In the immediate aftermath of the U.S. Supreme Court’s ruling that President Trump lacked authority to impose tariffs under the International Economic Emergency Powers Act (IEEPA), the President defiantly issued an Executive Order imposing new global 10% tariffs (later raised to 15%) in reliance on the Section 122 of the Trade Act of 1974. No President previously has used Section 122 to impose tariffs. Now a coalition of 24 states’ Attorneys General and Governors has filed a lawsuit in the United States Court of International Trade against the President and certain of administration officials challenging the President’s Section 122 tariffs. The plaintiffs argue that the circumstances under which the President has authority under Section 122 to impose tariffs not only does not exist now, but has not existed for over 50 years following changes in the global monetary exchange system in the 1970s. The likelihood is that the President will have to find yet another basis on which he can impose tariffs – which he seems likely to continue to try to do.

Continue Reading State AGs Challenge President’s Trump’s Section 122 Tariffs

Global events have continued to encroach into the domestic world of corporate governance and D&O insurance. Historically, “geopolitical risk” was often considered a niche concern confined to specialized sectors like oil and gas, aerospace, or companies operating in high-risk, volatile regions. However, as the first quarter of 2026 comes to a close, two military conflicts, the war in Ukraine and the expanding military conflict in the Middle East, may have a direct impact on D&O liability and exposure. 

Continue Reading Geopolitical Whiplash and the Shifting Ground of D&O Liability
Times Square

The D&O Diary was on assignment this past week in New York City for the Professional Underwriting Liability Society (PLUS)’s annual D&O Symposium, held at the Marriott Marquis in Times Square. It was great to once again see and meet with so many of our industry friends, who conveniently for us were all gathered together briefly in one place.

Continue Reading PLUS D&O Symposium in NYC

When I was in London last week, one of my friends there expressed concern that the various Epstein-related revelations involving company executives might lead to D&O claims. I confess that at the time I didn’t really see her point. However, as it has turned out, just days after that conversation, investors filed a new securities suit against Apollo Global Management and its founder and former CEO Leon Black based on Epstein-related allegations. The March 2, 2026, complaint (here) alleges that the defendants misled the company’s investors about the firm’s business dealing with convicted sex offender Jeffrey Epstein.

Continue Reading Epstein Disclosures-Related Securities Suit Filed Against Apollo, Leon Black

The SpaceX acquisition of xAI closed in early February 2026, creating a combined entity valued around $1.25 trillion and formalizing Elon Musk’s consolidation of rockets, satellites, AI infrastructure, and data platforms under one roof. From a governance and D&O perspective, the deal functions as a fiduciary stress test on the eve of a potential mega‑IPO later this year, with reporting indicating an IPO valuation target as high as $1.5 trillion. The transaction consolidates founder‑controlled entities and imports AI‑related litigation and regulatory risk into SpaceX’s operations, alongside a bold plan to build solar‑powered orbital data centers that would shift AI compute off‑planet. The discussion below highlights governance expectations, litigation exposure, and disclosure considerations D&O underwriters may weigh as the combined company approaches the public markets.

Continue Reading The SpaceX–xAI Merger
Salvatore Graziano

As readers may recall, in September, the SEC announced that it had revised its policy on whether prospective IPO companies may have their registration statement declared effective if the companies have mandatory arbitration bylaws, as discussed in detail here. In the following guest post, Salvatore Graziano, a partner in the Bernstein Litowitz Berger & Grossman LLC law firm and a member of the firm’s Executive Committee, provides his views on the SEC’s changed policy and suggests the implications the changed policy may have for D&O insurers. My thanks to Sal for allowing me to publish his article on this site. Here is Sal’s article.

Continue Reading Guest Post: Will Allowing Companies to Block Shareholder Suits Create a D&O Mess?
Lloyd’s, 1 Lime Street

The D&O Diary’s European assignment continued this past week with a stop in London, the U.K.’s capital and largest city. Although my time in London was largely devoted to business meetings, I did have some time to look around the city a little bit, and to take advantage of a couple of days of pleasant weather.

Continue Reading London

For nearly 20 years, The D&O Diary has brought you timely articles discussing important topics from the world of corporate directors’ and officers’ liability and insurance. After nearly two decades, the time for a change has come. The D&O Diary is proud to announce the first-time ever appointment of a blog Co-Author. The new Co-Author — Sarah Abrams — has in fact been a frequent guest contributor to this site. Going forward, you will see articles from Sarah written as Co-Author appearing on this site on a regular basis.

Continue Reading The D&O Diary Announces its First-Ever Co-Author       
Sarah Abrams

In the following guest post, Sarah Abrams reviews the SEC’s recent updates to its Enforcement Manual and considers the directors’ and officers’ liability implications. My thanks to Sarah for allowing me to publish her article as a guest post on this site. Here is Sarah’s article.

Continue Reading Guest Post: The SEC Updates its Enforcement Manual

While there have been dramatic developments in recent days related to the Trump administration’s tariff-policies – including the U.S. Supreme Court striking down the administration’s IEEPA tariffs and the Trump administration announcement of new across-the-board Section 122 tariffs – the uncertainty companies have faced related to the tariffs continues, and indeed may even have been exacerbated. A new securities suit filed earlier this week against Lakeland Industries, a company whose operations and financial results were impaired by “tariff headwinds,” illustrates how the continuing tariff uncertainty may translate into corporate and securities litigation in the weeks and months ahead. A copy of the February 23, 2026, Lakeland Industries complaint can be found here.

Continue Reading Protective Clothing Company Hit with Tariff-Related Securities Suit