BarbriSFCourseDetails
  • videocam Live Online with Live Q&A
  • calendar_month December 18, 2025 @ 1:00 p.m. ET./10:00 a.m. PT
  • signal_cellular_alt Intermediate
  • card_travel Corporate Law
  • schedule 90 minutes

Shareholder Activism Update: Universal Proxy in Practice, Advance Notice Traps, Activist Tactics

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$252.45
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Discount expires 10/28/25

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Description

The panel will cover post-Kellner drafting and enforcement of advance notice bylaws (facial vs. as-applied scrutiny; "cloudy day" timing; ripeness), Schedule 13D/13G intent switches (HG Vora), universal proxy mechanics and card design under Rule 14a-19, and solicitation practices.

New retail voting tools boost small-holder turnout, while proxy-advisers' stricter reviews shape institutional votes, so solicitation now hinges on retail mobilization plus adviser messaging.

Listen as our panel discusses these latest developments in shareholder activism, universal proxy, metric analysis, and practical tips for offseason preparedness.

Presented By

Oderah C. Nwaeze
Partner
Faegre Drinker Biddle & Reath LLP

Mr. Nwaeze is a first-chair trial attorney who helps clients resolve complex corporate and commercial disputes. His practice includes matters involving shareholder rights; actions arising under Delaware General Corporation Law and Delaware common law; lawsuits stemming from mergers, acquisitions and other corporate transactions; and breach of contract matters. Mr. Nwaeze also represents clients in state and federal class actions involving securities laws, statutory and common law fraud, breaches of fiduciary duty and the Fair Credit Reporting Act.

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Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.


  • Live Online


    On Demand

Date + Time

  • event

    Thursday, December 18, 2025

  • schedule

    1:00 p.m. ET./10:00 a.m. PT

I. Introduction and background

II. Current activism landscape

III. Universal proxy three years on

IV. Advance notice bylaws after Kellner

V. Ownership disclosure and enforcement

VI. Voting dynamics and retail/adviser communications

VII. Offseason preparedness and settlements

VIII Practitioner takeaways

The panel will discuss these and other key issues:

  • Drafting advance notice bylaws post-Kellner
  • Navigating universal proxy requirements (ballot construction, max-seats disclosure, notice/solicitation thresholds)
  • Spotting 13G to 13D triggers and advising on timing/communications to avoid enforcement risk
  • Adjust solicitation strategy for retail vote and evolving proxy-adviser communications
  • Building a realistic offseason engagement and settlement playbook