Tesla v. Pelinkovic

── Tesla v. Pelinkovic ── Court: Court of Appeals for the Second Circuit Date: April 13, 2026 Category: General 25-2246-cv Tesla v. Pelinkovic UNITED STATES COURT OF APPEALS FOR THE SECOND CIRCUIT SUMMARY ORDER RULINGS BY SUMMARY ORDER DO NOT HAVE PRECEDENTIAL EFFECT. CITATION TO A SUMMARY ORDER FILED ON OR AFTER JANUARY 1, 2007, IS PERMITTED AND IS GOVERNED BY FEDERAL RULE OF APPELLATE PROCEDURE 32.1 AND THIS COURT’S LOCAL RULE 32.1.1. WHEN CITING A SUMMARY ORDER IN A DOCUMENT FILED WITH THIS COURT, A PARTY MUST CITE EITHER THE FEDERAL APPENDIX OR AN ELECTRONIC DATABASE (WITH THE NOTATION “SUMMARY ORDER”). A PARTY CITING A SUMMARY ORDER MUST SERVE A COPY OF IT ON ANY PARTY NOT REPRESENTED BY COUNSEL. At a stated term of the United States Court of Appeals for the Second Circuit, held at the Thurgood Marshall United States Courthouse, 40 Foley Square, in the City of New York, on the 13th day of April, two thousand twenty-six. PRESENT: JOSÉ A. CABRANES, JOSEPH F. BIANCO, ALISON J. NATHAN, Circuit Judges. _____________________________________ MATTHEW TESLA, Plaintiff-Appellant, v. 25-2246-cv DRGUT PELINKOVIC, AKA DOUG PELINKOVIC, ELVIRA PELINKOVIC, LJUMNI PELINKOVIC, CROTONA AVENUE BUILDERS, LLC, Defendants-Appellees. _____________________________________  FOR PLAINTIFF-APPELLANT: MARTIN R. KAFAFIAN, Beattie Padovano, LLC, Montvale, New Jersey. FOR DEFENDANTS-APPELLEES: WYNEE NGO, (Nicholas R. Caputo, on the brief), Sichenzia Ross Ference Carmel LLP, New York, New York. Appeal from a judgment of the United States District Court for the Southern District of New York (Valerie E. Caproni, Judge). UPON DUE CONSIDERATION, IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that the judgment of the district court, entered on August 26, 2025, is AFFIRMED. Plaintiff-Appellant Matthew Tesla appeals from the district court’s judgment dismissing his second amended complaint against Defendants-Appellees Drgut “Doug” Pelinkovic (hereinafter, “Pelinkovic”), Elvira Pelinkovic, Ljumni Pelinkovic, and Crotona Avenue Builders, LLC (together, “Defendants”), pursuant to Federal Rule of Civil Procedure 12(b)(6). In the complaint, Tesla asserted nine claims under New York law seeking to enforce an alleged oral joint venture or partnership with his close friend Pelinkovic in a cryptocurrency investment enterprise and to recover his share of the enterprise’s investment profits that Pelinkovic allegedly liquidated and sheltered. Applying New York law, which both sides agree governs the action, the district court concluded that Tesla failed to plead the existence of a legal relationship with Pelinkovic that is necessary to state a plausible claim: namely, a joint venture or partnership, a fiduciary relationship, or a creditor–debtor relationship. See Tesla v. Pelinkovic, No. 24-cv-8901, 2025 WL 2452345, at *2–4 (S.D.N.Y. Aug. 26, 2025). The district court also held that Tesla did not 2 state a plausible claim for promissory estoppel or unjust enrichment. Id. at *4–5. On appeal, Tesla primarily argues that a joint venture or partnership was plausibly alleged in the complaint based on the parties’ joint contributions to the venture, his agreement to “backstop” Pelinkovic’s losses, and their prior course of dealings. We disagree. “We review the grant of a motion to dismiss de novo, accepting all factual allegations i