12:30 pm – 2:00 pm

Lunch and Fireside Chat

Under Pressure: Boardroom Leadership in a Shifting Landscape

This session features a candid discussion among public company directors on emerging trends and challenges in corporate governance and board practices. The conversation will explore how boards are navigating a dynamic and, in some ways, unprecedented, political and social landscape, as well as the implications for oversight, fiduciary responsibilities, and stakeholder engagement. Attendees will gain practical insights into boardroom dynamics, evolving expectations, and the legal considerations shaping modern governance.

Speakers:

Larry Cunningham, Board Member, Markel Group (and Nom Gov Chair), and Board Member, Constellation Softwre Inc. (and Vice Chairman)

Jo Ellen Dillon, Board Member, Viatris

Kimberely Drexler, Partner, Corporate Department, Cravath, Swaine & Moore LLP

Paula Loop, Board Member, Robinhood Markets, Inc.

John White, Partner, Corporate Department & Chair of Corporate Governance and Board Advisory Practice, Cravath, Swaine & Moore LLP

2:00 pm – 3:00 pm

Regulatory Developments/SEC Panel

An in-depth look at recent regulatory activity and developments from the SEC and its Division of Corporation Finance. Topics will include an update on the SEC’s priorities and rulemaking agenda, evolving expectations around key areas of disclosure, including climate and executive compensation, and the Division’s role in shaping disclosure standards amid shifting market and policy dynamics. Attendees will gain practical insights into how these developments impact public company filings and advice to boards.

Speakers:

Lona Nallengara, Partner, Capital Markets and Corporate Governance Practices, A&O Shearman

Tamara Brightwell, Partner, Wilson Sonsini Goodrich & Rosati

Raquel Fox, Partner, Head of U.S. Environmental, Social and Governance (ESG) Practice and Co-head of SEC Reporting and Compliance Practice, Skadden, Arps, Slate, Meagher & Flom LLP

John White, Governance and Board Partner, Corporate Department & Chair of Corporate Governance and Board Advisory Practice, Cravath, Swaine & Moore LLP

3:00 pm – 3:15 pm

Coffee and Networking Break

3:15 pm – 4:15 pm

Less talk, what actions? Sustainability Disclosures and Due Diligence in 2025 and Beyond

This panel will feature practitioners from a broad range of companies and roles to discuss the state of play of sustainability regulations and trends affecting corporate governance and strategy. At a time of significant changes in government policy, the panelists will discuss the role of climate, environmental, and social disclosures, shareholder proposals, and supply chain due diligence in the companies’ compliance efforts and voluntary programs. The panel features representatives of companies with a global presence that must navigate divergences between the U.S. federal and state levels, and between the U.S., the EU, and other markets. The panelists will reflect on their lessons learned and how they seek to position their companies’ sustainability strategies in the current climate.

Speakers:

Paul Mertenskotter, Special Counsel, Covington & Burling LLP

Parisa Elahi, Senior Counsel (Business and Human Rights), Cisco

Nancy Mahon, Chief Sustainability Officer, The Estée Lauder Companies Inc.

4:15 pm – 5:15 pm

Taking Stock of a Disruptive Year in Regulation and Governance

The session brings together seasoned counsel with experience in government and regulatory affairs to discuss how companies are reacting to and shaping increasingly complex and unpredictable business policy. The conversation will include “tales from the trenches,” offering lawyers practical insights into advising corporate leadership on legal strategy and managing regulatory risk and stakeholder scrutiny in a shifting environment for businesses. Attendees will gain a deeper understanding of how these developments impact legal strategy, compliance, and corporate governance.

Speakers:

Douglas Chia, President, Soundboard Governance

Amy Best Weiss, Executive Vice President and Head of Global Government Affairs, American Express

Stephanie Henning, Head, International Policy, Worldwide Government Affairs and Policy, Johnson & Johnson

Boyd M. Johnson III, Co-Chair, White Collar Defense and Investigations Practice and Partner-in-Charge, New York Office, WilmerHale LLP

12:15 pm – 1:45 pm

Lunch and Fireside Chat

David Tatel: Perspectives on Current Challenges Facing the Judiciary

This fireside chat features David Tatel offering his perspective on recent developments in the federal judiciary and the evolving role of the U.S. Supreme Court nearly one year into the new presidential administration. The conversation will explore key developments from a fevered pace of litigation and decisions with significant policy import, shifting judicial philosophies, and the broader implications for governance professional.

Speakers:

David Tatel, Retired Judge, United States Court of Appeals for the District of Columbia Circuit

Paul Washington, President and CEO, Society for Corporate Governance

1:45 pm – 2:00 pm

Break

2:00 pm – 3:00 pm

A Breaking Point for the Disclosure Framework as We Know It? 2025 Executive Compensation and Benefits Disclosure Developments

Examination of recent developments and emerging practice points in connection with the SEC’s executive compensation disclosure framework. The discussion will address potential outcomes from the SEC’s broad review of the existing framework as well as shareholder expectations. The panel will also cover trends in executive security and the differing perspectives on whether it should be considered a “perk” subject to disclosure.

Speakers:

Jennifer Zepralka, Partner, Public Companies & Corporate Governance, Capital Markets, Corporate & Securities Practices, Mayer Brown LLP

Winnie Ling, Head of Legal and People, Blend

Henrique Canarim, Vice President, Senior Assistant General Counsel, Securities, Governance & Transactions, Leidos Investor

Ed Gehl, Senior Director, Investment Stewardship, Vanguard

3:00 pm – 4:00 pm

The Future is Now (AI Part 2): Legal Ethics in the Age of Generative AI

A discussion of the specific roles and rules governing the legal profession in the context of the use of AI by in-house lawyers, and as in-house lawyers focus on supporting the development of internal process and procedures, including the impact on confidentiality and privilege, as well as record demands. The panel will also focus on the use of AI tools by and for corporate secretaries.

Speakers:

Matthew Bacal, Partner, Davis Polk & Wardwell LLP

Mari Grace, Partner, Davis Polk & Wardwell LLP 

John Kim, Chief Legal Officer, Cognizant

Frederik Erikson, Executive Vice President and General Counsel, Metropolitan Commercial Bank

4:00 pm – 4:15 pm

Coffee and Networking Break

4:15 pm – 5:15 pm

Contemporary Case Studies in Professional Responsibility and Ethics

A discussion of common ethical issues for in-house counsel, including understanding who is the client, business vs. legal advice and protecting confidentiality and privilege. The panel will also discuss the challenges of being in-house counsel in the current dynamic policy environment and shifting sentiment, including professional obligations.

Speakers:

Jim Killerlane, Vice President, Corporate Secretary and Chief Governance Officer, American Express

Connor Kuratek, Deputy General Counsel, Chief Compliance Officer and Corporate Secretary, Marsh & McLennan

Charles Duggan, Partner, Davis Polk & Wardwell LLP

Eileen McCarthy, General Counsel and Corporate Secretary, JetBlue Airways

5:15 pm – 6:30 pm