Yearly Archives: 2025

Chastain: Pushing the Boundaries of Insider Trading

Yelena Kotlarsky, Andrew Michaelson, and Joe Zales are Partners at King & Spalding LLP. This post is based on their King & Spalding memorandum.

Introduction

Insider trading cases may have become harder to prosecute. On July 31, 2025, the Second Circuit released its opinion in United States v. Chastain, an insider trading case in which the defendant had been convicted by a jury for misappropriating confidential information belonging to his employer and using that information to trade for personal gain. That sounds like garden variety insider trading, except here, there was a twist. Whereas most criminal insider trading cases are charged as securities fraud, here the defendant was tried and convicted under the wire fraud statute. The Second Circuit reversed the conviction, and in so doing substantially narrowed the extent to which the wire fraud statute protects against an employee’s misuse of a company’s confidential information. Specifically, the Second Circuit found that the wire fraud statute’s prohibition against misappropriating an employer’s “property” extends only to information that has commercial value to the employer. Information that is of value to an employee for trading purposes—but that lacks commercial value to the employer—is fair game.

While the criminal wire fraud and securities fraud statutes are distinct, they share a common nucleus in their definition of ‘property’. The Second Circuit’s decision could thus have wide-ranging impact upon prosecutions concerning securities fraud, too. The impact could grow further when considering the possible impacts upon civil actions under Rule 10b-5. This client alert discusses the Chastain decision and its potential impact on defending insider trading in securities and commodities cases.

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Holding Power: S&P 500 Snapshot

Andrew Lash and Shashwat Singh are Consultants at FW Cook. This post is based on their FW Cook memorandum.

Background

We reviewed broad-market data using S&P 500 executives to support preliminary assessments of executive Holding Power (aka retention glue). Despite a cooldown in the broader labor force, Compensation Committees are well served to understand the depth of their retention hooks on key executives, for whom the talent market remains fluid.

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U.S. Government Shutdown: What Public Companies Should Know

Ran Ben-Tzur and Amanda Rose are Partners, and Wendy Grasso is Counsel at Fenwick & West LLP. This post is based on their Fenwick memorandum.

What You Need To Know

  • The federal government shutdown will lead to a significant reduction in government activity, including at the U.S. Securities and Exchange Commission (SEC).
  • Companies should evaluate how the shutdown might affect their business operations and financial performance (especially if the shutdown is prolonged) and maintain transparent communication with stakeholders.
  • Senior management, boards, and investor relations teams should ensure they are aligned on messaging and operational responses.

The U.S. federal government officially shut down on October 1, 2025, as lawmakers failed to reach an agreement on federal spending. Many government workers will be on furlough for so long as the shutdown continues, which will lead to a significant reduction in government activity. Here’s what public companies should know:

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Withhold Campaigns: Communications Considerations for Companies

Charlie Koons is a Partner, and Greg Roumeliotis is a Director at Brunswick Group LLP. This post is based on their Brunswick memorandum.

More activist investors are seeking to challenge boards by asking shareholders to vote against the election of one or more directors, without the activists putting forward their own slate of candidates. These board challenges, referred to as withhold campaigns, can be carried out at a fraction of the cost of traditional proxy contests and are often a precursor to submitting a rival slate in the following proxy season. There were 33 withhold campaigns in the 12 months to June 30, 2025, up from 23 campaigns in the corresponding period a year prior, according to Diligent.

While the playbook for companies facing board challenges through rival slates is well established, communications approaches for companies facing withhold campaigns from activist investors diverge widely. All companies facing withhold campaigns seek close private engagement with their shareholders and proxy advisory firms, yet their public communications tactics span the gamut, from refraining from even acknowledging the challenge to their directors to a full-throttle defense and attacks against the activist as one would see in a proxy contest with competing slates of director nominees.

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Weekly Roundup: October 10-16, 2025


More from:

This roundup contains a collection of the posts published on the Forum during the week of October 10-16, 2025

Shareholder Engagement Under the New 13G Regime: Key Takeaways From Recent Panel


Keynote Address by Chair Atkins on Revitalizing Public Company Appeal


CARB Publishes Preliminary List of Companies Potentially Subject to SB 253 and SB 261



Applying A Retail Voting Program in Practice


Annual Incentive Plan Design and Trends


Occasional Activists and the Evolving Landscape of Shareholder Activism in 2025


AI Risk Disclosures in the S&P 500: Reputation, Cybersecurity, and Regulation


Atkins on Challenges to Non-Binding Shareholder Proposals & DE/TX Law


Shareholder Activism: Ten Trends for 2026


Shareholder Activism: Ten Trends for 2026

David A. Katz and Elina Tetelbaum are Partners, and Loren Braswell is Counsel at Wachtell, Lipton, Rosen & Katz. This post is based on their Wachtell Lipton memorandum.

Shareholder activism is at record levels and is no longer limited to the “proxy season.” Dozens of U.S. activist situations are underway for 2026 annual meetings, well before the windows for nominations open at most targeted companies. Activists are preparing for the fall conference circuit at which they will debut many of their 2026 campaigns, already working behind the scenes at companies by contacting their management, directors, investors, employees, sell-side analysts, and other key constituencies. Here are ten trends to expect for the year ahead.

