# Employee Invention Assignment in Wyoming[^about] Wyoming has no employee-invention-assignment statute — the only appearance of the word invention in the Wyoming Statutes sits inside the criminal-code trade-secret definition — so an assignment clause is bounded by ordinary contract law, the common-law defaults the Wyoming Supreme Court adopted in Preston v. Marathon Oil Co. (inventor owns unless hired to invent, plus an employer shop right), and restraint-of-trade limits. Continued at-will employment is sufficient consideration for an assignment agreement, and for contracts entered into on or after July 1, 2025 a holdover clause that operates as a covenant not to compete risks voidness under Wyo. Stat. § 1-23-108 unless a statutory exception applies. ## Can a Wyoming employer require assignment of every invention? {#statutory-carve-out} **Short answer.** There is no statutory ceiling. Wyoming has no employee-invention-assignment statute — nothing that voids an assignment of a true own-time, own-resource invention the way California Labor Code § 2870 does — so an assignment clause's reach is bounded by ordinary contract law, the common-law inventor-owns default, and the federal patent and copyright overlay. The Wyoming Supreme Court's employee-invention decision, *Preston v. Marathon Oil Co.*, starts from the rule that an invention belongs to its inventor unless the inventor has contracted it away [^preston-inventor-default][^wyo-6-3-501-invention-only-mention]. The statutory silence is unusually complete. The Wyoming Statutes contain no invention-assignment provision, no own-time carve-out, and no notice or disclosure mandate; the only place the word invention appears anywhere in the code is inside the criminal-code trade-secret definition, Wyo. Stat. § 6-3-501(a)(xi), which protects trade secrets irrespective of novelty, invention, or patentability [^wyo-6-3-501-invention-only-mention]. A Wyoming employer therefore starts from contract law, not from a statutory ceiling on what an assignment promise may capture. The baseline the contract operates against comes from *Preston v. Marathon Oil Co.*, in which the Wyoming Supreme Court, answering a certified question from the Federal Circuit, adopted the general rule for employee inventions [^preston-inventor-default]. "Generally an invention is the property of the inventor who conceived, developed, and perfected it, and the law protects and enforces the inventor's property rights in an invention unless he or she has contracted them away."[^preston-inventor-default] Wyoming has also decided how easily an employer may put such a contract in place. The certified question in *Preston* was whether continuing an existing at-will employee's job is adequate consideration for an intellectual-property-assignment agreement, and the court answered yes [^preston-continued-employment-consideration]. "no additional consideration is required to support an employee's post-employment execution of an agreement to assign intellectual property to his employer."[^preston-continued-employment-consideration] That holding makes assignment agreements easier to roll out mid-employment in Wyoming than non-competes. For non-competes signed by an existing employee, Wyoming requires separate consideration beyond continued employment; *Preston* expressly declined to extend that requirement to assignment agreements because an assignment affects property rights rather than restraining trade [^hopper-separate-consideration][^preston-continued-employment-consideration]. The breadth is not unlimited. An assignment clause is still an ordinary contract term subject to general contract defenses, and where a clause goes beyond transferring property rights and functions as a restraint on the employee's ability to work, Wyoming's restraint-of-trade limits — including, for contracts entered into on or after July 1, 2025, a statutory void rule — come into play. The trailing-clause question below covers those limits. ## Must a Wyoming employer notify the employee? {#employee-notice} **Short answer.** Not applicable. Because Wyoming has no invention-assignment statute, there is no statutory carve-out to notify the employee about and no notice requirement of the kind California imposes under Labor Code § 2872 or Washington imposes under RCW 49.44.140(3). What Wyoming enforces is contractual — an employee's assignment obligations exist only to the extent the employee has contracted invention rights away [^preston-contract-based-duties]. There is nothing to give notice of. Notice requirements exist in the carve-out states precisely to alert the employee to a statutory own-time exception that limits the assignment; Wyoming has enacted no such exception, so there is no statutory line for a notice to mark. This is why the entry is marked not applicable rather than a bare no — the question presupposes a statutory carve-out that Wyoming does not have. The source of any disclosure or assignment duty is the agreement itself. *Preston v. Marathon Oil Co.