Second Circuit Prohibits “Reverse Rule 12(d) Conversion”: Post-Discovery Motions Styled as Summary Judgment Must Be Decided on the Evidentiary Record

1. Introduction

In Miller v. Lamanna (2d Cir. Mar. 9, 2026), plaintiff-appellant James Miller, a former New York DOCCS corrections officer, sued supervisory DOCCS officials alleging race discrimination and retaliation in violation of the Equal Protection Clause. After the parties completed over two years of discovery and built a voluminous record, defendants moved for summary judgment under Rule 56, arguing both (i) that the evidence did not create triable issues and (ii) that the complaint itself failed to state a claim.

The key appellate issue was procedural: whether the district court abused its discretion by treating the summary-judgment motion as a pleadings-only dismissal (Rule 12(b)(6) analysis), ignoring the post-discovery evidentiary record the parties developed for summary judgment. The Second Circuit (Lynch, J.) held that it did, vacated, and remanded. Judge Sullivan dissented.

2. Summary of the Opinion

The Second Circuit held that the district court committed procedural error by effectively performing a “reverse Rule 12(d) conversion”: instead of converting a motion to dismiss into summary judgment when matters outside the pleadings are considered (as Rule 12(d) contemplates), the court did the reverse—converted a Rule 56 summary-judgment motion into a pleadings-only dismissal.

Relying heavily on Lugo v. City of Troy, the court explained that once discovery is complete and a party moves under Rule 56, the district court must apply the summary-judgment standard and evaluate the evidentiary record, not decide the case solely on whether the complaint’s allegations were sufficiently detailed under Bell Atlantic Corp. v. Twombly and Ashcroft v. Iqbal. The court vacated the judgment and remanded without deciding whether Miller ultimately can survive summary judgment on the merits.

3. Analysis

3.1. Precedents Cited

  • Lugo v. City of Troy, 114 F.4th 80 (2d Cir. 2024)

    This is the decision’s engine. Lugo held it was procedural error to resolve a challenge raised at the summary-judgment stage using pleading standards, because the Federal Rules “offer no support” for a reverse conversion and because doing so wastes discovery and misapplies stage-appropriate standards. Miller treats Lugo as controlling and extends its logic beyond standing to merits-based claims, emphasizing that the same stage-sensitive burdens apply to standing and substantive claims alike.

  • Parker v. Time Warner Entertainment Co., 331 F.3d 13 (2d Cir. 2003)

    Cited for the principle that appellate courts apply “the law as it exists today,” allowing the panel to rely on Lugo even though the district court ruled before Lugo issued.

  • Hancock v. County of Rensselaer, 882 F.3d 58 (2d Cir. 2018) and Anderson v. Liberty Lobby, Inc., 477 U.S. 242 (1986)

    These anchor Rule 56: summary judgment turns on whether there is “no genuine dispute as to any material fact,” and whether evidence would allow a reasonable jury to find for the nonmovant. The majority’s point is that the district court never performed this analysis.

  • Bell Atlantic Corp. v. Twombly, 550 U.S. 544 (2007) and Ashcroft v. Iqbal, 556 U.S. 662 (2009)

    The district court used these pleading cases to dismiss. The Second Circuit does not dispute their content; it holds they were deployed at the wrong procedural moment and in a way that improperly ignored the developed record.

  • Nunes v. Cable News Network, Inc., 31 F.4th 135 (2d Cir. 2022) and Tanvir v. Tanzin, 894 F.3d 449 (2d Cir. 2018)

    These define the Rule 12(b)(6) pleading lens. They frame the contrast: pleading standards screen cases pre-discovery; summary judgment tests evidence post-discovery.

  • Schwartz v. Compagnie General Transatlantique, 405 F.2d 270 (2d Cir. 1968) and Eastway Construction Corporation v. City of New York, 762 F.2d 243 (2d Cir. 1985)

    Defendants invoked these to argue courts can grant summary judgment based on complaint insufficiency. The majority distinguishes them: in Schwartz, the parties did not genuinely litigate factual disputes and the proponent of the claim failed to adduce record evidence; in Eastway, summary judgment occurred pre-discovery and the issues were essentially legal defects not needing factual development.

  • Ideal Steel Supply Corp. v. Anza, 652 F.3d 310 (2d Cir. 2011) and Lively v. WAFRA Investment Advisory Group, Inc., 6 F.4th 293 (2d Cir. 2021)

    These shape the majority’s alternative point: even if defendants had filed a Rule 12(c) motion, dismissal is improper where factual disputes exist or where evidence produced in discovery “fill[s] the perceived gaps in the [c]omplaint.” Ideal Steel is used to reject a hyper-formal insistence on pleadings once litigation is well past the “point of minimum expense.”

  • Bacolitsas v. 86th & 3rd Owner, LLC, 702 F.3d 674 (2d Cir. 2012)

    Cited for the appellate norm of remanding when the district court did not reach issues—here, the actual Rule 56 merits analysis.

  • Jones v. L.A. Central Plaza LLC, 74 F.4th 1053 (9th Cir. 2023)

    Quoted (via Lugo) to explain why Rule 12(d) conversions can be efficient early in litigation—highlighting why the reverse maneuver is inefficient after discovery.

