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Shareholder Engagement and Activism

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  • Ranked Among the Top Firms Advising Clients on Shareholder Activism Matters

    Wilson Sonsini ranked among the top five legal advisers in FactSet’s “Company Defense” advisor league tables for full-year 2022. The firm was also ranked among the top 10 firms advising clients on shareholder activism matters—in both the U.S. and globally—according to Bloomberg’s FY 2022 Activism League Tables. In 2020 and 2019, Wilson Sonsini was ranked No. 1 among technology company advisors in Bloomberg’s year-end rankings.

  • Representing Sophisticated Clients Across Key Industries

    Wilson Sonsini frequently represents the boards of global enterprises, special committees, and executive management, as well as private equity firms and investment banks in activist matters related to M&A transactions; our experience spans nearly every industry, but we have particular expertise in the technology, energy, and manufacturing sectors.

  • Trusted Counsel on Shareholder Activism Matters

    Wilson Sonsini's attorneys advise companies on defense preparedness, shareholder relations, and responding to shareholder proposals, and our experience also includes traditional takeover defense strategies, contested bids, activist shareholder campaigns and proxy rights, bylaws and governance strategies, and shareholder litigation defense.

With the increasing level of shareholder activism and contests for corporate control, clients have turned to attorneys in Wilson Sonsini's Corporate Law and Governance practice who have extensive experience advising on—and responding to—shareholder activist efforts.

Consistent with the rise in activism campaigns, Wilson Sonsini's attorneys have represented dozens of companies and other clients involved in shareholder activist-related situations. In fact, Wilson Sonsini ranked among the top five legal advisers in FactSet’s “Company Defense” advisor league tables for full-year 2022. The firm was also ranked among the top 10 firms advising clients on shareholder activism matters—in both the U.S. and globally—according to Bloomberg’s FY 2022 Activism League Tables. In 2020 and 2019, Wilson Sonsini was ranked No. 1 among technology company advisors in Bloomberg’s year-end rankings.

Wilson Sonsini frequently represents the boards of global enterprises, as well as special committees and executive management. The firm also represents private equity firms and investment banks in activist matters related to mergers and acquisitions. Our activist-related experience has involved enterprises from virtually every industry, but the firm has particular expertise in the technology, energy, and manufacturing sectors.

A significant segment of our experience involves activism efforts initiated during the progression of landmark mergers and acquisitions. Wilson Sonsini is consistently ranked among the country's leading M&A legal advisors based on the number of completed M&A transactions. The quantity of M&A deals in which the firm is involved has given our attorneys countless opportunities to advise clients engaged in business combinations on many activist-related matters.

Wilson Sonsini regularly advises companies on defense preparedness, including:

  • structural defenses
  • stand-alone business and operating strategies
  • financial and strategic alternatives
  • corporate communications

The firm also advises companies on shareholder relations and responding to shareholder proposals, including:

  • executive compensation
  • corporate governance
  • capital structure
  • director nominations

In addition, Wilson Sonsini's shareholder engagement and activism experience includes:

  • traditional takeover defense strategies, including poison pills
  • contested bids
  • activist shareholder campaigns
  • shareholder proxy rights
  • bylaws and governance strategies
  • corporate compliance and related internal investigations
  • shareholder litigation defense

Wilson Sonsini's activist team works closely with other practices, drawing on the firm's experience in the areas of corporate governance, M&A, and executive compensation. They also partner with the firm's litigation practices, including our securities litigators, who help position clients favorably in response to aggressive activist efforts.

Overview

With the increasing level of shareholder activism and contests for corporate control, clients have turned to attorneys in Wilson Sonsini's Corporate Law and Governance practice who have extensive experience advising on—and responding to—shareholder activist efforts.

Consistent with the rise in activism campaigns, Wilson Sonsini's attorneys have represented dozens of companies and other clients involved in shareholder activist-related situations. In fact, Wilson Sonsini ranked among the top five legal advisers in FactSet’s “Company Defense” advisor league tables for full-year 2022. The firm was also ranked among the top 10 firms advising clients on shareholder activism matters—in both the U.S. and globally—according to Bloomberg’s FY 2022 Activism League Tables. In 2020 and 2019, Wilson Sonsini was ranked No. 1 among technology company advisors in Bloomberg’s year-end rankings.