* frames the entire analysis in contract terms: the inventor owns unless he or she has contracted those rights away, so the employer's rights — and the employee's corresponding duties — rise and fall with the contract [^preston-contract-based-duties]. "Generally an invention is the property of the inventor who conceived, developed, and perfected it, and the law protects and enforces the inventor's property rights in an invention unless he or she has contracted them away."[^preston-contract-based-duties] For a multistate employer the takeaway is the inverse of the notice states: a Wyoming employer neither has to give a § 2872-style notice nor can rely on one to cure an overbroad clause. The enforceability of the assignment turns on the contract language and on the restraint-of-trade limits discussed below, not on any statutory notice or disclosure formality. ## Who owns an invention by default in Wyoming? {#default-ownership} **Short answer.** The inventor, unless hired to invent. Wyoming does not leave this to analogy — in *Preston v. Marathon Oil Co.* the Wyoming Supreme Court itself adopted the inventor-owns default, with the hired-to-invent rule and the employer's shop right as the exceptions, matching the baseline of federal patent law [^preston-inventor-default-rule][^stanford-inventor-baseline]. *Preston* states the default in the court's own analysis of the certified question [^preston-inventor-default-rule]. "Generally an invention is the property of the inventor who conceived, developed, and perfected it, and the law protects and enforces the inventor's property rights in an invention unless he or she has contracted them away."[^preston-inventor-default-rule] That is the same premise the U.S. Supreme Court restated in *Stanford v. Roche* [^stanford-inventor-baseline]. "Since 1790, the patent law has operated on the premise that rights in an invention belong to the inventor."[^stanford-inventor-baseline] The first exception is the employee hired to invent. Under *United States v. Dubilier Condenser Corp.*, an employee engaged to make a particular invention who succeeds during the term of service must assign the resulting patent to the employer — a rule the *Preston* court likewise recognized for employees hired specifically to invent [^dubilier-hired-to-invent]. "One employed to make an invention, who succeeds, during his term of service, in accomplishing that task, is bound to assign to his employer any patent obtained."[^dubilier-hired-to-invent] The second doctrine covers the middle case — an employee who was not hired to invent but invents at work with the employer's resources. There the employer gets a shop right, a license to use the invention, not ownership of it. The *Preston* court set out both the trigger and the limit of the shop right by quoting 27 Am. Jur. 2d Employment Relationship § 188 — the formulation is the treatise's, adopted by the court [^preston-shop-right-scope][^preston-shop-right-not-ownership]. "Where the employee is not hired specifically to design or invent, but nevertheless conceives of a device during working hours with the use of the employer's materials and equipment, the employer is granted an irrevocable but nonexclusive right to use the invention under the shop-right rule."[^preston-shop-right-scope] "Notwithstanding the existence of the shop right, the invention remains the property of the employee, and the employee has the right, conferred by the patent, to exclude all but the employer from the benefits of the invention."[^preston-shop-right-not-ownership] Because ownership starts with the inventor, the dependable path for a Wyoming employer is a written present-assignment clause. In the companion appeal applying Wyoming's certified answer, the Federal Circuit held that the *hereby assign* language in the Marathon agreement worked as an automatic present assignment of future inventions [^preston-fedcir-present-assignment]. "it is an express assignment of rights in future inventions that automatically assigned rights to Marathon without the need for any additional act."[^preston-fedcir-present-assignment] ## Are trailing-assignment (holdover) clauses enforceable in Wyoming? {#holdover-clause-limit} **Short answer.** Reasonableness is the operative limit, and since July 1, 2025 the answer also depends on when the contract was signed. No Wyoming statute addresses invention holdover clauses specifically, but *Preston v. Marathon Oil Co.