Old Town Square, Prague

In just a few days’ time, I will be publishing my annual survey The Top Ten D&O Stories of the year. For now, though, we are all celebrating the holidays, and no one really wants to be reading about case law developments or insurance coverage issues. So instead, I thought I would do a post featuring my favorite travel pictures from 2025. I freely concede that this is totally self-indulgent, allowing me to bask in the delight of some of my favorite travel experiences. But just to show that this isn’t just about me, below I invite readers to send in their favorite 2025 travel pictures, which I will publish on this site over the coming weeks. Please see the instructions below on how to submit your travel pictures.

Continue Reading Top Travel Pictures of 2025

The possibility of a securities class action lawsuit being filed against a company after it experiences a data breach is a long-standing risk. For most of 2025, there were relatively few of these kinds of suits filed, at least compared to recent years. However, last week, two different companies – the e-commerce firm Coupang and the application security firm F5 – were each hit with new cybersecurity-related securities class action lawsuits. The new lawsuits have several interesting features, as discussed below, and at a minimum underscore the fact that the threat of these kinds of cybersecurity suits is ongoing.

Continue Reading Two Tech Companies Hit with Data Breach-Related Securities Suits
Burkhard Fassbach

In the following guest post, Burkhard Fassbach, a D&O lawyer in private practice in Germany, reviews and analzyes a recent decision by the German Federal Court of Justice interpreting and applying the D&O insurance exclusion precluding coverage for “knowing breach of duty.” I would like to thank Burkhard for allowing me to publish his article as a guest post on this site. Here is Burkhard’s article.

Continue Reading Guest Post: German Court Redefines Knowing Breach Exclusions in D&O Insurance
Sarah Abrams

In the following guest post, Sarah Abrams, Head of Claims Baleen Specialty, a division of Bowhead Specialty, reviews a recent law firm survey of IPO Governance trends and considers the D&O liability exposure implications. I would like to thank Sarah for allowing me to publish her article on this site.

Continue Reading Guest Post: Post IPO-Governance Trends

As readers of this blog know, in recent months there have been a number of AI-related corporate and securities suits filed against companies and their executives (as discussed, for example, here). In general, these suits have mostly involved “AI-washing” allegations – that is, allegations that the defendant company misrepresented its AI-related prospects or capabilities. More recently, however, the cases increasingly have involved allegations not that the defendant company overstated its AI-related opportunities, but rather understated its AI-related risks.

Last week, in the latest example of this type of suit, a plaintiff shareholder filed a derivative suit against executives of the digital ad tracking firm DoubleVerify, alleging that the defendants had caused the company to omit to disclose that AI-related developments were undercutting the company’s revenues. A copy of the derivative suit complaint can be found here.

Continue Reading Digital Ad Analytic Firm Hit With AI-Related Disclosure Suit
Sarah Abrams

Among one of many changes afoot at the SEC under its current Chair Paul Atkins is Atkins’s proposal calling for the agency to reconsider its rule allowing shareholders to include non-binding shareholder resolutions in corporate proxy materials. In the following guest post, Sarah Abrams, Head of Claims Baleen Specialty, a division of Bowhead Specialty, takes a look at Atkins’s proposal concerning shareholder resolutions and considers the potential impact of a rule change on D&O liability. I would like to thank Sarah for allowing me to publish her article on this site.

Continue Reading Guest Post: Is the SEC Signaling the End of ESG Shareholder Proposals?

The imposition of tariffs is a key component of the current Trump administration’s trade policies. A corollary of the tariff policies is that the administration is also giving high priority to enforcement of the tariffs. In the latest illustration of the administration’s tariff enforcement approach, the U.S. Attorney’s Office for the District of New Jersey has brought criminal tariff evasion charges against an Indonesian jewelry firm, the company’s founder, and two company employees, based on allegations that the company engaged in a multi-year scheme to evade payment tariffs due on over $1 billion of jewelry and gold the company imported to the U.S. A copy of the November 17, 2025, criminal complaint can be found here. The U.S. Attorney’s Office’s November 17, 2025 press release about the complaint can be found here.

Continue Reading U.S. Brings Criminal Tariff Evasion Enforcement Action

If a defendant company settles a shareholder lawsuit by issuing stock rather than by paying cash, does the settlement represent “Loss” within the meaning of the company’s D&O insurance policy? Earlier this year, a Delaware court said it does. Now, the Delaware Supreme Court has affirmed the lower court, for the reasons stated by the lower court. As discussed below, these rulings raise some interesting issues. The Delaware Supreme Court’s December 9, 2025, order affirming the lower court can be found here.

Continue Reading Does Issuance of Stock to Settle a Shareholder Suit Constitute “Loss”?

As detailed in a recent guest post on this site, authorities in a variety of jurisdictions around the country and around the world are grappling with the right approach to regulate AI. Several U.S. state legislatures, including those in California, Colorado, Utah and Texas, among others, have already enacted AI-specific laws. Now, on December 11, 2025, the White House issued a new Executive Order entitled “Ensuring a National Policy Framework for Artificial Intelligence” (here). The new EO seeks to override or preempt state laws on AI in favor of unified federal regulation. As discussed below, the order raises a number of concerns and may face both resistance and court challenge.

Continue Reading White House Issues Executive Order Targeting State AI Regulation
Nessim Mezrahi
Stephen Sigrist

In the following guest post, Nessim Mezrahi and Stephen Sigrist analyze financial market trends to assess the recent variances in the U.S. securities litigation risk. Nessim Mezrahi is co-founder and CEO, and Stephen Sigrist is a senior vice president, at SAR LLC. SAR previously published this data on their U.S. Securities Litigation Risk Management Report – Nov. 2025, here. I would like to thank Nessim and Stephen for allowing me to publish their article on my site.

Continue Reading Guest Post:  Deterioration in U.S. Securities Litigation Risk