  • Ostano Commerzanstalt v. Telewide Systems, Inc., 880 F.2d 642 (2d Cir. 1989) and SEC v. Rapp, 304 F.2d 786 (2d Cir. 1962)

    Cited for the Rule 15(b) ethos: cases should be decided on the “actual dispute” and evidence, not solely on “paper pleadings” fixed at the start.

The dissent also cites additional authorities—e.g., Patel v. Contemp. Classics of Beverly Hills, Bank of New York v. First Millennium, Inc., and McCracken v. Verisma Sys., Inc.—to support the proposition that courts may entertain Rule 12(c) motions after discovery. The majority does not deny Rule 12(c)’s availability in the abstract; instead it holds the district court erred by (i) treating a Rule 56 motion as pleadings-only and (ii) ignoring the record in a case with disputed facts where evidence might cure pleading “gaps,” as contemplated by Ideal Steel Supply Corp. v. Anza.

3.2. Legal Reasoning

The majority’s reasoning is a stage-of-litigation alignment rule:

  1. Rule 12 pleading standards are designed as a pre-discovery screening device.

    Under Twombly and Iqbal, the complaint must plausibly allege facts sufficient to justify opening the “doors of discovery.” But once discovery has occurred, that rationale largely disappears.

  2. After discovery, Rule 56 is the proper test because it evaluates evidence, not allegations.

    The court emphasizes that “after discovery, the plaintiff can no longer rest on the complaint’s allegations” (Lugo v. City of Troy)—a principle equally applicable to standing and to merits.

  3. “Reverse Rule 12(d) conversion” wastes resources and increases error risk.

    The parties invested substantial time and cost to build the record; ignoring it can lead to dismissal even where discovery evidence shows the claims are triable, particularly where defendants waited until summary judgment to attack pleadings.

  4. Not all late “legal sufficiency” arguments are barred—fatal legal defects remain different.

    The majority distinguishes situations like those reflected in Schwartz v. Compagnie General Transatlantique, where no amount of evidence can fix a purely legal defect. But here the asserted defect was that the complaint was too conclusory—something evidence might cure and that should be tested under Rule 56 once discovery is complete.

3.3. Impact

  • Case-management constraint on district courts: In the Second Circuit, when discovery is complete and a party moves for summary judgment, a district court generally may not dispose of the action by reverting to a pleadings-only plausibility analysis while disregarding the record—at least where the dispute is fact-bound and evidence may cure pleading gaps.
  • Strategic consequences for defendants: Defendants are incentivized to raise Rule 12(b)(6) deficiencies early. Waiting until summary judgment to mount a “pleading sufficiency” attack risks remand if the district court treats that attack as dispositive without considering the Rule 56 record.
  • Practical consequences for plaintiffs: Plaintiffs opposing summary judgment should emphasize record evidence and, if confronted with a late pleadings attack, consider seeking leave to amend to conform pleadings to discovery proof (especially given the Rule 15(b) policy cited by the majority).
  • Doctrinal tension with Rule 12(c): The dissent highlights a likely continuing debate: Rule 12(c) can be filed after pleadings close, even after discovery, but Miller suggests that in fact-intensive cases where discovery evidence could “fill the perceived gaps,” a pleadings-only disposition is disfavored and may be reversible if it functionally bypasses Rule 56.

4. Complex Concepts Simplified

  • Rule 12(b)(6) motion to dismiss: Tests whether the complaint’s alleged facts (assumed true) plausibly state a claim. It is primarily about allegations, typically before discovery.
  • Rule 56 summary judgment: Tests whether the evidence developed in discovery shows a genuine dispute of material fact requiring trial. It is primarily about proof, typically after discovery.
  • Rule 12(d) conversion (the normal direction): If a court considers materials outside the pleadings on a Rule 12 motion, it may convert the motion into one for summary judgment so the parties get Rule 56 protections.
  • “Reverse Rule 12(d) conversion” (what the majority condemns): Treating a post-discovery summary-judgment motion as if it were only a motion to dismiss, then deciding based only on the complaint while ignoring the evidentiary record.
  • Rule 12(c) judgment on the pleadings: A post-answer vehicle to test pleadings. The dissent stresses it can be raised after pleadings close; the majority responds that even then, in a developed case with disputed facts and discovery evidence that may cure gaps, a pleadings-only focus is problematic (citing Ideal Steel Supply Corp. v. Anza).
  • Local Rule 56.1 statements: Summary-judgment filings listing asserted undisputed facts with record citations. Their purpose is to help the court decide Rule 56 motions based on evidence.

5. Conclusion

Miller v. Lamanna reinforces and extends Lugo v. City of Troy: once a case has proceeded through full discovery and is presented on a Rule 56 motion, a district court generally must decide the dispositive motion by applying the summary-judgment framework to the developed evidentiary record, not by dismissing on the pleadings alone. The opinion underscores a core procedural commitment of the Federal Rules—adjudication should track the litigation stage—while leaving the ultimate merits of Miller’s Equal Protection discrimination and retaliation claims for the district court to assess on remand.