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Atkins on Challenges to Non-Binding Shareholder Proposals & DE/TX Law

Elizabeth A. Ising, Thomas J. Kim, and Ronald O. Mueller are Partners at Gibson, Dunn & Crutcher LLP. This post is based on a Gibson Dunn memorandum by Ms. Ising, Mr. Kim, Mr. Mueller, and Brian J. Lane, and is part of the Delaware law series; links to other posts in the series are available here.

In a significant dinner speech on October 9, at the John L. Weinberg Center for Corporate Governance, SEC Chairman Atkins signaled the SEC’s willingness to take a step that could significantly alter the landscape for shareholder proposals submitted under Exchange Act Rule 14a-8, by allowing companies (at least, Delaware companies) to exclude precatory/non-binding shareholder proposals. In practice, the vast majority of Rule 14a-8 shareholder proposals are precatory.  The speech is available here: SEC.gov | Keynote Address at the John L. Weinberg Center for Corporate Governance’s 25th Anniversary Gala

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AI Risk Disclosures in the S&P 500: Reputation, Cybersecurity, and Regulation

Matteo Tonello is the Head of Benchmarking and Analytics at The Conference Board, Inc. This post is based on a Conference Board/ESGAUGE report by Andrew Jones, Principal Researcher, Governance and Sustainability Center, The Conference Board.

This report analyzes how the largest US public companies disclose artificial intelligence (AI) risks in their 2023–2025 annual filings, providing insight into the issues shaping board agendas, investor expectations, and regulatory oversight in the years ahead.

Trusted Insights for What’s Ahead®

  • AI has rapidly become a mainstream enterprise risk, with 72% of S&P 500 companies disclosing at least one material AI risk in 2025, up from just 12% in 2023.
  • AI risk disclosure has surged in financials, health care, industrials, IT, and consumer discretionary—frontline adopters facing regulatory scrutiny over data and fairness, operational risks from automation, and reputational exposure in consumer markets.
  • Reputational risk is the top AI concern in the S&P 500, making strong governance and proactive oversight essential as companies warn that bias, misinformation, privacy lapses, or failed implementations can quickly erode trust and investor confidence.
  • Cybersecurity is a central concern as AI expands attack surfaces and enables more sophisticated threats, influencing boards to expect AI-specific controls, testing, and vendor oversight.
  • Legal and regulatory risk is a growing theme in disclosures as firms face fragmented global AI rules, rising compliance demands, and evolving litigation exposure, all of which require directors to anticipate regulatory divergence and integrate legal, operational, and reputational oversight into AI governance.

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Occasional Activists and the Evolving Landscape of Shareholder Activism in 2025

Spencer D. Klein is a Partner, and Tyler Miller and Lulu Sun are Associates at Morrison & Foerster LLP.

Shareholder activism by investors who are not dedicated activist funds and do not regularly use activist tactics — such as institutional investors and individuals, including company insiders, or other first-time activists — continues to be an important theme in 2025 proxy contests. While 2024 proved to be a peak year for occasional activism and activist campaigns in general, the landscape of shareholder activism is still evolving in 2025 despite a slight decline in overall activity.

Despite persistent macroeconomic and geopolitical uncertainty, global activism activity has remained robust in 2025. In 2024, there were 243 activist campaigns launched, marking the highest total since 2018’s record of 249 activist campaigns. [1] According to Barclays, there were 129 global campaigns in the first half of 2025, which is down from the record pace set in H1 2024 (147 campaigns), but still in line with the nine-year average (120 campaigns). [2] The number of board seats won by activists also increased, with 86 seats secured in H1 2025, a 16% year-over-year increase. [3] Most of these board seats continue to be won through settlements rather than proxy contests, [4] reflecting the continuing proclivities of both activists and boards toward negotiating outcomes that avoid the costs and uncertainties of a public fight.

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Annual Incentive Plan Design and Trends

Andrew Gordon is a Senior Director of Research Services at Equilar, Inc. This post is based on his Equilar memorandum.

Annual incentive plans serve a valuable function as an interim measurement of progress towards longer-term goals. Unlike performance share awards, which have a more rigid construction due to complex equity accounting rules and higher levels of shareholder scrutiny, annual bonus plans offer a greater flexibility in plan design, consideration of individual performance, and use of discretion. This report summarizes the current state of annual incentive design and trends in the Equilar 500, the 500 largest U.S. public companies by revenue.

Within its IPAC tool, Equilar features a Payouts and Weightings module that captures granular incentive plan data related to plan features, metrics and payout curves for performance-based awards granted to the CEO. For this analysis, we compared 2024 (defined as fiscal years ending between May 31, 2024 to April 30, 2025) against 2023 (defined as fiscal years ending between May 31, 2023 to April 30, 2024) for 432 Equilar 500 companies with both years of data. We further removed fully discretionary plans, leaving 404 formulaic plans for 2024 and 403 for 2023, which serve as the basis for the remainder of this report. Discretionary plans generally have no material plan features or structured metric measurement and instead rely upon a holistic measurement of performance, as determined by the board of directors.

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