discharge notice stated as follows:

By performing in a manner that causes grave harm/potential grave harm to the patient or SJMO. Ms. Loyd acted outside of her scope of duties and advised a patient incorrectly about the patient’s ability to leave the premises. This behavior exacerbated the patients [sic] behavior in a negative manner that resulted in the patient attempting to pull I.V. out & required SJMO staff to place patient in restraints. This is a major infraction violation of the employee discipline policy. Ms. Loyd is currently on a final written warning therefore this infraction results in discharge from employment effective today, 7/1/2011.

(R. 1-8. Discharge Notice, PageID#46.) While it is clear that Plaintiff questioned a nurse’s justification in restraining the patient and informed the patient that she might be able to leave the hospital, there is a genuine dispute of material fact regarding whether Plaintiffs conduct “exacerbated the patient’s behavior in a negative manner that resulted in the patient at-

*595tempting to pull [her IV] out [and] required SJMO staff to place patient in restraints.” (Id.) It is also unclear whether Plaintiffs actions, when taken together, constitute a major infraction sufficient to justify terminating an employee. Basically, some of the evidence in the record corroborates the allegations in the discharge notice, while other statements in the record provide evidence to the contrary.

As previously indicated, the PEERS report, which was filed by nurse Sonya Moak soon after the incident occurred, is not available due to the district court’s denial of Plaintiffs motion to compel discovery. Therefore, all that is available is Defendants’ summary of the report, which was drafted by Hernandez in response to the EEOC and MDCR inquiries. Even this one-sided summary of the PEERS report may not contain sufficient information to substantiate the charges against Plaintiff. The Hernandez summary states,

Nurse requested Security to retain a “Pit & Certed” patient. Patient becoming agitated and verbally threatening (threatening to leave and threatening to stab staff). Anita tried to de-escalate patient. Patient wanted to see petition and stated she came here to stop using drugs. Anita told patient that she could leave if she wasn’t suicidal and stated to Nurse that patients that are here for drugs and alcohol are not Psych patients.

(R. 35-4, PEERS Report Summary, Pa-gelD# 721.) This summary lacks specific information regarding whether Plaintiffs conduct exacerbated the patient’s behavior, which was a critical component of Plaintiffs discharge notice, and without which, it is unclear that Plaintiffs actions warranted termination. The summary, even if accurate, which is dubious, fails to adequately describe the events leading up to the incident in question or the surrounding context for Plaintiffs alleged behavior.

During a deposition, Moak wavered when responding to questions regarding Plaintiffs actions during the patient restraint incident. At one point, Moak indicated that Plaintiff “didn’t try to interfere” with the patient and that Plaintiff “didn’t refuse” to participate in restraining the patient. (R. 22-2, Moak Dep., Pa-geID#209.) Moments later, Moak testified that Plaintiff refused to help in restraining the patient. Moak also stated during that same deposition that she drafted the PEERS report because she did not believe Plaintiffs behavior that night was appropriate. However, she did not provide a detailed explanation of that allegedly inappropriate behavior.

Statements from two of Plaintiffs fellow public security officers are also included in the record. On June 20, 2011, Officer Pete Kowalak stated that “[w]hen [he] arrived on this call ... Loyd was discussing the patient’s situation.... [He] also heard Ofc. Loyd state to the E.R. staff that coming to the ER for drugs or phsych [sic] problems were two different things.” (R. 27-24, Kowalak Statement, Page ID# 470.) Kowalak provided another statement on June 23, 2011, indicating that after he heard Plaintiffs discussion with the E.R. staff, he stepped out of the room because “E.R. staff was not ready to restrain the patient yet and the patient was not acting aggressive.” (R. 27-22, Loyd MAP, Pa-geID#465.) Officer David Sikorski and Nurse Mark Bott also provided statements, Sikorski on June 17, 2011, and Bott on an unknown date, which were intended to substantiate the employer’s version of events. However, also available in the record is nurse Anna Novak’s deposition transcript. During her deposition, Novak indicated that she did not observe Plaintiff acting in an inappropriate manner during *596the parts of the incident involving the patient that she observed. She asserted that had she witnessed such misconduct, she would have included that information in the progress report she drafted later that evening. Furthermore, Novak clearly asserted during her deposition that the patient was already agitated and had already attempted to take out her IV before any security officers arrived on the scene, contradicting Kowalak’s statement that the patient was not yet acting aggressively when he arrived in the room.