* enforced an assignment agreement containing a one-year post-termination presumption clause, reasoning that the assignment imposed no improper restraint on trade — so restraint-of-trade scrutiny is the frame when a trailing clause does restrain. For contracts entered into on or after July 1, 2025, a holdover clause that operates as a covenant not to compete is void under Wyo. Stat. § 1-23-108(a) unless a statutory exception applies [^preston-assignment-not-restraint][^wyo-1-23-108-void-labor]. Start with what *Preston* actually decided. The Marathon agreement treated intellectual property conceived within one year after termination as presumptively made during employment — a presumption about timing, not an assignment of genuinely post-employment inventions — and the court emphasized that the agreement left the ex-employee's later inventions alone [^preston-holdover-presumption]. "The assignment agreement also did not affect Mr. Preston's rights to inventions he created after his employment with Marathon was over, although intellectual property conceived or made by him within one year after termination was ‘presumed to have been made or conceived during’ his employment."[^preston-holdover-presumption] The court's reasoning supplies the framework: because the assignment did not impair the employee's ability to earn a living or restrain trade, the stricter rules for non-competes did not apply [^preston-assignment-not-restraint]. "Given that the intellectual property assignment agreement did not affect Mr. Preston's right to earn a living or otherwise impose an improper restraint on trade, Hopper does not govern our decision in this case."[^preston-assignment-not-restraint] The converse follows: a trailing clause broad enough to reach inventions first conceived after employment ends — and so to burden the former employee's ability to do paid inventive work — invites analysis as a restraint of trade rather than a simple property transfer. No Wyoming decision found in our review squarely decides whether such a pure post-employment assignment clause is enforceable, so the trailing-clause cell reflects the reasonableness framework the authorities supply, not a decided holdover holding. For contracts entered into before July 1, 2025, that framework is Wyoming's common-law reasonableness test for restraints. *Hopper v. All Pet Animal Clinic, Inc.* states the elements [^hopper-reasonableness-elements], and the 2025 act expressly leaves those older agreements to prior law [^sf107-savings-clause]. "A valid and enforceable covenant not to compete requires a showing that the covenant is: (1) in writing; (2) part of a contract of employment; (3) based on reasonable consideration; (4) reasonable in durational and geographical limitations; and (5) not against public policy."[^hopper-reasonableness-elements] For contracts entered into on or after July 1, 2025, Wyoming adds a statutory layer. Wyo. Stat. § 1-23-108(a) voids covenants not to compete that restrict a person's right to be paid for labor [^wyo-1-23-108-void-labor]. "Any covenant not to compete that restricts the right of any person to receive compensation for performance of skilled or unskilled labor shall be void."[^wyo-1-23-108-void-labor] The act's savings clause makes the split explicit — it applies only prospectively [^sf107-savings-clause]. "Nothing in this act shall be construed to alter, amend or impair any contract or agreement entered into before July 1, 2025."[^sf107-savings-clause] Two statutory exceptions matter most for invention holdovers. First, the ban does not reach a covenant to the extent it protects trade secrets — and the exception borrows the criminal-code definition in Wyo. Stat. § 6-3-501(a)(xi), not the definition in Wyoming's separate civil trade-secrets act [^wyo-1-23-108-trade-secret-exception]. "Any covenant not to compete to the extent the covenant provides for the protection of trade secrets as defined by W.S. 6-3-501(a)(xi);"[^wyo-1-23-108-trade-secret-exception] Second, the ban does not apply to executive and management personnel or the professional staff who support them — which materially narrows the statute's bite for exactly the senior R&D population most likely to face an aggressive holdover clause [^wyo-1-23-108-executive-exception]. "Executive and management personnel and officers and employees who constitute professional staff to executive and management personnel."[^wyo-1-23-108-executive-exception] Whether § 1-23-108 reaches invention-assignment clauses at all is an open statutory question. The *Preston* rationale — an assignment affects property rights rather than restraining trade — points away from coverage for ordinary assignment clauses, but a holdover clause that functionally bars a departed employee from doing paid inventive work is an untested target, and no decision applying the statute to an invention holdover was found in our review; the statute has been in effect only since July 1, 2025 [^preston-assignment-not-restraint][^wyo-1-23-108-void-labor]. The consequence of overreach is severe, because Wyoming abolished the blue-pencil rescue. In *Hassler v. Circle C Resources* the Wyoming Supreme Court held that courts may no longer trim an unreasonable restraint down to an enforceable core — an overbroad covenant is void in its entirety [^hassler-no-blue-pencil]. "We conclude it is no longer tenable for courts to use the blue pencil rule to modify unreasonable noncompete agreements."