Corporate Governance 2026

USA Trends and Developments

Trends and Developments Contributed by: Piotr Korzynski, Mark Mandel, Michael Pilo and Carol Stubblefield Baker McKenzie Baker McKenzie is a global law firm with a leading transactional and corporate governance practice advising public and private companies, boards, spe - cial committees, financial sponsors and investment banks on complex domestic and cross-border mat - ters. Across nine primary offices in the United States, the firm’s 35+ corporate and securities lawyers regu - larly advise on public company M&A, capital markets transactions, SEC reporting, shareholder engage - ment, corporate governance and strategic restruc - turings, with representative engagements including

representing Servier in its USD2.5 billion acquisition of NASDAQ-listed Day One Biopharmaceuticals, and advising clients such as Dover Corporation and Scholastic Corp. on day-to-day SEC reporting and capital markets matters. Working across major finan - cial centres and industry hubs, Baker McKenzie com - bines deep local market knowledge with an integrat - ed international platform, enabling clients to navigate governance, disclosure and execution issues that increasingly span multiple jurisdictions.

Authors

Piotr Korzynski (Pete) is a Chambers- ranked partner in Baker McKenzie’s North American corporate and securities group in Chicago. He advises clients on public and private mergers and acquisitions, SEC

frequently represents clients in competitive auction processes on both the buy side and the sell side.

Michael Pilo is a partner in Baker McKenzie’s North American corporate and securities practice group in New York. He advises issuers and investment banks on a broad range of corporate finance and capital markets

compliance matters, corporate finance and corporate governance. His practice includes representing clients in negotiated and contested public and private M&A transactions across a range of industries, including life sciences, industrials and technology. Before joining Baker McKenzie, Pete practised at another international law firm and served as an extern in the US District Court for the Northern District of Illinois.

transactions, including IPOs, high-yield debt offerings, RTOs, private placements and de-SPAC transactions. His practice includes substantial work in the healthcare and life sciences, technology and digital asset sectors, and he also supports clients on public mergers and acquisitions and other strategic transactions. Michael has significant experience in advising growth-stage and public companies on securities law compliance, governance, financing, disclosure and transactional execution in the US capital markets. Carol Stubblefield is a partner in Baker McKenzie’s North American corporate and securities practice group in New York. She regularly represents public companies, issuers and underwriters in public and private offerings of debt and equity securities, and provides general corporate counselling and corporate

Mark Mandel is a partner in Baker McKenzie’s New York office, and chair of the firm’s North American capital markets practice group. He advises

public and private companies and financial sponsors on investments, mergers and acquisitions, divestitures, tender offers, proxy contests, complex joint ventures, public offerings, private placements and restructurings. Mark also regularly advises boards of directors and special committees on corporate governance and fiduciary duty matters. His practice spans both friendly and unsolicited transactions, and he

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