Shareholder activism can put your board, strategy, and stock under public pressure in a matter of days. We advise companies fielding activist approaches and investors running campaigns, covering engagement, defensive planning, proxy contests, and settlement. The work moves fast and involves SEC rules and shareholder sentiment at once, so we keep strategy and compliance aligned from the first letter forward.
Activist Defense Planning
The boards that handle activists best are the ones that prepared before the activist showed up. We help directors assess vulnerabilities, model likely demands, and put defensive measures and a response playbook in place. When an approach lands, we manage the engagement strategy, advisor coordination, and proxy contest readiness so the board negotiates from strength rather than scrambling in public.
Proxy Contests And Solicitation
Proxy fights for board seats are won on preparation, messaging, and flawless execution under SEC scrutiny. We run contests from either side, advising on solicitation strategy, proxy statement and Schedule 14A compliance, universal proxy mechanics, and direct shareholder outreach, and we keep the legal filings tight so a procedural slip never becomes the story that decides the vote.
Constructive Investor Engagement
Most activist situations are better resolved through conversation than through a contested vote. We facilitate productive engagement between companies and investors, framing the issues, structuring private discussions, and finding common ground on strategy or governance that gives the activist enough to stand down while sparing the company the cost, distraction, and uncertainty of a full proxy fight.
Activism Settlement Negotiations
When a deal is the right outcome, the terms matter for years. We negotiate activism settlements covering board representation, standstill and voting commitments, committee composition, and governance reforms, and we draft the cooperation agreement carefully so each side knows exactly what it agreed to and the company keeps the operating room it needs going forward.