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Program on Corporate Governance Advisory Board
- Peter Atkins
- David Bell
- Kerry E. Berchem
- Richard Brand
- Daniel Burch
- Paul Choi
- Jesse Cohn
- Arthur B. Crozier Christine Davine
- Renata J. Ferrari
- Andrew Freedman
- Ray Garcia
- Byron Georgiou
- Joseph Hall
- Jason M. Halper William P. Mills
- David Millstone
- Theodore Mirvis
- Philip Richter
- Elina Tetelbaum
- Sebastian Tiller
- Marc Trevino Jonathan Watkins
- Steven J. Williams
HLS Faculty & Senior Fellows
Author Archives: Victoria Sidoti
Recent Developments Affecting US Public Companies and Boards
Capital Strategy Has Become a Core Oversight Responsibility Capital strategy has emerged as an important issue for boards. The financing landscape has shifted materially in recent years and remains dynamic. Capital has diversified beyond traditional banks to include private credit and insurance capital, and a robust hybrid instrument market now sits between equity and debt, […]
Click here to read the complete postCEO/Chair Leadership: When and Why Boards Combine or Separate the Roles
This report examines CEO/chair leadership structures in the S&P 500 and Russell 3000, focusing on succession events, chair independence, and related policy and rationale disclosures. Leadership structure remains context dependent, and most disclosures preserve board discretion to separate or combine the roles based on circumstances. Trusted Insights for What’s Ahead® • Large-cap companies are more […]
Click here to read the complete postDelaware Law Permits Companies to Adopt Mandatory Arbitration Clauses for Federal Securities Claims
Contrary to conventional wisdom, Delaware law does not prohibit mandatory arbitration clauses for securities claims. Opinions to the contrary appear rushed and unmoored from statutory text, as well as ignoring both the long-standing public policy of Delaware and established principles of federalism. In September 2025, the Securities and Exchange Commission voted to remove restrictions on […]
Click here to read the complete postSpecial Equity Awards: Navigating Governance Considerations
In 2023, Fair Isaac Corporation’s board faced a situation many compensation committees encounter: a proven, long-tenured CEO who had become retirement-eligible, an active market for executive talent, and a retention challenge the regular program was not designed to solve on its own. The board’s answer was a $30 million 5-year retention grant outside of the […]
Click here to read the complete postFrom Principles to Practice: Governing AI in the Corporation
Drawing on a recent survey of 70 corporate citizenship leaders, this report examines how companies are adjusting citizenship and philanthropy budgets, priorities, partnerships, and capabilities amid an evolving economic, policy, and reputational landscape.
Click here to read the complete postUneasy Handshakes: Observations on Informal Settlements in Shareholder Activism
Few would expect even the most contentious and high-stakes activist-company disputes to end in something close to a handshake. Yet that is increasingly part of the story. Informal settlements now appear with enough regularity—and in sufficiently high-profile engagements—to make the paradox hard to ignore, even when a proxy contest intervenes along the way. As used […]
Click here to read the complete postPrevalence of CEO Personal Security Perquisites Continues to Rise
The fatal shooting of UnitedHealthcare CEO Brian Thompson in December 2024 brought renewed attention to executive security programs and prompted widespread discussions among boards and compensation committees regarding whether to introduce or enhance security protections for senior executives. While the incident intensified these discussions, proxy disclosures suggest that the upward trend in CEO personal security […]
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Posted in Practitioner Publications
Tagged CEO perks, CEO security, CEOs, executive security, Security, security risks
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Weekly Roundup: May 1-7, 2026
What Explains the Rise in CEO Age? Posted by Valentin Kecht (University of Bonn), Alessandro Lizzeri (Princeton University), and Farzad Saidi (University of Bonn), on Friday, May 1, 2026 Tags: Board composition, board diversity, board skills, CEO, CEO age Socially Minded Investors and Corporate Behavior Posted by Merritt B. Fox (Columbia Law School) and Menesh […]
Click here to read the complete postESG Shifting Tides: An Analysis of the Changing Narrative around Sustainability and ESG Investment Contraction
Executive Summary The Environmental, Social, and Governance (“ESG”) framework, once a dominant feature across corporate governance and sustainable finance, has declined in prominence, retreating from both corporate disclosures and investor focus. This report quantifies that retreat through two lenses: (1) the elimination and re-branding of ESG terminology in S&P 500 and Fortune 1000 DEF 14A […]
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Posted in Practitioner Publications
Tagged anti-ESG, Climate Disclosure, ESG, ESG disclosures, Form 10-K, Sustainability
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