[^hassler-no-blue-pencil] > [!CAUTION] > **Drafting note.** > > Draft a Wyoming trailing clause so it never has to be defended as a restraint. Keep it short and tied to inventions conceived during employment or derived from the employer's trade secrets — for contracts entered into on or after July 1, 2025, a clause that operates as a covenant not to compete survives only to the extent it protects trade secrets as defined by the criminal-code definition in Wyo. Stat. § 6-3-501(a)(xi), so tracking that specific definition, not a generic confidentiality recital, is what earns the exception [^wyo-1-23-108-trade-secret-exception][^wyo-6-3-501-definition-practice]. Use present-assignment (*hereby assigns*) language so title to future inventions passes automatically rather than resting on a promise to assign later [^preston-fedcir-present-assignment-practice]. And draft to the minimum scope the business interest requires, because Wyoming courts will not trim an overbroad restraint — after *Hassler*, a clause found unreasonable is void in its entirety [^hassler-no-blue-pencil]. > [!NOTE] > **Practice note.** > > Do not paper a mid-employment rollout of a combined assignment-plus-non-compete agreement on continued employment alone. In Wyoming the two halves have different consideration rules — continued at-will employment supports an intellectual-property assignment [^preston-consideration-practice], but a non-compete signed by an existing employee requires separate consideration [^hopper-separate-consideration-practice] — so a hybrid agreement can have its restraint provisions fail for lack of consideration even while the assignment stands. [^about]: By Steven Obiajulu, J.D. Published by [openagreements.org](https://openagreements.org). Last reviewed 2026-07-03. License: CC BY 4.0. Steven Obiajulu, J.D. is admitted in New York, not Wyoming. This article synthesizes Wyoming primary law and is not legal advice from a Wyoming-admitted attorney. This article is for informational purposes only and does not create an attorney-client relationship. CC BY 4.0. Cite as Steven Obiajulu, *Employee Invention Assignment in Wyoming*, OpenAgreements (last updated July 3, 2026), https://openagreements.org/practice-guides/invention-assignment/us/wyoming. [^preston-inventor-default]: **Preston v. Marathon Oil Co.** — "Generally an invention is the property of the inventor who conceived, developed, and perfected it, and the law protects and enforces the inventor's property rights in an invention unless he or she has contracted them away." *Preston v. Marathon Oil Co., 2012 WY 66, 277 P.3d 81 (Wyo. 2012).* [^wyo-6-3-501-invention-only-mention]: **Wyo. Stat. § 6-3-501(a)(xi)** — "‘Trade secret’ means the whole or a portion or phase of a formula, pattern, device, combination of devices or compilation of information which is for use, or is used in the operation of a business and which provides the business an advantage or an opportunity to obtain an advantage over those who do not know or use it." *Wyo. Stat. § 6-3-501(a)(xi).* [^preston-continued-employment-consideration]: **Preston v. Marathon Oil Co.** — "no additional consideration is required to support an employee's post-employment execution of an agreement to assign intellectual property to his employer." *Preston v. Marathon Oil Co., 2012 WY 66, 277 P.3d 81 (Wyo. 2012).* [^hopper-separate-consideration]: **Hopper v. All Pet Animal Clinic, Inc.** — "We believe strong public policy favors separate consideration." *Hopper v. All Pet Animal Clinic, Inc., 861 P.2d 531 (Wyo. 1993).* [^preston-contract-based-duties]: **Preston v. Marathon Oil Co.** — "Generally an invention is the property of the inventor who conceived, developed, and perfected it, and the law protects and enforces the inventor's property rights in an invention unless he or she has contracted them away." *Preston v. Marathon Oil Co., 2012 WY 66, 277 P.3d 81 (Wyo. 2012).* [^preston-inventor-default-rule]: **Preston v. Marathon Oil Co.** — "Generally an invention is the property of the inventor who conceived, developed, and perfected it, and the law protects and enforces the inventor's property rights in an invention unless he or she has contracted them away." *Preston v. Marathon Oil Co., 2012 WY 66, 277 P.3d 81 (Wyo. 2012).* [^stanford-inventor-baseline]: **Bd. of Trustees of the Leland Stanford Junior Univ. v. Roche Molecular Systems** — "Since 1790, the patent law has operated on the premise that rights in an invention belong to the inventor." *Bd. of Trustees of the Leland Stanford Junior Univ. v. Roche Molecular Sys., Inc., 563 U.S. 776 (2011).* [^dubilier-hired-to-invent]: **United States v. Dubilier Condenser Corp.** — "One employed to make an invention, who succeeds, during his term of service, in accomplishing that task, is bound to assign to his employer any patent obtained." *United States v. Dubilier Condenser Corp., 289 U.S. 178 (1933).