Shareholder Activism: Get Your Playbook Ready
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NACD Minnesota
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Channon Lemon
Executive Director
NACD Minnesota Chapter
clemon@minnesota.nacdonline.org
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About The Event
Shareholder activism surged to record highs in 2025, with over 250 campaigns in the U.S. For boards, activism is now a regular feature of the governance landscape — one that demands foresight, alignment, and a clear plan.
In this program hosted on April 16, 2026, participants gained a clear, practical understanding of today’s shareholder activism landscape, informed by the surge in campaigns and the growing expectation that boards be prepared. They explored how activism can serve as a governance guardrail—challenging strategy, strengthening accountability, and supporting long-term value—while also recognizing how quickly situations can escalate into public scrutiny.
Through real-world insights and interactive discussion, attendees examined activism from three critical perspectives: director responsibilities, investor relations insights, and activist approaches. They left with actionable strategies to strengthen preparedness, enhance governance, and reduce vulnerability, as well as a clear roadmap for responding—both immediately and strategically—if activism arises.
To compliment this session, our program partners have provided the following resources:
- Cooley’s 2025 Activism Retrospective (provided by Cooley)
- Activism in 2025 and Beyond: Universal Proxy, Litigation Leverage and a New Playbook for Preparedness (provided by Cooley)
- When Should Boards Fight (provided by Edelman Smithfield)
Key Takeaways:
- Be prepared before the activist call comes. This includes identifying advisors, developing a response strategy, engaging a proxy solicitor, and having a press release template on hand.
- Directors participate as part of the governance team and should be prepared to clearly articulate the company’s strategy, alongside investor relations in dialogue and engagement with key stakeholders and investors.
- If an activist is at the table, listen openly, take their concerns seriously and escalate vulnerabilities to management and the board. A response that is measured, consistent with your public messaging, and protective of the company's long-term position, can then be crafted.
- Activist responses must include communication to employees, business partners, customers, and other stakeholders. Set clear expectations, and ensure all communications are consistent.
- Potential settlements should be carefully evaluated as to whether they are the best long-term outcome for the company. Key settlement provisions are all negotiable - the company's interests should be protected throughout the process.

Speakers
Moderator / Small Group Facilitator
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Cooley’s corporate governance team advises boards and executives on director responsibilities, board composition and leadership, shareholder engagement, and evolving ESG and regulatory demands, helping directors enhance oversight, manage risk, and navigate high stakes governance and securities matters with practical, board level insight.
NACD Minnesota
Contact Us
Channon Lemon
Executive Director
NACD Minnesota Chapter
clemon@minnesota.nacdonline.org
Find a Chapter
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| NACD and the NACD Chapter Network organizations (NACD) are non-partisan, nonprofit organizations dedicated to providing directors with the opportunity to discuss timely governance oversight practices. The views of the speakers and audience are their own and do not necessarily reflect the views of NACD. |
