Author Archives: Tarik Samman

Fortune/Deloitte CEO Survey

By Tarik Samman | Published Thursday, December 11, 2025

Survey methodology 69 CEOs representing 19 industries participated in this Fortune/Deloitte CEO Survey. 71% of respondents are United States-based organizations, and the remainder are from organizations based outside of the United States. Fielded October 3-16, the 10-question survey explored CEO perspectives on the economy and artificial intelligence. The following pages present key findings. Surveyed CEOs […]

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Rule 10b5-1 Trading Plan Guidelines: A Survey of the SV150

By Tarik Samman | Published Thursday, December 11, 2025

Wilson Sonsini is pleased to present Rule 10b5-1 Trading Plan Guidelines: A Survey of the SV150. This report summarizes the results of our review of the Rule 10b5-1 trading plan guidelines filed by 75 companies in the Lonergan SV150, which ranks the top 150 companies with headquarters in the Silicon Valley by annual sales. For […]

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Why C-Suite Transitions Fail—And How to Set Up New Executives for Success

By Tarik Samman | Published Wednesday, December 10, 2025

The leap into the C-suite is often described as the pinnacle of an executive career. But for many, it’s also a precipice, with many leaders struggling to succeed once there. These aren’t leaders lacking in intelligence, commitment, or functional excellence. They are leaders at the top of their game. So why do they stumble? The […]

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SEC Dismisses SolarWinds Lawsuit: What CISOs Need to Know

By Tarik Samman | Published Wednesday, December 10, 2025

In Depth The original lawsuit against SolarWinds, filed in October 2023 following the massive 2020 SUNBURST cyberattack, alleged that the company and its CISO misled investors about security practices and subsequently downplayed the incident’s scope. The case was a rare instance of the SEC directly targeting a CISO, sending chilling effects throughout the industry. The […]

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2025 Global Voting Spotlight

By Tarik Samman | Published Tuesday, December 9, 2025

Executive summary BIS’ Global Voting Spotlight is a comprehensive overview of our approach to voting on corporate governance matters and other material risks and opportunities under our Benchmark Policies from July 1, 2024, through June 30, 2025. Our sole focus when conducting our stewardship program under our Benchmark Policies — including our voting activities — […]

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The Re-Emergence of Contingent Value Rights

By Tarik Samman | Published Tuesday, December 9, 2025

This year has seen a surge of contingent value rights (CVRs) in public company M&A transactions.  A CVR provides for one or more additional payments after closing to target shareholders based on future events or financial metrics, similar to an earnout in a private company transaction.  To date in 2025, there have been 27 completed […]

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EU Sustainability Developments Unpacked

By Tarik Samman | Published Monday, December 8, 2025

Key Takeaways Shift Toward Simplification and Competitiveness:The Parliament’s position reflects a political pivot from regulatory expansion to consolidation. It aims to reduce compliance burdens and align with international standards, emphasizing proportionality and competitiveness rather than imposing new sustainability obligations. Narrowed Scope and Higher Thresholds:For the Corporate Sustainability Reporting Directive (CSRD), applicability thresholds increase to companies […]

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SEC Staff Narrows Review of Rule 14a-8 No-Action Requests: Every Silver Lining Has a Touch of Grey

By Tarik Samman | Published Monday, December 8, 2025

On November 17, 2025, the staff of the Division of Corporation Finance of the US Securities and Exchange Commission (SEC) announced a significant procedural shift in its administration of the no-action request process for shareholder proposals under Rule 14a-8 under the Securities Exchange Act of 1934 (Exchange Act). Except as discussed below, for the proxy season that […]

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SolarWinds Dismissed: What the SEC’s U-turn Signals for Cyber Enforcement

By Tarik Samman | Published Sunday, December 7, 2025

The Securities and Exchange Commission’s (SEC) case against SolarWinds and its chief information security officer (CISO), Timothy Brown, ended abruptly on November 20, 2025, when the SEC agreed to dismiss its remaining claims against SolarWinds with prejudice. The outcome caps a long-running and closely watched legal dispute that began with sweeping fraud and controls allegations […]

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Remarks by Commissioner Uyeda for Investor Advisory Committee Meeting

By Tarik Samman | Published Saturday, December 6, 2025

Good afternoon and thank you for the flexibility in allowing me to deliver my remarks towards the end of the day due to scheduling issues. Earlier, the Committee engaged in discussions on corporate governance and tokenization and will later discuss artificial intelligence disclosures. Today, also, is the final Committee Meeting for our Investor Advocate. I […]

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