Wilson Sonsini frequently represents the boards of global enterprises, as well as special committees and executive management. The firm also represents private equity firms and investment banks in activist matters related to mergers and acquisitions. Our activist-related experience has involved enterprises from virtually every industry, but the firm has particular expertise in the technology, energy, and manufacturing sectors.

A significant segment of our experience involves activism efforts initiated during the progression of landmark mergers and acquisitions. Wilson Sonsini is consistently ranked among the country's leading M&A legal advisors based on the number of completed M&A transactions. The quantity of M&A deals in which the firm is involved has given our attorneys countless opportunities to advise clients engaged in business combinations on many activist-related matters.

Wilson Sonsini regularly advises companies on defense preparedness, including:

  • structural defenses
  • stand-alone business and operating strategies
  • financial and strategic alternatives
  • corporate communications

The firm also advises companies on shareholder relations and responding to shareholder proposals, including:

  • executive compensation
  • corporate governance
  • capital structure
  • director nominations

In addition, Wilson Sonsini's shareholder engagement and activism experience includes:

  • traditional takeover defense strategies, including poison pills
  • contested bids
  • activist shareholder campaigns
  • shareholder proxy rights
  • bylaws and governance strategies
  • corporate compliance and related internal investigations
  • shareholder litigation defense

Wilson Sonsini's activist team works closely with other practices, drawing on the firm's experience in the areas of corporate governance, M&A, and executive compensation. They also partner with the firm's litigation practices, including our securities litigators, who help position clients favorably in response to aggressive activist efforts.

Alerts
Reporting Season Alert: Five Key Considerations for Proxy Season
With the 2026 proxy season upon us, companies are finalizing annual meeting materials against a backdrop of shifting investor priorities, evolving engagement dynamics, and regulatory uncertainty. This alert highlights governance, disclosure, and engagement considerations for companies preparing for their 2026 annual meetings.1 Below are five key considerations as you finalize preparations.
Alerts
Questions About AI in Shareholder Engagement Meetings
With the impact of artificial intelligence (AI) on everyone’s mind, companies are seeing investors ask an increasing number of AI-focused questions in shareholder engagement meetings. These questions reflect a growing consensus among institutional investors that effective AI governance is inextricably linked to fiduciary duty, long-term financial performance, and sustainable economic growth drivers. Although the answers to these questions are necessarily company-specific, we believe that it is important for companies to prepare for AI-related questions from investors.
Newsletters
2025 Silicon Valley 150 Corporate Governance Report

Wilson Sonsini’s 2025 Silicon Valley 150 Corporate Governance Report reviews the corporate governance practices and disclosures of Silicon Valley’s largest public companies. The report includes information regarding board matters, officer matters, defensive measures, proxy statement disclosures, environmental, social, and governance (ESG) and sustainability reporting, stockholder proposals, activism, and executive compensation of the SV150 companies.

