Sky Blog
In December 2022, the SEC finalized a major overhaul of Rule 10b5-1, which governs pre-scheduled insider trading plans. The amendment to the rule introduced several procedural safeguards designed to curb what critics saw as widespread abuse of the rule. While …
The number of securities class action filings in the first half of 2025 remained steady in comparison to the second half of 2024 but the overall size of filings increased considerably, according to a report released today [July 30] by …
A fundamental question in corporate finance is how the flow of information affects the cost of raising capital. Investors tend to reward transparency because it helps them evaluate a firm’s risks and prospects, and they often accept lower returns when …
As predicted, antitrust merger enforcement under the second Trump Administration exhibits a return to a more restrained approach at both the Federal Trade Commission and the Antitrust Division of the Department of Justice. Most refreshingly, the agencies appear committed …
In the modern private capital markets, the traditional distinctions between equity and debt have become increasingly blurred and inadequate to capture the complexity of modern investment instruments. Sophisticated market participants – particularly private credit funds – have begun to craft …
In an article published in 2007, two lawyers from our firm predicted that “the validity and application of prepayment clauses will continue to be the source of bankruptcy litigation, especially in low interest rate environments.”[1] How true that was. …
Few in business or law are talking enough about the national legalization of sports gambling. For the last few months, anyone, in any state, has been able to place wagers on the outcome of professional baseball, basketball, hockey, and tennis …
The recent federal court ruling in Bartz v. Anthropic PBC has significantly shifted the legal terrain for corporate governance and artificial intelligence. While the case directly addresses copyright issues, it has implications boards of directors, compliance departments, and AI policy.…
Ever since economist George Akerlof offered his “market for lemons” insight, many studies have examined the role of asymmetric information in the market for sale and purchase of corporate assets.[1] They have typically focused on buyer-side information asymmetry about …
Good morning. Let me begin by thanking all of you for being here and for your dedicated efforts[*]. As I mentioned at our previous meeting, this Committee serves a critical function. Its members come from every corner of …
In a recent paper, we offer fresh insights into how climate-related communication can materially influence corporate finance. We find that firms whose earnings calls contain positive climate change sentiments (effectively communicating firms’ contribution to protecting the environment) tend to have …
On July 18, 2025, President Trump signed into law the Guiding and Establishing National Innovation for U.S. Stablecoins Act (the “GENIUSAct” or the “Act”), a first-of-its kind bill that establishes a comprehensive federal regulatory framework …
After nearly two decades of regulatory uncertainty, digital assets stand at a critical juncture in American financial law. On July 18, 2025, President Trump signed the “Guiding and Establishing National Innovation for US Stablecoins Act,” known as the GENIUS Act, …
Following on the heels of last year’s blockbuster Term, the Supreme Court recently concluded another of equal consequence. But even as the Court grappled with contentious issues ranging from birthright citizenship to the process owed deportees, it also issued significant …
In a recent article, professors Jill Fisch and Jeff Schwartz argue that the beneficiary primacy model – requiring pension fund trustees to maximize economic value solely for beneficiaries – fundamentally misunderstands the nature of public pension funds. They contend …
In June 2025, Colorado became the second state after Washington State to enact a general premerger notification statute.1 Both statutes require certain parties to transactions that are reportable to the federal antitrust authorities under the Hart-Scott-Rodino Act (HSR Act) …
In a new paper, we explore the relationship between co-opted directors and firms’ anti-takeover provision (ATPs). We argue that the relationship can be viewed through traditional agency theory, which highlights the potential conflict of interests between firm managers and owners. …
Thank you, Chairman [Chris] Hayward. You have once again gone out of your way to make me feel welcome in London. Thank you also to all of you who are here today. Before I begin, I must remind you that …
In recent years, the failure of high-profile startups has drawn renewed attention to a persistent question in the venture capital (VC) world: How much diligence is enough when speed of investment is at a premium? Collapses at the likes of …
A subtle, yet potentially dangerous shift is underway in one of the most influential narrative sections of financial reports: the Management’s Discussion and Analysis (MD&A). Companies are increasingly crafting these disclosures not just for human shareholders or regulators, but for …