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1.08.26
Litigation Trends to Watch in 2026
Entering 2026, Wilson Sonsini litigators see a landscape defined by AI driven disputes, continued tightening of patent review standards, renewed securities and governance litigation, stronger consumer and influencer enforcement, and escalating Telephone Consumer Protection Act (TCPA) exposure—trends that require companies to align legal strategy with technical and operational controls.
News Articles
12.12.25
Greg Watts of Wilson Sonsini Releases Definitive Guide on Directors’ and Officers’ Liability
Gregory Watts, a partner at Wilson Sonsini, sheds light on one of corporate law’s most complex areas in his latest book, Directors' and Officers' Liability: Current Law, Recent Developments, Emerging Issues (Fourth Edition), published by the Practising Law Institute. Written for corporate counsel, private practitioners, and directors themselves, the book provides a comprehensive roadmap through the responsibilities, protections, and potential pitfalls facing directors and officers of public companies, combining current law with recent developments and emerging trends.
News Articles
10.31.25
Caz Hashemi Named Among Securities Docket's 2025 Enforcement Elite
On October 30, 2025, Securities Docket named Wilson Sonsini litigation partner Caz Hashemi to its Enforcement Elite, a list of the best securities enforcement defense lawyers in the industry. The honorees hail from the top law firms in the world and have been key players in some of the most significant SEC enforcement matters over the past few decades.
Alerts
9.19.25
SEC Issues Policy Statement Clarifying View on Mandatory Arbitration Provisions
On September 17, 2025, the U.S. Securities and Exchange Commission (SEC or Commission) approved a Policy Statement clarifying the SEC’s position on accelerating the effective date of registration statements for the offer and sale of securities under the Securities Act filed by companies that have mandatory arbitration provisions in their governing documents. The Policy Statement represents a significant development in the SEC’s approach to filings by companies with mandatory arbitration provisions applicable to claims under the federal securities laws—and potentially other governance claims as well. The Policy Statement also comes at a time of growing debate over the proper role of stockholder litigation as a policy matter and the optimal approach to such matters under state corporate law.
News Articles
11.07.24
Securities Docket Names Caz Hashemi Among 2024 “Enforcement Elite”
On November 6, 2024, Wilson Sonsini’s Caz Hashemi was honored among Securities Docket’s “Enforcement Elite” for 2024, an elite list of the best securities enforcement defense lawyers in the business. The 140 lawyers selected to the list are from many of the top law firms in the world and have been key players in some of the most significant SEC enforcement matters over the past few decades.
Alerts
7.01.24
U.S. Supreme Court Holds SEC Cannot Use In-House Proceedings When Seeking Civil Penalties for Securities Fraud
On June 27, 2024, the U.S. Supreme Court held in Securities and Exchange Commission v. Jarkesy that the Seventh Amendment to the United States Constitution entitles a defendant to a jury trial when the U.S. Securities and Exchange Commission (SEC) seeks civil penalties for securities fraud. As a result, the SEC must sue in federal court, rather than in the agency’s in-house administrative law court that lacks juries, when it seeks civil penalties for fraud.
Alerts
2.29.24
Delaware Court of Chancery Addresses Validity of Stockholder Agreement-Based Restrictions over Corporate Governance Matters
On February 23, 2024, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery issued a decision concluding that some provisions of a stockholder agreement purporting to give a large stockholder various governance rights—here, in the public company and investment bank Moelis—violated the Delaware statute by infringing upon the authority of the board of directors and were therefore invalid.1 The decision will receive attention going forward, with regard to both preexisting governance arrangements that involve similar issues and structuring such arrangements in the future.
Alerts
2.21.24
Delaware Court of Chancery Addresses Fiduciary Duty Claims Arising from Reincorporation to Nevada
On February 20, 2024, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery issued an opinion refusing to dismiss stockholder claims challenging the reincorporation of TripAdvisor from Delaware to Nevada and determining that the entire fairness standard of judicial review, rather than the business judgment rule, applied to the decision to reincorporate. The essence of the court’s determination was that the purpose of the reincorporation was to reduce stockholder litigation risks for its fiduciaries and that a reduction in the litigation rights of stockholders in a controlled company creates a non-ratable benefit for the controller. Accordingly, the standard of review governing the transaction is entire fairness unless the company uses some type of procedural protections, such as approval by an independent board committee and/or minority stockholders, to lower the standard of review by simulating an arm’s-length negotiation. Because no such steps were taken here, the court denied the defendants’ motion to dismiss and allowed the case to proceed under the entire fairness standard.
Alerts
1.18.24
Delaware Supreme Court Affirms Important Ruling for Multi-Class Companies Concerning Class Votes
On January 17, 2024, the Delaware Supreme Court issued a significant decision affirming that the Delaware General Corporation Law (the DGCL) does not require companies with multiple classes of common stock to obtain separate class votes to amend their certificates of incorporation to provide for officer exculpation.1
Alerts
7.12.23
Delaware Court of Chancery Clamps Down on Mootness Fees for Immaterial Supplemental Disclosures
On July 6, 2023, the Delaware Court of Chancery issued an important opinion1 that seeks to further limit the “merger tax” imposed on many companies in the context of significant M&A transactions. The court declared that future mootness fees for supplemental disclosures will only be awarded where such disclosures are “material” and, even then, signaled that amounts awarded will be much lower than in the past. This decision, which builds on prior Delaware jurisprudence that has sought to discourage nonmeritorious litigation in the M&A context, is a welcome development.
Alerts
6.05.23
U.S. Supreme Court Rejects Ninth Circuit Expansion of Section 11 Standing
On June 1, 2023, the U.S. Supreme Court issued its decision in Slack Technologies, LLC v. Pirani1 vacating a Ninth Circuit decision2 that had extended the scope of Section 11 of the Securities Act of 1933, which provides a cause of action for material misstatements or misleading omissions in a registration statement. A divided panel of the Ninth Circuit had held that standing to bring a claim was not limited to those who could trace the shares they had purchased to those that had been registered as part of a direct listing. In a unanimous opinion, the Supreme Court vacated the Ninth Circuit’s decision, holding that Section 11 requires a plaintiff to plead and prove that the purchased securities are traceable to the challenged registration statement.