D & O Insurance

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On May 11, 2026, the Supreme Court of New Jersey issued a highly anticipated ruling, holding that when an individual’s actions span both insured and uninsured capacities, that overlap in role-based conduct is sufficient to trigger the D&O policy’s capacity exclusion. Affirming the July 9, 2024, Appellate Court decision, with modifications, the Court held that the exclusion properly precluded coverage for an individual acting in multiple capacities, specifically regarding underlying self-dealing claims. The D&O Diary previously covered the appellate decision, which had completely denied coverage in full.

Continue Reading New Jersey Supreme Court Affirms Broad Reading of D&O “Capacity” Exclusion

According to industry reports, education technology companies experienced unprecedented demand during COVID‑19, fueled by remote learning mandates and significant public investment in digital infrastructure. School districts rapidly deployed laptops, software platforms, and immersive learning tools while students were learning remotely. However, now that classrooms have largely returned to in‑person instruction, a growing backlash against ed‑tech has begun to emerge.  In the last month, both the New York Times and Wall Street Journal have reported on the backlash from educators and parents, as well as study results showing the deteriorating effect of technology use in classrooms.

This recent reporting has coincided with certain ed‑tech companies confronting tightening capital markets, operational challenges, and increasing scrutiny from investors and regulators. A complaint filed against zSpace, Inc (zSpace) and its directors and officers on April 23, 2026  (zSpace SCA), may demonstrate how these converging dynamics are now beginning to manifest in securities litigation.  The following will discuss the zSpace SCA allegations, the company’s purported financial pressures, and potential D&O exposure for companies in the ed‑tech industry.

Continue Reading Ed-Tech Backlash and Emerging Securities Litigation Risk

On April 10, 2026, International Business Machines Corporation (IBM) became the first company to settle with the Trump Administration to resolve allegations that it violated the False Claims Acts (FCA) by implementing diversity, equity, and inclusion (DEI) as part of its hiring practices.  As we have discussed in prior posts, this Administration has clearly signaled that it would use the FCA as part of its an anti-DEI campaign and that, as of late 2025, the DOJ had already launched investigations of DEI consideration in hiring or promotion at major U.S. companies.  

Continue Reading The IBM DEI False Claims Act Settlement and the D&O Risk Implications

The recently filed securities class action against Beyond Meat (Beyond Meat SCA) illustrates how accounting judgments, industry-wide demand shifts, and corporate turnaround narratives can create D&O exposure. Filed in January 2026, the complaint alleges that Beyond Meat and senior executives misled investors during 2025 by failing to timely disclose a material asset impairment while publicly emphasizing operational discipline and a path toward EBITDA-positive performance. As discussed below, the allegations arise amid a broader deterioration in the plant-based meat sector, documented in a March 10, 2025, CNBC report, and alongside emerging academic research questioning the assumed health advantages of plant-based meat alternatives.

Taken together with the allegations of the Beyond Meat SCA, the marketplace shift and emerging academic findings may provide a useful lens for assessing certain D&O underwriting risk.

Continue Reading D&O Lessons from the Beyond Meat SCA

As the D&O Diary reported earlier this year, the Trump Administration has increasingly turned to the False Claims Act to support policy priorities, including anti-DEI and tariff-related initiatives. The President’s March 16, 2026, Executive Order (EO) may signal that FCA enforcement activity will only continue to accelerate. In particular, the President’s EO establishes a multi-agency “Task Force to Eliminate Fraud,” directing the federal government to “use all available resources” to combat fraud, enhance coordination, and strengthen enforcement across federally funded programs.  

Continue Reading A New Federal Anti-Fraud Task Force and D&O Exposure

Most readers have undoubtedly seen a recent and significant increase in attention paid to prediction markets, like Kalshi and Polymarket. The rise of prediction markets has also led to regulatory and other concerns.  But amid all the scrutiny, questions remain about what prediction market companies may represent as D&O risks. A newly filed securities complaint against a crypto platform company may create new disclosure, governance, and insider-trading-related D&O exposures.

Continue Reading Prediction Markets and Emerging D&O Risk

In general, and at least in the United States, executives at public companies don’t need to be convinced that their companies need to have D&O insurance. That is not always true with officials at private companies. Some officials at some private companies – particularly very closely held private companies – are skeptical that they need…

A settlement of an antitrust lawsuit alleging that a group of hospitals conspired to underpay their nurses did not represent excluded “disgorgement” and therefore was not excluded from coverage under William Beaumont Hospital’s management liability insurance policy, according to a January 16, 2014 Sixth Circuit decision. The opinion will likely be of particular interest to…

In a December 23, 2013 ruling that will be surprising and unwelcome to D&O insurers and their insureds in New Zealand (and perhaps elsewhere) , the New Zealand Supreme Court has reversed the holding of an intermediate appellate court and ruled that, by operation of a statutory “charge” on insurance in favor of third party…