The record also contains Plaintiffs deposition transcript. Although Plaintiff admits that she inquired about the patient’s status before agreeing to apply restraints, she believes she acted in a manner consistent with hospital policy, and she contests the truth of the other allegations against her. In fact, she contests that she ever indicated that the patient could leave the hospital and states that she only inquired about the patient’s status to help de-esca-late the situation. She states that she did, in fact, assist in restraining the patient once it became clear that a restraint was needed.

Many of these statements obviously provide different versions of the incident in question. Only two of the witnesses’ statements substantiate the reasons for Plaintiffs termination as set forth in the discharge notice, while some leave out critical facts and others provide evidence to the contrary. Even the PEERS report summary drafted by one of the defendants in this case fails to fully corroborate the reasons set forth in Plaintiffs discharge notice. When considered together, these statements establish a genuine dispute of material fact regarding whether the hospital’s proffered nondiscriminatory reasons had any basis in fact.

III. Defendant’s Honest Belief

Defendants argue that even if Plaintiff can establish a genuine dispute of material fact regarding pretext, they may still be entitled to summary judgment based on the “honest belief’ doctrine. As this Court has stated, “If the employer had an honest belief in the proffered basis for the adverse employment action, and that belief arose from reasonable reliance on the particularized facts before the employer when it made the decision, the asserted reason will not be deemed pretextual even if it was erroneous.” Upshaw v. Ford Motor Co., 576 F.3d 576, 586 (6th Cir.2009). “The key inquiry in assessing whether an employer holds such an honest belief is whether the employer made a reasonably informed and considered decision before taking the complained-of action.” Sy-brandt v. Home Depot, U.S.A., Inc., 560 F.3d 553, 559 (6th Cir.2009) (internal quotation marks omitted). This Court “will not ‘blindly assume that an employer’s description of its reasons is honest.’ ” Wright v. Murray Guard, Inc., 455 F.3d 702, 708 (6th Cir.2006) (quoting Smith v. Chrysler Corp., 155 F.3d 799, 807 (6th Cir.1998)). Instead, the employee is given the opportunity to “produce sufficient evidence to establish that the employer failed to make a reasonably informed and considered decision before taking its adverse employment action, thereby making its decisional process unworthy of credenee[J” Smith, 155 F.3d at 807-08 (internal quotation marks omitted).

In the instant case, the district court and now the majority improperly conclude that even if Plaintiff could set forth a prima facie case of discrimination, she failed to establish a genuine dispute of fact regarding whether Defendants honestly believed Plaintiffs actions warranted termination.

*597First, it is impossible for us to know what knowledge Defendant had at the time the termination decision was made because the full PEERS report is not available to us. It is quite possible that the full PEERS report contained statements favorable to Plaintiff. However, because that report is unavailable, and we only-have access to the self-serving summary prepared by Defendants in response to the EEOC and MCDR inquiries, we cannot know what information was available to Defendant at the time the decision to terminate Plaintiffs employment was made.

Even if we ignore this error by the district court in failing to order disclosure of the PEERS report, there is sufficient evidence available in the record to establish a genuine dispute of fact regarding Defendants’ purported “honest belief’ at the time the termination decision was made. As the majority acknowledges, it is not actually clear from the record that each of the four statements considered by the district court was available to Defendants before Plaintiff was terminated. Bott’s statement does not include a date, and Moak’s statement was clearly given to Defendants on August 1, 2011, a month after Plaintiff was terminated. Therefore, this Court may not consider that evidence when determining whether the honest belief rule applies in this case.

The evidence that was clearly available to the hospital at the time of the adverse employment action included the following: (1) the PEERS report, which is summarized above; (2) the statement from Plaintiff admitting to some of the underlying conduct but denying that she committed the more egregious conduct; (3) two statements from Officer Kowalak dated June 20 and 23, 2011, which only stated that Plaintiff was “discussing the patient’s situation,” that Plaintiff “state[d] to the E.R. staff that coming to the ER for drugs or psych problems were two different things,” and that “[i]t appeared that Mott was getting upset with Anita because she was questioning the petition and weather [sic] or not the patient had the right to leave A.M.A.,” R. 27-22, Loyd MAP, Pa-gelD# 465; and (4) a statement from Officer Sikorski dated June 17, 2011, which substantiates some of the conduct discussed in the discharge notice.

