By: Joe Pettinato
I. Introduction
In January 2026, Brooks Koepka, a five-time major champion and former world number one, returned to the PGA Tour after nearly four years on the Saudi-backed LIV Golf League.[1] His return came through a newly created Returning Member Program, a one-time pathway for elite LIV defectors.[2] The price of readmission, however, was steep: a five-year forfeiture of eligibility for the Tour’s Player Equity Program (a potential $50–$85 million loss), ineligibility for FedEx Cup bonuses, exclusion from Signature Event sponsor exemptions, and a $5 million charitable contribution. Koepka conceded the terms were “meant to hurt.”[3]
While the program appears to be a welcome reconciliation, the conditions it imposes raise unresolved questions at the intersection of federal antitrust law, labor classification, and because PGA Tour Enterprises is a Delaware limited liability company, corporate governance.
II. The Returning Member’s Program
The program is limited to the 2026 season. Eligibility requires that a player participated in “Unauthorized Tournaments,” was absent from the Tour for at least two years, and won a major or The Players Championship between 2022 and 2025.[4] Only four LIV players qualified: Brooks Koepka, Bryson DeChambeau, Jon Rahm, and Cameron Smith.[5] Koepka was the sole player to accept the offer before its February 2 deadline; the other three declined.[6] Patrick Reed departed LIV separately but was ineligible because his 2018 Masters victory fell outside the qualifying window.[7]
CEO Brian Rolapp characterized the restrictions as “severe yet appropriate” financial consequences designed to hold returning members accountable for “substantial compensation earned elsewhere,” and the Tour stressed the window “does not set a precedent” and may never reopen.[8]
III. Antitrust Implications
In August 2022, eleven LIV players sued the PGA Tour in the Northern District of California, alleging violations of Sections 1 and 2 of the Sherman Antitrust Act.[9] They argued that the Tour’s Conflicting Events and Media Rights regulations constituted unreasonable restraints on trade, preventing independent contractors from selling their services to a competitor.[10] The court denied the players’ motion for a temporary restraining order, finding no irreparable harm because LIV was compensating them at higher rates.[11] The case was dismissed as part of the June 2023 framework agreement, though a Senate investigation later found evidence PIF entered that deal partly to avoid discovery obligations.[12]
The Returning Member Program raises these same concerns in a new form. Under a rule of reason analysis, the question is whether the restraints serve a legitimate procompetitive purpose or unreasonably suppress competition.[13] The Tour would argue the penalties protect loyal members’ interests. Critics could counter that the conditions punish independent contractors for exercising their right to work for a competitor, the very conduct at the heart of the original complaint. With merger talks now dormant, these questions will not be resolved through business negotiation.[14]
The program’s selective nature is thrown into sharper relief by the case of Wesley Bryan. A one-time PGA Tour winner and popular YouTube golf creator, Bryan was suspended indefinitely in 2025 for participating in LIV Golf’s “Duels” event, a nine-hole influencer scramble filmed for YouTube rather than a sanctioned professional tournament.[15] After Koepka’s reinstatement, Bryan’s wife wrote to CEO Rolapp and Commissioner Monahan requesting a review of his suspension, and the Tour’s response was that “no conversation is necessary.”[16] Bryan received the same indefinite suspension as players who competed on LIV for years and earned tens of millions of dollars, yet he is ineligible for the Returning Member Program because he has not won a major since 2022. A five-time major champion receives a bespoke pathway back; a content creator who played nine holes of scramble golf receives a closed door. This disparity reinforces the concern that the Tour’s disciplinary framework operates less as a principled enforcement regime and more as a tiered system calibrated to star power, precisely the kind of selective restraint that invites antitrust scrutiny.
