Publications

Practice News: On February 9, we published an alert regarding the District Court decision overturning Texas Senate Bill 13 (discussed further below). Americas Texas District Court Finds Anti-ESG Law Unconstitutional On February 4, the U.S. District Court for the Western District of Texas declared Texas’ anti-ESG law Senate Bill 13 unconstitutional due to its overbreadth and impermissible vagueness. The law requires that state government entities (i) divest from named financial companies...

Supreme Court to Weigh in on the SEC’s Power to Recoup Ill-Gotten Gains Summary: The Supreme Court agreed to hear Sripetch v. SEC to resolve a circuit split over the SEC’s disgorgement authority. Specifically, SCOTUS will decide if the Commission must show identifiable investor harm to seek disgorgement in enforcement proceedings. In 2020’s Liu v. SEC, the Court found that disgorgement was authorized where the money is returned to victims and the amount does not exceed the net profits the...

On February 4, Judge Alan Albright of the U.S. District Court for the Western District of Texas issued an opinion declaring Texas’ anti-ESG law Senate Bill 13 (“SB 13”) to be unconstitutional under the First and Fourteenth Amendments, due to its overbreadth and impermissible vagueness, and entered an injunction staying its implementation and enforcement. The decision marks the second time a U.S. federal court has heard a challenge to a state-adopted anti-ESG law, and the second time such a law...

The FTC’s focus on affordability continues. New enforcement actions target healthcare plan costs and whether consumers are misled about the costs and comprehensiveness of the plans. Additionally, the FTC announced new draft rulemaking on both home rental price transparency and negative option plans (generally subscription plans with recurring charges that require affirmative action by consumers to change or cancel). Neither draft is public but the rulemaking is likely to address price...

In this edition of Simpson Thacher’s Liability Management Expresso, we examine two recent post-Serta Simmons decisions and their potential impact on the LME landscape: ConvergeOne and Wesco Aircraft (Incora)—with a quick look at the recent STG Logistics decision. For a quick refresher on Serta and Serta blockers, take a look at our prior coverage here. The ConvergeOne and Incora decisions from the U.S. District Court for the Southern District of Texas,...

On December 18, 2025, President Trump signed the National Defense Authorization Act for Fiscal Year 2026, which includes the “Holding Foreign Insiders Accountable Act,” requiring officers and directors of foreign private issuers (FPIs) to make filings under Section 16(a) of the U.S. Securities Exchange Act of 1934, as amended (the Exchange Act) to report beneficial ownership of, and transactions in, equity securities of the FPI. The new filing requirements will become effective on March 18,...

The Federal Trade Commission (“FTC”) has announced revised monetary thresholds for the Hart-Scott-Rodino Antitrust Improvement Act of 1976 (“HSR Act”), as well as adjustments to the HSR filing fees. The revised thresholds were published in the Federal Register on January 16, 2026 and will be effective on February 17, 2026, applying to all transactions that close on or after that date. The new HSR filing fees will also go into effect on the same date. HSR Notification Thresholds The primary...

Cartel fines imposed by global antitrust enforcers—which are often viewed as a proxy for overall enforcement—continued to decline in 2025. The U.S. brought in only $6 million in cartel fines, one of the lowest totals in recent years and nearly $3 billion lower than the figure imposed a decade ago. Other jurisdictions, including Canada, Mexico, South Korea, Japan and India, also posted lower fine totals. In 2026, enforcement figures are expected to remain subdued, driven by significant resource...

Simpson Thacher published its annual report on Global Merger Regulation in 2025/26: Turbulence and Transformation, which was also highlighted in the Financial Times. Antitrust enforcement has become more politicized, with shifting priorities driven by leadership changes in the U.S., UK, and EU. While merger control has leaned toward business-friendly policies in recent years, global FDI screening is expanding, with new regimes and increased scrutiny reflecting growing government control over...