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Program on Corporate Governance Advisory Board
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HLS Faculty & Senior Fellows
Author Archives: Tarik Samman
Ahead of the Curve: Factoring the Cost of Carbon into Long-Term Decision-Making
INTRODUCTION Decarbonization is a major investment theme for long-term investors, given the worldwide shift already under way in energy infrastructure, transportation, agriculture, business models, and the built environment. Annual climate finance surpassed $1 trillion in 2021 and has been climbing since. Renewable energy generation will meet 35 percent of global demand by 2025; that mix […]
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Posted in Practitioner Publications
Tagged Carbon, Climate, Decarbonization, Environment
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Weekly Roundup: August 8-14, 2025
Tesla Approves New Award for Elon Musk: How It Compares to the Largest Pay Packages Posted by Amit Batish, Equilar, Inc., on Friday, August 8, 2025 Tags: Board of Directors, CEO compensation, Elon Musk, Tesla IPOs Aren’t Dead, They’re Just Napping Posted by Matt Strzepka, Wellington Management, on Saturday, August 9, 2025 Tags: IPOs, Liquidity, […]
Click here to read the complete postWarm Authority: The Tightrope Women CEOs Walk
CEOs today face an increasingly complex operating environment: they are tasked with navigating volatile global trade policies, geopolitical tensions, and the rise of AI. The role of CEO has become more challenging—and important—than ever. Organizations need great CEOs who are equipped to lead in unpredictable times. For women CEOs though, they face an additional, invisible […]
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Tagged Board of Directors, CEOs, Corporate governance, Women CEOs
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Structuring Share Repurchases Under Rules 10b-18 and 10b5-1
Structuring Share Repurchases: Rule 10b-18 and Rule 10b5-1 Applied to Open-Market Share Repurchase Programs, Accelerated Share Repurchase Transactions and Enhanced Open-Market Share Repurchase Transactions Share repurchase (or share buyback) programs are a tool used by many public companies to return capital to shareholders. Once a public company has resolved to initiate share repurchases, the focus […]
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Posted in Practitioner Publications
Tagged eOMR, Rule 10b-18, Rule 10b5-1, Shareholders
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Granting Stock Options: How Do Accounting Values Compare Against “In-the-Money” Values?
Introduction Our research shows that the grant date accounting value (e.g., Black-Scholes value) is significantly lower than the future in-the-money value of most stock options. This is a unique topic of research in the executive compensation field. Stock option accounting rules require companies to determine the fair value of stock-based compensation awards at the date of grant, […]
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Posted in Practitioner Publications
Tagged Compensation committees, HR, S&P 500, stock market
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SEC Responds to Eighth Circuit, Asking Eighth Circuit to Rule on Climate Disclosure Litigation
On July 23, 2025 the US Securities and Exchange Commission (SEC or Commission) submitted a status report ordered by the Eighth Circuit in April 2025 on the Commission’s plans with respect to the pending litigation challenging the SEC’s final climate disclosure rules (the Rules). As a reminder, the SEC approved the Rules — which require companies to […]
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Tagged circuit courts, eighth circuit, litigation, SEC
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Governance in Global Operations: Legal and Board Risk Across Borders
“The most dangerous risk is the one you didn’t know you were taking.” As multinational corporations expand their global footprint, many boards presume their governance frameworks travel seamlessly along with their products and services. But legal systems don’t globalize the way supply chains do and oversight mechanisms doesn’t scale just because operations do. Today, a […]
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Tagged Corporate governance, ESG, Regulations, Risks
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Securities Law Update
Welcome to the latest edition of Fenwick’s Securities Law Update. This issue contains updates and important reminders on: Risk Factor and Management’s Discussion and Analysis considerations for upcoming Form 10-Q filings The latest development in the ongoing litigation around the SEC’s climate disclosure rules New Regulation 13D/G CDIs Other matters of interest, including updates on […]
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Tagged Climate Disclosure, Regulations, Risks, SEC
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The Power and Profit of ESOPs
Employee stock ownership plans (ESOPs) are powerful tools for building long-term enterprise value and creating meaningful wealth for employees. They offer both a voice in operations and a stake in the company’s success. While ESOPs are a compelling option, they are also complex, requiring cultural alignment, disciplined governance, and a long-term mindset. According to ESOP […]
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Tagged Board of Directors, Corporate governance, ESOPs, Shareholders
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Recent Developments for Directors
Competition Among D&O Insurers Encourages Companies to Upgrade Coverage The D&O insurance market has become more favorable for insureds, with many insurers competing for placements, allowing enterprising companies and their counsel to negotiate expanded coverage and policy enhancements. Capitalizing on this trend, directors and senior executives are focusing on expanding their D&O insurance coverage to […]
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Tagged AI, Board of Directors, D&O, SEC
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