Alerts
Division of Corporation Finance Scales Back No-Action Responses Under Rule 14a-8 for 2025-2026 Proxy Season
On November 17, 2025, the Division of Corporation Finance (the Division) of the Securities and Exchange Commission (the SEC) announced a significant shift in its approach to no-action requests for the current proxy season. Effective immediately, the Division will largely refrain from providing responses to no-action requests from companies seeking to exclude shareholder proposals from their proxy materials under Exchange Act Rule 14a-8. The Division stated it will only consider and provide substantive responses on no-action requests in cases where a company seeks to exclude a proposal on the basis that the proposal is not a proper action under state law (that is, under Rule 14a-8(i)(1)). This change applies to the 2025-2026 proxy season, covering October 1, 2025, through September 30, 2026, and includes pending requests submitted before October 1, 2025, where the Division has not yet responded.
Alerts
SEC Chairman Addresses Potential Reforms Relating to Shareholder Proposals and Shareholder Litigation
On October 9, 2025, Chairman Paul S. Atkins of the U.S. Securities and Exchange Commission (SEC) gave a much-publicized keynote address at the University of Delaware’s John L. Weinberg Center for Corporate Governance.1 In the speech, Chairman Atkins generally expressed concern over the costs and difficulties facing public companies in the U.S. and identified several possible areas of reform, including with respect to practices surrounding shareholder proposals at shareholder meetings and the current shareholder litigation environment. These remarks follow a Policy Statement issued by the SEC on September 17, 2025, signaling that the use of mandatory arbitration provisions in a company’s governing documents to address shareholder litigation would not impact the SEC’s decisions to declare registration statements effective.2 Public companies, and those companies considering going public, will want to monitor these developments closely.
White Papers/Briefs
Navigating Shareholder Engagement and Shareholder Activism: Essentials and Best Practices
Discover essential insights and best practices for navigating shareholder engagement and activism by reading our latest white paper.
View All
Insights
Alerts
Reporting Season Alert: Five Key Considerations for Proxy Season
With the 2026 proxy season upon us, companies are finalizing annual meeting materials against a backdrop of shifting investor priorities, evolving engagement dynamics, and regulatory uncertainty. This alert highlights governance, disclosure, and engagement considerations for companies preparing for their 2026 annual meetings.1 Below are five key considerations as you finalize preparations.
Alerts
Questions About AI in Shareholder Engagement Meetings
With the impact of artificial intelligence (AI) on everyone’s mind, companies are seeing investors ask an increasing number of AI-focused questions in shareholder engagement meetings. These questions reflect a growing consensus among institutional investors that effective AI governance is inextricably linked to fiduciary duty, long-term financial performance, and sustainable economic growth drivers. Although the answers to these questions are necessarily company-specific, we believe that it is important for companies to prepare for AI-related questions from investors.
Newsletters
2025 Silicon Valley 150 Corporate Governance Report

Wilson Sonsini’s 2025 Silicon Valley 150 Corporate Governance Report reviews the corporate governance practices and disclosures of Silicon Valley’s largest public companies. The report includes information regarding board matters, officer matters, defensive measures, proxy statement disclosures, environmental, social, and governance (ESG) and sustainability reporting, stockholder proposals, activism, and executive compensation of the SV150 companies.

