AI

Cybersecurity in the Age of Cyber Warfare: Governance Reminders for Public Company BoardsSelected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025

Alert Memo

Deny With Care: SEC Rescinds Settlement “Gag Rule,” Creating Risks and Opportunities for Settling DefendantsNew SEC Enforcement Director David Woodcock Outlines Enforcement Priorities, Including Focus on Financial Reporting and Private FundsSEC Reduces Minimum Equity Tender Offer Period to 10 Business Days

Antitrust

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025Selected Issues for Boards of Directors in 2024

Blog Post

Deny With Care: SEC Rescinds Settlement “Gag Rule,” Creating Risks and Opportunities for Settling DefendantsNew SEC Enforcement Director David Woodcock Outlines Enforcement Priorities, Including Focus on Financial Reporting and Private FundsFrom 10-Q to 10-S: SEC Proposes Voluntary Semiannual Reporting for Public Companies and Aligns SEC Staleness Rules for IPOs

Boards of Directors

New SEC Enforcement Director David Woodcock Outlines Enforcement Priorities, Including Focus on Financial Reporting and Private FundsCybersecurity in the Age of Cyber Warfare: Governance Reminders for Public Company BoardsSelected Issues for Boards of Directors in 2026

Case Law Developments

Selected Issues for Boards of Directors in 2026Delaware Supreme Court Provides Important Guidance on Application of MFW Framework to Controlling Stockholder Transactions

Corporate Governance

Deny With Care: SEC Rescinds Settlement “Gag Rule,” Creating Risks and Opportunities for Settling DefendantsNew SEC Enforcement Director David Woodcock Outlines Enforcement Priorities, Including Focus on Financial Reporting and Private FundsFrom 10-Q to 10-S: SEC Proposes Voluntary Semiannual Reporting for Public Companies and Aligns SEC Staleness Rules for IPOs

Corporate Law

Deny With Care: SEC Rescinds Settlement “Gag Rule,” Creating Risks and Opportunities for Settling DefendantsNew SEC Enforcement Director David Woodcock Outlines Enforcement Priorities, Including Focus on Financial Reporting and Private FundsFrom 10-Q to 10-S: SEC Proposes Voluntary Semiannual Reporting for Public Companies and Aligns SEC Staleness Rules for IPOs

Cybersecurity

Cybersecurity in the Age of Cyber Warfare: Governance Reminders for Public Company BoardsSelected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025

Delaware Law

Cybersecurity in the Age of Cyber Warfare: Governance Reminders for Public Company BoardsSelected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025

Digital Assets

SEC Staff Issues Guidance on Tokenized Security Taxonomies

Disclosure and Reporting

SEC Updates CFI Guidance: March 2026 RoundupSEC Updates C&DI Guidance: January and February 2026 Roundup – Part 3SEC Updates C&DI Guidance: January and February 2026 Roundup – Part 2

Economic Sanctions and Foreign Investments

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025

Enforcement

Deny With Care: SEC Rescinds Settlement “Gag Rule,” Creating Risks and Opportunities for Settling DefendantsNew SEC Enforcement Director David Woodcock Outlines Enforcement Priorities, Including Focus on Financial Reporting and Private FundsFrom 10-Q to 10-S: SEC Proposes Voluntary Semiannual Reporting for Public Companies and Aligns SEC Staleness Rules for IPOs

ERISA

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025Selected Issues for Boards of Directors in 2024

ESG

Selected Issues for Boards of Directors in 2026California Climate Rules: What To Do Pending the Ninth Circuit’s InjunctionShareholder Engagement Considerations in light of Texas v. Blackrock

Executive Compensation

SEC Updates CFI Guidance: March 2026 RoundupSEC Updates C&DI Guidance: January and February 2026 Roundup – Part 3SEC Updates C&DI Guidance: January and February 2026 Roundup – Part 2

Intellectual Property

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2024

Merger Litigation

Selected Issues for Boards of Directors in 2026Delaware Supreme Court Provides Important Guidance on Application of MFW Framework to Controlling Stockholder TransactionsNew Delaware Ruling Highlights Unintended Consequences of Excluding Officers from Fiduciary Duty Waivers

Private Equity

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025Delaware Court of Chancery Finds Buyer Failed to Use Commercially Reasonable Efforts in Pharma Milestone Payment Case

Proxy Rules

SEC No-Action Relief Offers a Roadmap for Foreign-Incorporated Companies Caught Between Home-Country Law and U.S. Proxy RulesSEC Updates C&DI Guidance: January and February 2026 Roundup – Part 3SEC Updates C&DI Guidance: January and February 2026 Roundup – Part 2

Proxy Season

SEC No-Action Relief Offers a Roadmap for Foreign-Incorporated Companies Caught Between Home-Country Law and U.S. Proxy RulesReframing Board Diversity Disclosure in 2026 Proxy StatementsSelected Issues for Boards of Directors in 2026

Restructurings

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2024

SEC and Securities Laws

Deny With Care: SEC Rescinds Settlement “Gag Rule,” Creating Risks and Opportunities for Settling DefendantsNew SEC Enforcement Director David Woodcock Outlines Enforcement Priorities, Including Focus on Financial Reporting and Private FundsSEC Reduces Minimum Equity Tender Offer Period to 10 Business Days

SEC Guidance

Deny With Care: SEC Rescinds Settlement “Gag Rule,” Creating Risks and Opportunities for Settling DefendantsSEC Reduces Minimum Equity Tender Offer Period to 10 Business DaysSEC No-Action Relief Offers a Roadmap for Foreign-Incorporated Companies Caught Between Home-Country Law and U.S. Proxy Rules

Shareholder Activism

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025Selected Issues for Boards of Directors in 2024

Tax

Selected Issues for Boards of Directors in 2026Selected Issues for Boards of Directors in 2025Delaware Chancery Court Finds Private Equity Sponsor’s Tax Receivable Agreement Potentially Led to Conflicted Sale Process