On December 1, 2025, the California Air Resources Board (CARB) announced in an enforcement advisory that it would not enforce SB 261 against covered companies that do not submit climate-related financial risk reports (Risk Reports) by the January 1, 2026, deadline. This announcement follows the Ninth Circuit Court of Appeals’ (Ninth Circuit) injunction against the enforcement of SB 261 during the pendency of appellate proceedings in litigation challenging SB 261 and SB 253. For more information on the Ninth Circuit’s injunction, please see our client alert.Continue Reading CARB Announces Non-Enforcement of SB 261 Amid Ninth Circuit Injunction

As the year-end reporting season approaches, our recent Client Alert discusses five key reminders for annual reports on Form 10-K to be filed in early 2026: (1) refresh MD&A and risk factor disclosure; (2) give due consideration to staff comment letters; (3) confirm the company’s filer status; (4) review and…

Continue Reading 5 Key Reminders for Upcoming Form 10-K Filings

Wilson Sonsini is pleased to offer MCLE Days, an expanded series of three programs to meet your MCLE requirements. The first and second MCLE Days will be held virtually on Wednesday, December 17, 2025 (details below), and Wednesday, February 25, 2026, respectively, from 9:00 a.m. – 12:00 p.m. PT.

Continue Reading Event Alert: Wilson Sonsini’s MCLE Days, December 17, February 25, and March 11

We are pleased to share our 2025 Silicon Valley 150 Corporate Governance Report, which 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.Continue Reading 2025 Silicon Valley 150 Corporate Governance Report

On November 25, 2025, ISS Governance released its 2026 Benchmark Policy Updates, effective for shareholder meetings on or after February 1, 2026. Our recent Client Alert discusses key updates for U.S. companies. For 2026, ISS is updating its U.S. proxy voting guidelines on problematic capital structures – unequal voting…

Continue Reading ISS Releases 2026 Benchmark Policy Updates

Wilson Sonsini annually publishes the Silicon Valley 150 Corporate Governance Report, which analyzes the governance practices and disclosures of the Valley’s largest public companies. The report uses the Lonergan SV150[1], which includes the top 150 public companies (by annual sales) with headquarters in Silicon Valley.

We will soon be publishing the 2025 report and wanted to preview some early data points. This blog post discusses the report’s findings on environmental, social, and governance or sustainability reports (ESG Reports). The contents of these ESG Reports and the frequency with which companies publish them differ significantly from company to company.Continue Reading Sneak Peek: ESG Reports in 2025 SV150 Corporate Governance Report

Our recently published report, Rule 10b5-1 Trading Plan Guidelines: A Survey of the SV150, provides an in-depth analysis of the Rule 10b5-1 trading plan guidelines of 75 companies in the Lonergan SV150.  The report examines several key elements of these guidelines including cooling-off periods, minimum terms and maximum terms…

Continue Reading Rule 10b5-1 Trading Plan Guidelines: A Survey of the SV150

Wilson Sonsini annually publishes the Silicon Valley 150 Corporate Governance Report, which analyzes the governance practices and disclosures of the Valley’s largest public companies. The report uses the Lonergan SV150[1], which includes the top 150 public companies (by annual sales) with headquarters in Silicon Valley. We will…

Continue Reading Sneak Peek: Diversity in 2025 SV150 Corporate Governance Report

On November 18, 2025, the Ninth Circuit Court of Appeals (the Court) granted an injunction that stays enforcement of SB 261 while the Court reviews an appeal related to the ongoing litigation challenging SB 261 and SB 253 on First Amendment grounds. SB 261 requires public and private companies with…

Continue Reading The Ninth Circuit Stays Enforcement of SB 261

On November 17, 2025, the SEC’s Division of Corporation Finance announced that it will largely refrain from issuing responses to company requests to exclude shareholder proposals under Exchange Act Rule 14a-8—except where exclusion is sought on the basis that the proposal is not a proper subject for shareholder action under…

Continue Reading Corp Fin Announces Significant Changes Regarding Rule 14a-8 This Proxy Season