IV. PGA Tour Enterprises and the Delaware Equity Question
The most significant penalty is the five-year equity exclusion. PGA Tour Enterprises, the for-profit entity administering the equity program, received $1.5 billion from Strategic Sports Group in January 2024.[17] Crucially, it is organized as a Delaware LLC.[18] Through its Player Equity Program, nearly two hundred Tour members hold equity grants collectively exceeding $1 billion, vesting over eight years at the fifty-, seventy-five-, and one-hundred-percent marks.[19] The program’s expansion in January 2026 to include top-50 FedEx Cup finishers underscore its centrality to the Tour’s economic model.[20]
The categorical exclusion of returning members from this equity raises several questions under Delaware LLC law. First, Delaware recognizes an implied covenant of good faith and fair dealing in LLC agreements, under which neither party may destroy the other’s right to receive the fruits of the contract.[21] If a returning member is reinstated with full playing privileges, but excluded from equity that all similarly situated members access, this differential treatment may test that covenant. Returning members contribute to the same product that generates equity value given that they play in the same tournaments, drive the same TV ratings, and attract the same sponsors. Excluding them from equity they help create could be framed as the entity capturing the benefit of their participation without reciprocal obligation, which is exactly what the implied covenant is designed to prevent.
However, the Delaware LLC Act allows operating agreements to modify or eliminate fiduciary duties.[22] If PGA Tour Enterprises’ agreement contains such a waiver, returning members have limited recourse. If default duties apply, however, the board’s exclusion of a discrete class could face entire fairness review.
V. The Independent Contractor Paradox
PGA Tour golfers are classified as independent contractors, a status that traditionally confers freedom to serve competing entities.[23] Yet the program’s financial penalties function like non-compete enforcement mechanisms associated with employment. The Tour exercises substantial control over members’ media rights, scheduling, and competitive opportunities, factors courts weigh toward employee status under the Department of Labor’s economic reality test.[24] The Returning Member Program deepens this paradox by imposing severe consequences on individuals for exercising the very autonomy their classification guarantees.
VI. Conclusion
The Returning Member Program may be smart business, but the legal foundation beneath it is uneven. The antitrust questions from the original LIV litigation were never adjudicated. The independent contractor paradox remains unresolved. And PGA Tour Enterprises’ treatment of returning members presents a novel question about differential equity access within a Delaware LLC that could eventually reach the Court of Chancery.
About the Author
Joseph Pettinato is a third-year law student at Widener University Delaware Law School. He is currently the Bluebook Editor for Volume 51 of the Delaware Journal of Corporate Law. Joseph graduated from St. Joseph’s University with a major in Finance, ultimately leading to his interest in corporate law. Outside of law school, Joseph enjoys working out, golfing, playing video games, and listening to comedy podcasts. Following graduation, Joseph will be clerking for Judge Terrence Nealon in the Lackawanna County Court of Common Pleas.
[1] Brooks Koepka to play Farmers Insurance Open, WM Phoenix Open as PGA TOUR establishes Returning Member Program, PGA Tour (Jan. 12, 2026), https://www.pgatour.com/article/news/latest/2026/01/12/brooks-koepka-to-play-farmers-insurance-open-wm-phoenix-open-as-pga-tour-establishes-returning-member-program.
[2] How It Works: PGA TOUR Returning Member Program, PGA Tour (Jan. 12, 2026), https://www.pgatour.com/article/news/latest/2026/01/12/how-it-works-pga-tour-returning-member-program.
[3] Id.
[4] Id.
[5] Brooks Koepka Announces Return to PGA Tour as Organization Unveils ‘Returning Member Program’ for LIV Golfers, Yahoo Sports (Jan. 12, 2026), https://sports.yahoo.com/golf/breaking-news/article/brooks-koepka-announces-return-to-pga-tour-as-organization-unveils-returning-member-program-for-liv-golfers-185735949.html.
[6] Mark Schlabach, Bryson, Rahm, Smith Committed to LIV, Decline PGA Tour Return, ESPN (Jan. 13, 2026), https://www.espn.com/golf/story/_/id/47602618/bryson-rahm-smith-committed-liv-decline-pga-tour-return.
[7] Jay Busbee, Patrick Reed Leaving LIV Golf, Will Return to PGA Tour This Year; Others Eligible in 2027, Yahoo Sports (Jan. 28, 2026), https://sports.yahoo.com/golf/article/patrick-reed-leaving-liv-golf-will-return-to-pga-tour-this-year-others-eligible-in-2027-170957759.html.
[8] Cameron Jourdan, Brian Rolapp Writes Open Letter to Fans After Brooks Koepka’s PGA Tour Return, USA Today (Jan. 12, 2026), https://golfweek.usatoday.com/story/sports/golf/pga/2026/01/12/pga-tour-ceo-brian-rolapp-brooks-koepkas-return/88146602007/.
