Newsletter
Berkeley Forum Attracts Dealmakers and Tech World to Bay Area, Trading Sazeracs and Po Boys for Dungeness Crab and Sonoma Coast Pinot Noir
A contingent of GPPers headed to the Bay Area earlier this week for the 11th Annual Berkeley Fall Forum on Corporate Governance, which has become a go-to conference for the deal community, dare we say rivaling the grand-daddy of them all, Tulane’s Corporate Law Institute on March 11-12, 2027 (registration is open).
The action-packed confab with over 300 attendees covered a wide swath of board-level issues against the backdrop of the revolution that is AI.
The change in state law and SEC’s deregulation agenda were hot topics, with panel conversations including investor rights in a post SB-21 environment, “DExit,” AI optimization of proxy materials, the growing role of state Attorneys General in regulating M&A, and the significance of good board judgement whether it be navigating AI or leadership transitions.
The message from the Delaware Court of Chancery is that Delaware’s franchise as the state of incorporation is alive and well. Chancellor Kathaleen St. J. McCormick and Vice Chancellor Bonnie W. David both attended, emphasizing that Delaware undoubtedly “remains the premier business forum in the world,” in the words of Chancellor McCormick. When it comes to the deployment of AI, both judges argued that Delaware’s core principle of fiduciary obligation matters even more. Chancellor McCormick emphasized that “if you act in good faith, business judgement will be protected.”
The Director of the SEC’s Division of Corporate Finance, James J. Moloney, spoke to the modernization of disclosure and rulemaking at the SEC, including the Commission’s September proposal to rescind Rule 14a-8 – noting that those shareholder proposals “are not going to save the world.” He also addressed the SEC’s ongoing efforts to focus disclosures on only what is actually material for businesses in today’s environment, from semi-annual reporting to the Reg S-K reforms.
AI is of course having an impact inside corporate boards. Penny Herscher, Board Chair of Lumentum and Penguin Solutions, argued the importance of having directors who are reasonably conversant in AI, rather than one designated expert. Both Herscher and other panelists suggested that oversight of AI should in most cases be the domain of the whole board, rather than create a committee. She also reaffirmed the importance of bringing in relevant directors and getting rid of “sleepy directors” (both literally and figuratively) and those who are not keeping their skills up.
AI also has an unquestionable role to play in dissecting public filings. Our friend MacKenzie Partners’ Bob Marese suggested that the framing of campaign communications, from websites, decks and proxy statements, must be AI optimized as they are increasingly synthesized by LLMs directly.
Our own Steve Lipin moderated a conversation on AI Infrastructure and the New Compute Economy. Cooley’s Mona E. Dajani stressed the importance of speed to power in projects seeing unprecedented integration across developers, utilities, and chip manufacturers. CoreWeave’s Kristen McVeety noted these projects work best when developers have a social license to operate and that this wave of development is driving a re-electrification of the country that benefits everyone — if done responsibly. Meta’s Michael Hart observed that the scale of these projects is unlike anything previously seen, and pointed to an early example of community partnership at Meta’s Hyperion data center in Richland Parish, Louisiana, where skilled trade jobs of 7,000 or more are creating a local economy that is flourishing.
Congratulations to Frank Partnoy, Delia Violante and the entire UC Berkeley Center for Law and Business team on another great conference.