* [^preston-shop-right-scope]: **Preston v. Marathon Oil Co.** — "Where the employee is not hired specifically to design or invent, but nevertheless conceives of a device during working hours with the use of the employer's materials and equipment, the employer is granted an irrevocable but nonexclusive right to use the invention under the shop-right rule." *Preston v. Marathon Oil Co., 2012 WY 66, 277 P.3d 81 (Wyo. 2012) (quoting 27 Am. Jur. 2d Employment Relationship § 188 (2011)).* [^preston-shop-right-not-ownership]: **Preston v. Marathon Oil Co.** — "Notwithstanding the existence of the shop right, the invention remains the property of the employee, and the employee has the right, conferred by the patent, to exclude all but the employer from the benefits of the invention." *Preston v. Marathon Oil Co., 2012 WY 66, 277 P.3d 81 (Wyo. 2012) (quoting 27 Am. Jur. 2d Employment Relationship § 188 (2011)).* [^preston-fedcir-present-assignment]: **Preston v. Marathon Oil Co. (Fed. Cir.)** — "it is an express assignment of rights in future inventions that automatically assigned rights to Marathon without the need for any additional act." *Preston v. Marathon Oil Co., 684 F.3d 1276 (Fed. Cir. 2012).* [^preston-assignment-not-restraint]: **Preston v. Marathon Oil Co.** — "Given that the intellectual property assignment agreement did not affect Mr. Preston's right to earn a living or otherwise impose an improper restraint on trade, Hopper does not govern our decision in this case." *Preston v. Marathon Oil Co., 2012 WY 66, 277 P.3d 81 (Wyo. 2012).* [^wyo-1-23-108-void-labor]: **Wyo. Stat. § 1-23-108(a)** — "Any covenant not to compete that restricts the right of any person to receive compensation for performance of skilled or unskilled labor shall be void." *Wyo. Stat. § 1-23-108(a) (2025) (SF 107, Enrolled Act No. 87).* [^preston-holdover-presumption]: **Preston v. Marathon Oil Co.** — "The assignment agreement also did not affect Mr. Preston's rights to inventions he created after his employment with Marathon was over, although intellectual property conceived or made by him within one year after termination was ‘presumed to have been made or conceived during’ his employment." *Preston v. Marathon Oil Co., 2012 WY 66, 277 P.3d 81 (Wyo. 2012).* [^hopper-reasonableness-elements]: **Hopper v. All Pet Animal Clinic, Inc.** — "A valid and enforceable covenant not to compete requires a showing that the covenant is: (1) in writing; (2) part of a contract of employment; (3) based on reasonable consideration; (4) reasonable in durational and geographical limitations; and (5) not against public policy." *Hopper v. All Pet Animal Clinic, Inc., 861 P.2d 531 (Wyo. 1993).* [^sf107-savings-clause]: **SF 107 § 2(b)** — "Nothing in this act shall be construed to alter, amend or impair any contract or agreement entered into before July 1, 2025." *S.F. 107, Enrolled Act No. 87, § 2(b), 68th Leg., Gen. Sess. (Wyo. 2025).* [^wyo-1-23-108-trade-secret-exception]: **Wyo. Stat. § 1-23-108(a)(ii)** — "Any covenant not to compete to the extent the covenant provides for the protection of trade secrets as defined by W.S. 6-3-501(a)(xi);" *Wyo. Stat. § 1-23-108(a)(ii) (2025) (SF 107, Enrolled Act No. 87).* [^wyo-1-23-108-executive-exception]: **Wyo. Stat. § 1-23-108(a)(iv)** — "Executive and management personnel and officers and employees who constitute professional staff to executive and management personnel." *Wyo. Stat. § 1-23-108(a)(iv) (2025) (SF 107, Enrolled Act No. 87).* [^hassler-no-blue-pencil]: **Hassler v. Circle C Resources** — "We conclude it is no longer tenable for courts to use the blue pencil rule to modify unreasonable noncompete agreements." *Hassler v. Circle C Resources, 2022 WY 28, 505 P.3d 169 (Wyo. 2022).* [^wyo-6-3-501-definition-practice]: **Wyo. Stat. § 6-3-501(a)(xi)** — "‘Trade secret’ means the whole or a portion or phase of a formula, pattern, device, combination of devices or compilation of information which is for use, or is used in the operation of a business and which provides the business an advantage or an opportunity to obtain an advantage over those who do not know or use it." *Wyo. Stat. § 6-3-501(a)(xi).* [^preston-fedcir-present-assignment-practice]: **Preston v. Marathon Oil Co. (Fed. Cir.)** — "it is an express assignment of rights in future inventions that automatically assigned rights to Marathon without the need for any additional act." *Preston v. Marathon Oil Co., 684 F.3d 1276 (Fed. Cir. 2012).* [^preston-consideration-practice]: **Preston v. Marathon Oil Co.** — "no additional consideration is required to support an employee's post-employment execution of an agreement to assign intellectual property to his employer." *Preston v. Marathon Oil Co., 2012 WY 66, 277 P.3d 81 (Wyo. 2012).* [^hopper-separate-consideration-practice]: **Hopper v. All Pet Animal Clinic, Inc.** — "We believe strong public policy favors separate consideration." *Hopper v. All Pet Animal Clinic, Inc., 861 P.2d 531 (Wyo. 1993).*