Alerts
Division of Corporation Finance Scales Back No-Action Responses Under Rule 14a-8 for 2025-2026 Proxy Season
On November 17, 2025, the Division of Corporation Finance (the Division) of the Securities and Exchange Commission (the SEC) announced a significant shift in its approach to no-action requests for the current proxy season. Effective immediately, the Division will largely refrain from providing responses to no-action requests from companies seeking to exclude shareholder proposals from their proxy materials under Exchange Act Rule 14a-8. The Division stated it will only consider and provide substantive responses on no-action requests in cases where a company seeks to exclude a proposal on the basis that the proposal is not a proper action under state law (that is, under Rule 14a-8(i)(1)). This change applies to the 2025-2026 proxy season, covering October 1, 2025, through September 30, 2026, and includes pending requests submitted before October 1, 2025, where the Division has not yet responded.
Alerts
SEC Chairman Addresses Potential Reforms Relating to Shareholder Proposals and Shareholder Litigation
On October 9, 2025, Chairman Paul S. Atkins of the U.S. Securities and Exchange Commission (SEC) gave a much-publicized keynote address at the University of Delaware’s John L. Weinberg Center for Corporate Governance.1 In the speech, Chairman Atkins generally expressed concern over the costs and difficulties facing public companies in the U.S. and identified several possible areas of reform, including with respect to practices surrounding shareholder proposals at shareholder meetings and the current shareholder litigation environment. These remarks follow a Policy Statement issued by the SEC on September 17, 2025, signaling that the use of mandatory arbitration provisions in a company’s governing documents to address shareholder litigation would not impact the SEC’s decisions to declare registration statements effective.2 Public companies, and those companies considering going public, will want to monitor these developments closely.
White Papers/Briefs
Navigating Shareholder Engagement and Shareholder Activism: Essentials and Best Practices
Discover essential insights and best practices for navigating shareholder engagement and activism by reading our latest white paper.
View All
WSGR Events
GC Roundtable Dinner: Insights on Shareholder Engagement & Activism
Wilson Sonsini’s Shareholder Activism and Engagement practice is pleased to host a select group of Bay Area general counsel for an exclusive, invitation-only dinner and discussion on the evolving dynamics of shareholder engagement.
Speaking Engagements
Delaware Law Developments 2025: What All Business Lawyers Need to Know
Wilson Sonsini Litigation Partner Brad Sorrels and Corporate Partner Amy Simmerman will speak at PLI’s upcoming program titled “Delaware Law Developments 2025: What All Business Lawyers Need to Know.” The program will focus on significant developments in Delaware corporate law over the past year, examining the latest case law and practical trends while offering insights and advice on the most pressing issues facing the corporate and securities legal community.
Affiliated Programs
Skytop - Shareholder Activism Summit 2025
Join over 200 shareholder engagement, communications, and industry thought leaders as they discuss how ongoing shareholder engagement and activism play a vital role in affecting share value, how activist investors cultivate relationships with companies to positively influence sustained value creation, and the latest campaign practices of activists, their outcomes, and how boards and executives work constructively toward improved stock performance.
Affiliated Programs
What’s AI Got to Do with It: Should Companies Rethink their Corporate Governance Structure?
Join us for a fireside chat that explores whether companies should rethink their traditional corporate governance structures in light of evolving AI technologies. We will examine the role of shareholder primacy, the rise of dual-class stock in Silicon Valley, and the impact of AI on future governance models. This session will provide insights for directors and legal professionals advising companies on long-term strategy and decision-making.
Speaking Engagements
The 2024 13D Monitor Active-Passive Investor Summit
Wilson Sonsini will be sponsoring the upcoming 2024 13D Monitor Active-Passive Investor Summit. For 15 years, this conference has been the most sought-after and ideal forum for the industry to meet, discuss, analyze and shape the development of the activist investing space.
Affiliated Programs
The Corporate Director Podcast: Trends in Shareholder Activism
In this episode of The Corporate Director Podcast, Doug Schnell and Sebastian Alsheimer, leaders in the shareholder engagement and activism practice at Wilson Sonsini, explore the latest developments in shareholder activism and offer tips and insights. Also in this episode, Rebecca Sherratt, Diligent Market Intelligence’s Publications Editor, shares key findings from the Shareholder Activism Annual Review. Available wherever you get your podcasts: https://www.diligent.com/resources/podcasts/trends-shareholder-activism
View All
Events
WSGR Events
GC Roundtable Dinner: Insights on Shareholder Engagement & Activism
Wilson Sonsini’s Shareholder Activism and Engagement practice is pleased to host a select group of Bay Area general counsel for an exclusive, invitation-only dinner and discussion on the evolving dynamics of shareholder engagement.
Speaking Engagements
Delaware Law Developments 2025: What All Business Lawyers Need to Know
Wilson Sonsini Litigation Partner Brad Sorrels and Corporate Partner Amy Simmerman will speak at PLI’s upcoming program titled “Delaware Law Developments 2025: What All Business Lawyers Need to Know.” The program will focus on significant developments in Delaware corporate law over the past year, examining the latest case law and practical trends while offering insights and advice on the most pressing issues facing the corporate and securities legal community.