Have a great weekend,
GPP Team
ACTIVISM
The Financial Times: Premier Inn Owner Urges Investors to Resist Pressure from Activist Hedge Fund
In a new note to shareholders, the latest in a war of words ahead of a November 9th shareholder meeting, Premier Inn owner Whitbread called out activist fund Corvex Management and noted that the firm’s efforts for a board seat could “destroy” its positive momentum. Read More
The Deal: Ancora Calls for Big Yellow Group to Explore Sale
At the Annual Sohn San Francisco Investment Conference, James Chadwick, president of Ancora, continued the 2026 trend of calling on companies to launch a strategic review with a potential sale as the goal. Read More
Bloomberg: DGB Offers Ethan Allen CEO a Non-Board Advisory Role
“An olive branch of sorts.” That is how Bloomberg describes this week’s news that activist DGB Investments is inviting current Ethan Allen CEO and Chairman Farooq Kathwari the role of chairman emeritus if the 5% holder wins its proxy fight at the November 4th Annual Meeting. Read More
M&A
The Wall Street Journal: Amazon in Talks to Buy AI Startup Decart for Around $7 Billion
The proposed deal comes amidst a stalled M&A market that, with just 18 companies going public in Q3 2026, pushes venture-backed companies toward alternative exits. This news comes as part of a busy week in the space including that Nvidia is in early talks to deepen its investment in Reflection AI and IonQ buying cybersecurity firm Elisity for up to $1.3 billion. Read More
Reuters: CCC Intelligent Solutions Agrees to $6.1 Billion Take-Private Deal with GTCR, Elliott
The consortium, led by GTCR and Elliott, will pay $7.75 per share in cash, a 44% premium to its previous close, after investor worries over slowing growth and softer claims volumes. Read More
CORPORATE GOVERNANCE
Wachtell Lipton: AI and the Boardroom
In a new memo, lawyers at Wachtell note that now is the time to deliberately test AI tools so that they can begin to help corporate directors and management do their jobs more efficiently and productively. Read More
2026 Proxy Season Review: Submission of Rule 14a-8 Shareholder Proposals
Melissa Sawyer, Marc Treviño, and June Hu of Sullivan & Cromwell provide an overview of recent changes to SEC Rule 14a-8 shareholder proposal guidelines and their implications on the proxy landscape. Read More
IPO
The Financial Times: General Atlantic Plans Early 2027 IPO at Up to $10 Billion Valuation
The ~$130 billion AUM growth investment giant plans to list shares in New York as part of an ambitious expansion plan that would have them join public “rivals” such as Blackstone, Apollo and KKR. Read More
Reuters: High-Profile IPO Listings That Fell Victim to Market Jitters in 2026
Reuters breaks down the array of public offerings around the globe that have recently hit roadblocks amidst a volatile, AI-focused market. Companies who have delayed or put the brakes on an IPO include smart-ring maker Oura, Wall Street brokerage Clear Street, and European defense group KNDS (not to mention Anthropic and OpenAI’s massive potential listings). Read More
FROM OUR DESK TO YOURS
Last week, Gladstone Place Partners celebrated our 9th anniversary the only way we know how – with great company, great food and last but not least, great wine.
The location for our celebration was at Ping’s: an authentic Cantonese dim sum and seafood restaurant located in the heart of the city’s Chinatown. Ping’s, which opened its doors in 1996, serves handcrafted dim sum made fresh daily and live seafood straight from tanks in the restaurant itself. Helmed by chef Ping Hui and considered a spot that launched a movement of chefs owning their own restaurants, the care to detail to transport the guest to a Hong Kong teahouse is apparent and gave us the flavors of the city without having to leave Manhattan.
For the meal, and to showcase the collaboration our team has each day, we ordered a ton of food to share. This included favorites such as Peking duck, the Har Gow, a shrimp dish that had us asking for seconds, Cha Sui Bao, the barbecue-pork-filled bun, and a wide variety of dumplings that left us both full and checking to see if there were any left.
Since Ping’s is a BYOB restaurant, it allowed our team’s oenophiles to select the perfect pairings for the meals. The team sipped on numerous wines including a Xisto Ilimitado, a stunning Portuguese white wine from Luis Seabra, a Rhys Vineyards Pinot Noir from the Santa Cruz mountains with a great berry aroma, and a 2017 Cappellano Otin Fiorin, a savory Barolo that tied the meal together. And of course, we had a few bottles of the spectacular Pascal Agrapart Champagne that not only marked the occasion but transported us to Avize in France.
Heading into year 10, we are looking forward to many great meals and continuing to share them with you all!
OPEN TABS
- The New York Times: Worlds More Habitable Than Earth? They’re Out There.
- The New York Times: The Man in Search of the Perfect Dog
- The New York Times: Kelly Clarkson Feuds With a Novelty Shop, and Internet Critics Pile On
- The Associated Press: The Building Housing London’s Oldest Restaurant has Been Donated to a Conservation Charity
- The Athletic: Champions League Briefing: Can Anyone Stop PSG Winning Three in a Row? How Does Mourinho Still Do It?
UPCOMING EVENTS
- October 20: 13D Monitor Active/Passive Investor Summit, New York, NY
- November 10: Sportico Invest New York, New York, NY
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