Had the statements and the remainder of the evidence available to the hospital told the same story as the discharge papers, that Plaintiffs actions exacerbated the psychiatric patient’s condition and threatened everyone’s safety, as was suggested in her discharge papers, Defendant might have honestly believed Plaintiffs conduct warranted termination. However, in the instant case, Defendant only conducted a brief investigation and obtained Plaintiffs statement and two witnesses’ statements, neither of which told the same story and only one of which corroborated the allegations set forth in the discharge papers. Furthermore, the PEERS report summary, which was also available at the time the termination decision was made, did not corroborate those allegations. This Court should expect that any reasonable employer, faced with this minimal amount of evidence, would conduct further inquiries before proceeding with an adverse employment action. Other witnesses were present during the incident who could have been interviewed, and other records could have been consulted prior to Plaintiffs termination. Instead, Defendants jumped to terminate Plaintiff, claiming that her conduct caused the potential for grave harm to the patient and hospital staff. Although this Court does not require that an employer’s investigation be perfect, see Smith, 155 F.3d at 807, the circumstances of this case leave one with serious doubts as to whether Defendant could have honestly believed that Plaintiff *598“performe[d] in a manner that cause[d] grave harm/potential grave harm to the patient or SJMO.” (R. 1-8, Discharge Notice, PagelD# 46.)

The majority asserts that even if an “open question exists as to whether [Plaintiffs] actions actually exacerbated the psychiatric patient’s condition,” Maj. Op. at 591, her conduct clearly constituted insubordination sufficient to warrant termination. By so doing, the majority seems to assume that Plaintiffs actions alone violated the hospital’s policy and therefore constituted insubordination. There are two problems with this argument.

First, it does not appear that Defendants ever offered “insubordination” alone as the cause of Petitioner’s termination. Instead, Defendants proffered reason for Plaintiffs termination was that she “perform[edj in a manner that cause[d] grave harm/potential grave harm to the patient or SJMO. Ms. Loyd acted outside of her scope of duties ... [and that] behavior exacerbated the patients [sic] behavior in a negative manner that resulted in the patient attempting to pull I.V. out & required SJMO to place patient in restraints. This is a major infraction violation of the employee discipline policy.” (R. 1-8, Discharge Notice, PagelD# 46.) In fact, “insubordination” and “performance that causes grave harm/potential grave harm to the patient or SJMO-MO” are listed as separate major infractions in the hospital’s discipline policy. (R. 27-6, Employee Discipline Policy, Pa-gelD# 390-391.) Because Plaintiff was not terminated for insubordination alone, the majority’s assertion that Plaintiffs conduct was sufficient for termination even absent the escalation in the patient’s behavior does not hold water.

Second, it is not even clear that Plaintiffs conduct constituted insubordination in this case or that the employer reasonably believed that it did. The majority points to a hospital policy stating that security guards “shall expect that medical personnel have made an assessment of the situation and adhere[d] to restraint protocols prior to calling the officer.” (R. 27-18, Department Authority, PagelD# 435.) It is not at all clear that Plaintiff violated the policy or that violation of the policy constituted “insubordination” warranting termination. Although Plaintiff was on final-written-warning status at the time this incident occurred, whether her conduct was accurately described in the witness statements or constituted insubordination warranting her termination is a question appropriately decided by a jury.

Although this Court “do[es] not require that the decisional process used by the employer be optimal or that it left no stone unturned,” Smith, 155 F.3d at 807, there appears in this case to be a genuine dispute of fact as to whether the hospital honestly believed Plaintiff committed the conduct set forth in her discharge papers and whether her conduct was sufficient to constitute insubordination. On summary judgment, the question is not “whether the court finds that [the employer] made a reasonably informed and considered decision before terminating [the employee]. The proper question is whether a reasonable jury could have concluded that [the employer’s] investigation was unworthy of credence.” Seeger v. Cincinnati Bell Tel. Co., 681 F.3d 274, 288 (6th Cir.2012) (Tar-now, J., dissenting) (internal quotation marks omitted). Based on the evidence as described above and the unavailability of the full PEERS report, which the district court inappropriately refused to order disclosed, there exists a genuine dispute of material fact regarding whether Defendants’ investigation was unworthy of credence.

*599I would therefore reverse the decisions of the district court admitting the PEERS report summary without also ordering disclosure of the full PEERS report, and granting Defendants’ motion for summary judgment, and would remand the case to allow for a jury to properly weigh the evidence.