Affiliated Programs
Skytop - Shareholder Activism Summit 2025
Join over 200 shareholder engagement, communications, and industry thought leaders as they discuss how ongoing shareholder engagement and activism play a vital role in affecting share value, how activist investors cultivate relationships with companies to positively influence sustained value creation, and the latest campaign practices of activists, their outcomes, and how boards and executives work constructively toward improved stock performance.
Affiliated Programs
What’s AI Got to Do with It: Should Companies Rethink their Corporate Governance Structure?
Join us for a fireside chat that explores whether companies should rethink their traditional corporate governance structures in light of evolving AI technologies. We will examine the role of shareholder primacy, the rise of dual-class stock in Silicon Valley, and the impact of AI on future governance models. This session will provide insights for directors and legal professionals advising companies on long-term strategy and decision-making.
Speaking Engagements
The 2024 13D Monitor Active-Passive Investor Summit
Wilson Sonsini will be sponsoring the upcoming 2024 13D Monitor Active-Passive Investor Summit. For 15 years, this conference has been the most sought-after and ideal forum for the industry to meet, discuss, analyze and shape the development of the activist investing space.
Affiliated Programs
The Corporate Director Podcast: Trends in Shareholder Activism
In this episode of The Corporate Director Podcast, Doug Schnell and Sebastian Alsheimer, leaders in the shareholder engagement and activism practice at Wilson Sonsini, explore the latest developments in shareholder activism and offer tips and insights. Also in this episode, Rebecca Sherratt, Diligent Market Intelligence’s Publications Editor, shares key findings from the Shareholder Activism Annual Review. Available wherever you get your podcasts: https://www.diligent.com/resources/podcasts/trends-shareholder-activism
View All
David J. Berger
Partner
Palo Alto
David is an expert in and leader of the corporate governance and shareholder activism practices.
  • Litigation
View Profile
Ashmi Bhagani
Partner
London
Ashmi Bhagani is a partner in the London office of Wilson Sonsini Goodrich & Rosati, where she has a diverse transatlantic corporate and securities practice focused on the technology and life sciences sectors.
  • Corporate
View Profile
Richard C. Blake
Partner
Palo Alto
Richard has a comprehensive corporate law background, with extensive experience in public offerings.
  • Corporate
View Profile
William B. Chandler III
Partner
Wilmington, DE
Mr. Chandler represents clients in governance matters, committee assignments, internal investigations, and transactional matters.
  • Litigation
View Profile
Todd Cleary
Partner
San Francisco
Todd represents companies, investors and other parties in private equity transactions.
  • Mergers & Acquisitions
View Profile
Ross Davies
Partner
London
Ross Davies is a partner in the London office of Wilson Sonsini Goodrich & Rosati, where he has a wide-ranging corporate and mergers and acquisitions practice.
  • Corporate
View Profile
James G. Griffin-Stanco
Partner
Wilmington, DE
James Griffin-Stanco focuses his practice on Delaware corporate law. He is currently co-chair of the Associates Committee and a member of the Diversity and Inclusion Committee.
  • Corporate
View Profile
Broderick K. Henry Jr.
Partner
New York
Broderick Henry is a partner in the New York office of Wilson Sonsini Goodrich & Rosati, where his practice focuses on mergers and acquisitions, divestitures, equity investments, and other strategic matters involving public and private companies. Broderick primarily represents clients in the technology industry, but has represented clients in a wide range of industries, including aviation, financial services, consumer products, energy and infrastructure, security, and manufacturing.
  • Corporate
View Profile
Daniyal M. Iqbal
Partner
Wilmington, DE
Daniyal Iqbal is a partner in the Wilmington office of Wilson Sonsini Goodrich & Rosati, where his practice focuses on corporate governance litigation and counseling. He has represented companies and their directors and officers in a wide range of complex stockholder and M&A litigation in the Delaware courts, including several high-stakes busted deal and corporate control disputes and cases involving novel issues of Delaware corporate law. In addition, Daniyal specializes in advising companies on shareholder activism and corporate governance matters, and regularly advises public company boards in their defense against proxy contests. He also frequently advises on special litigation committee and demand review committee matters.
  • Litigation
View Profile
Remi P. Korenblit
Partner
Seattle
Remi Korenblit is a partner at Wilson Sonsini Goodrich & Rosati, where his practice focuses on mergers and acquisitions, corporate governance, financing transactions, and other corporate and securities law matters. His transaction experience includes mergers, business combinations, asset and stock purchases, divestitures, carve-outs and spin-off transactions, private equity and venture financing transactions, joint ventures, and other strategic transactions for both public and private companies. He also advises clients on corporate governance matters, shareholder activism, takeover defense, recapitalizations and restructurings, and other special situations. Remi has represented U.S. and international clients in a variety of sectors, including software and technology, telecommunication, media, banking and finance, industrial, manufacturing, pharmaceutical, energy, and retail industries.
  • Corporate
View Profile
View All
People
David J. Berger
Partner
