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Program on Corporate Governance Advisory Board
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HLS Faculty & Senior Fellows
Author Archives: Victoria Sidoti
What Explains the Rise in CEO Age?
CEO age has risen sharply over the past several decades. In a recent NBER working paper, we document this striking trend, examine associated trends in career profiles and discuss potential explanations. The evidence suggests that changes in demographics, education, or tenure cannot by themselves account for the age increase. What can? Our results point to […]
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Posted in Academic Research
Tagged Board composition, board diversity, board skills, CEO, CEO age
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Weekly Roundup: April 24-30, 2026
Financial Institutions M&A Key Trends and Outlook Posted by Ed Herlihy, Richard Kim, and Nick Demmo, Wachtell, Lipton, Rosen & Katz, on Friday, April 24, 2026 Tags: Antitrust, Banking, banking M&A, banking regulation, Financial institutions, M&A, Regulatory The Deepening DEI Dilemma Posted by David A. Katz and Loren Braswell, Wachtell, Lipton, Rosen & Katz, on […]
Click here to read the complete postRemarks by Chairman Atkins on Capital Formation, IPO Incentives, and the SEC’s Regulatory Approach
Good morning, ladies and gentlemen, and thank you all for being present with us today. Because of conflicting official commitments, I am on the other side of town. Unfortunately, I do not have the gift of omnipresence. But, thanks to video technology, I can at least be with you to share some thoughts. If I […]
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Posted in Practitioner Publications
Tagged Capital formation, IPO, Public Companies, Regulatory, SEC, Small Business
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Speech by Commissioner Peirce on Materiality, Disclosure Limits, and the SEC’s Role in Capital Formation
Good morning, and thank you all for attending today’s meeting. Before diving into the topic du jour I would like to take a moment to commend this Committee on its recently approved recommendation on finders, which builds on past Committee work. In particular, I appreciate the recommendation’s principles-based approach. High-level ideas can be more effective […]
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Posted in Practitioner Publications
Tagged Capital formation, Disclosure, IPO, Materiality, Public Companies, SEC, Small Business
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Remarks by Chairman Atkins on International Cooperation and the Future of Global Securities Market Regulation
Good afternoon, ladies and gentlemen. Thank you, Kathleen, for your kind comments. And special thanks to you and your colleagues in the Office of International Affairs for organizing what has become one of our most anticipated events of the year. As always, I must begin with the customary disclaimer that the views I express here […]
Click here to read the complete postSEC Permits Accelerated Offering Period for Certain Tender Offers
On April 16, 2026, the Division of Corporation Finance (the Division) of the Securities and Exchange Commission, acting under delegated authority, issued an Exemptive Order (the Order) providing flexibility to shorten the minimum offering period for certain types of equity tender offers from 20 business days to 10 business days. The Order is intended to […]
Click here to read the complete postWhat 2025 ISS Say on Pay Opposition May Signal for the 2026 Season
In 2025, Institutional Shareholder Services (ISS) opposed 10% of S&P 500 company Say on Pay (SOP) proposals. This was consistent with ISS’s historical average “against” rate from the previous five years (2020 through 2024). In this Viewpoint, we explore the ISS quantitative pay-for-performance (P4P) outcomes and the qualitative rationale provided by ISS for SOP opposition […]
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Posted in Practitioner Publications
Tagged CEO Pay, ISS, P4P, Pay for performance, Say on pay
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Assessing Skills and Experience on US Boards
Key Takeaways Senior executive experience continues to be the most sought-after director criteria for U.S. boards, followed by experience with human capital management, core industry, and financial/audit and risk. Highly regulated sectors including utilities, financials, and energy are more likely to include directors with expertise in legal and public policy. Directors with experience relating to […]
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Posted in Practitioner Publications
Tagged Board composition, Board of Directors, board skills, director skills, skills
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DOL Guidance Creates New ERISA Risks for Proxy Advisory Arrangements
Executive Summary On April 14, 2026, the U.S. Department of Labor (DOL) issued Technical Release 2026-01 (TR 2026-01 or the Release), addressing the application of ERISA’s fiduciary requirements and preemption provisions to proxy advisory services. TR 2026-01 does not amend the DOL’s proxy voting regulation (at 29 C.F.R. § 2550.404a-1); however, it recontextualizes the relationships […]
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Posted in Practitioner Publications
Tagged Asset Managers, DOL, ERISA, Fiduciary, Proxy advisors, Proxy voting, TR 2026-01
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Board Oversight of AI: Do Boards Need AI Experts?
As the use of artificial intelligence (AI) across industries increases rapidly, many boards of directors are considering whether they have the expertise necessary to maintain effective oversight of AI-related opportunities and risks. As the SEC has made clear regarding cybersecurity, boards must find a way to exercise their supervisory obligations, even in technical areas, if […]
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Posted in Practitioner Publications
Tagged AI, AI directors, AI oversight, Board oversight, board skills
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