[9] Complaint at 92–95, Mickelson v. PGA Tour, Inc., No. 3:22-cv-04486 (N.D. Cal. Aug. 3, 2022).
[10] Id. at 91.
[11]Michael J. Dube, The LIV Golf v. PGA Tour Antitrust Case as a Case Study in Federal Civil Procedure, 129 Dick. L. Rev. 125, 128, 149 (2024) (analyzing the court’s denial of the temporary restraining order).
[12] Elyse Maniccia, In the Legal Rough: Sovereign Immunity and Antitrust Strategy in the PGA–LIV Conflict, Syracuse L. Rev. (2025), https://lawreview.syr.edu/in-the-legal-rough-sovereign-immunity-and-antitrust-strategy-in-the-pga-liv-conflict/.
[13] 15 U.S.C. §§ 1–2 (2018); see Luke Haber, PGA Tour’s Anti-Trust Issues Come to a Head in the LIV Golf Controversy, 3 Fla. Ent. & Sports L. Rev. 224, 238 (2023) (discussing the rule of reason framework in the professional golf context).
[14] Jordan Harris, Todd Lewis Provides Latest Update on PGA Tour and LIV Golf Merger, The Golfing Gazette (Dec. 2, 2025), https://www.thegolfinggazette.com/news/todd-lewis-provides-latest-update-on-pga-tour-and-liv-golf-merger-after-what-hes-hearing-from-both-sides/ (reporting “zero talk” between PGA Tour and PIF); see also Mark Schlabach, Rory McIlroy: PGA Tour–LIV Golf Merger ‘Doesn’t Feel’ Any Closer, ESPN (Mar. 5, 2025).
[15] Wesley Bryan, Wikipedia, https://en.wikipedia.org/wiki/Wesley_Bryan (last visited Apr. 15, 2026) (noting Bryan’s indefinite suspension for participation in LIV Duels creator event); see also Derek Clements, Banning Wesley Bryan Made No Sense, Golfshake (Aug. 1, 2025), https://www.golfshake.com/news/view/21582/Banning_Wesley_Bryan_Made_No_Sense.html.
[16] Coleman Bentley, ‘No Conversation Necessary’: Wesley Bryan Reveals the Response He Received from the PGA Tour Regarding His Suspension, Golf Digest (Feb. 5, 2026), https://www.golfdigest.com/story/wesley-bryan-brooks-koepka-pga-tour-suspension-letter-appeal-response.
[17] PGA Tour Launches PGA Tour Enterprises, New Program that Transforms Players Into Equity Holders, PGA Tour (Jan. 31, 2024), https://www.pgatour.com/article/news/latest/2024/01/31/pga-tour-launches-pga-tour-enterprises.
[18] PGA Tour Enterprises, LLC, Fla. Dep’t Of State Div. Of Corps., Filing No. M23000015847 (filed Nov. 29, 2023) (listing state of formation as Delaware).
[19] Rex Hoggard, PGA Tour Lays Out How the Player Equity Program Will Work, NBC Sports (Apr. 25, 2024), https://www.nbcsports.com/golf/news/pga-tour-lays-out-how-the-player-equity-program-will-work.
[20] PGA Tour Announces Expansion to Player Equity Program, PGA Tour (Jan. 8, 2026), https://www.pgatour.com/article/news/latest/2026/01/08/pga-tour-announces-expansion-to-player-equity-program.
[21] Dunlap v. State Farm Fire & Cas. Co., 878 A.2d 434, 441 (Del. 2005) (articulating the implied covenant of good faith and fair dealing under Delaware law).
[22]Del. Code. Ann. tit. 6, § 18-1101(b)–(c).
[23] Professional Golf Must Address Their Independent Contractor Dilemma, Vill. Sports L. Blog (Apr. 15, 2025), https://www.novasportslaw.com/post/professional-golf-must-address-their-independent-contractor-dilemma.
[24] Evan Conder, Wait, Is That Pro Golfer an Employee or Independent Contractor?, Worklaw Network (Dec. 7, 2022), https://www.worklaw.com/blog/is-that-pro-golfer-an-employee-or-independent-contractor.
Leave a Reply