Palo Alto
David is an expert in and leader of the corporate governance and shareholder activism practices.
  • Litigation
View Profile
Ashmi Bhagani
Partner
London
Ashmi Bhagani is a partner in the London office of Wilson Sonsini Goodrich & Rosati, where she has a diverse transatlantic corporate and securities practice focused on the technology and life sciences sectors.
  • Corporate
View Profile
Richard C. Blake
Partner
Palo Alto
Richard has a comprehensive corporate law background, with extensive experience in public offerings.
  • Corporate
View Profile
William B. Chandler III
Partner
Wilmington, DE
Mr. Chandler represents clients in governance matters, committee assignments, internal investigations, and transactional matters.
  • Litigation
View Profile
Todd Cleary
Partner
San Francisco
Todd represents companies, investors and other parties in private equity transactions.
  • Mergers & Acquisitions
View Profile
Ross Davies
Partner
London
Ross Davies is a partner in the London office of Wilson Sonsini Goodrich & Rosati, where he has a wide-ranging corporate and mergers and acquisitions practice.
  • Corporate
View Profile
James G. Griffin-Stanco
Partner
Wilmington, DE
James Griffin-Stanco focuses his practice on Delaware corporate law. He is currently co-chair of the Associates Committee and a member of the Diversity and Inclusion Committee.
  • Corporate
View Profile
Broderick K. Henry Jr.
Partner
New York
Broderick Henry is a partner in the New York office of Wilson Sonsini Goodrich & Rosati, where his practice focuses on mergers and acquisitions, divestitures, equity investments, and other strategic matters involving public and private companies. Broderick primarily represents clients in the technology industry, but has represented clients in a wide range of industries, including aviation, financial services, consumer products, energy and infrastructure, security, and manufacturing.
  • Corporate
View Profile
Daniyal M. Iqbal
Partner
Wilmington, DE
Daniyal Iqbal is a partner in the Wilmington office of Wilson Sonsini Goodrich & Rosati, where his practice focuses on corporate governance litigation and counseling. He has represented companies and their directors and officers in a wide range of complex stockholder and M&A litigation in the Delaware courts, including several high-stakes busted deal and corporate control disputes and cases involving novel issues of Delaware corporate law. In addition, Daniyal specializes in advising companies on shareholder activism and corporate governance matters, and regularly advises public company boards in their defense against proxy contests. He also frequently advises on special litigation committee and demand review committee matters.
  • Litigation
View Profile
Remi P. Korenblit
Partner
Seattle
Remi Korenblit is a partner at Wilson Sonsini Goodrich & Rosati, where his practice focuses on mergers and acquisitions, corporate governance, financing transactions, and other corporate and securities law matters. His transaction experience includes mergers, business combinations, asset and stock purchases, divestitures, carve-outs and spin-off transactions, private equity and venture financing transactions, joint ventures, and other strategic transactions for both public and private companies. He also advises clients on corporate governance matters, shareholder activism, takeover defense, recapitalizations and restructurings, and other special situations. Remi has represented U.S. and international clients in a variety of sectors, including software and technology, telecommunication, media, banking and finance, industrial, manufacturing, pharmaceutical, energy, and retail industries.
  • Corporate
View Profile
View All
Related Practices
  • Public Company Representation
  • Corporate Governance
  • Environmental, Social, and Governance
Recent Insights
Alerts
Reporting Season Alert: Five Key Considerations for Proxy Season
With the 2026 proxy season upon us, companies are finalizing annual meeting materials against a backdrop of shifting investor priorities, evolving engagement dynamics, and regulatory uncertainty. This alert highlights governance, disclosure, and engagement considerations for companies preparing for their 2026 annual meetings.1 Below are five key considerations as you finalize preparations.
Learn More
Alerts
Questions About AI in Shareholder Engagement Meetings
With the impact of artificial intelligence (AI) on everyone’s mind, companies are seeing investors ask an increasing number of AI-focused questions in shareholder engagement meetings. These questions reflect a growing consensus among institutional investors that effective AI governance is inextricably linked to fiduciary duty, long-term financial performance, and sustainable economic growth drivers. Although the answers to these questions are necessarily company-specific, we believe that it is important for companies to prepare for AI-related questions from investors.
Learn More
View All
Recent Events
WSGR Events
GC Roundtable Dinner: Insights on Shareholder Engagement & Activism
Wilson Sonsini’s Shareholder Activism and Engagement practice is pleased to host a select group of Bay Area general counsel for an exclusive, invitation-only dinner and discussion on the evolving dynamics of shareholder engagement.
Learn More
Speaking Engagements
Delaware Law Developments 2025: What All Business Lawyers Need to Know
Wilson Sonsini Litigation Partner Brad Sorrels and Corporate Partner Amy Simmerman will speak at PLI’s upcoming program titled “Delaware Law Developments 2025: What All Business Lawyers Need to Know.” The program will focus on significant developments in Delaware corporate law over the past year, examining the latest case law and practical trends while offering insights and advice on the most pressing issues facing the corporate and securities legal community.
Learn More
View All
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