Law360: Activists Shift Focus to M&A, AI in Quieter Proxy Season

Matthew Sferrazza was recently quoted in the Law360 article, “Activists Shift Focus to M&A, AI in Quieter Proxy Season.” The article breaks down a report by Diligent Market Intelligence showing a surge in M&A focused activist campaigns in the first half of 2026.

Sferrazza told Law360 that activist campaigns for M&A transactions and proxy contests often represent alternative paths to achieving the same objective, stating that pendulum has swung in the direction of M&A in part due to the dynamics surrounding the universal proxy rules that took effect in late 2022.

He went on to say these rules lowered the barrier to launching proxy contests by allowing shareholders to vote for a mix of management and dissident nominees on a single card. But companies and their counsel have since responded by adopting or strengthening so-called advance notice bylaws that impose extensive procedural requirements before an alternative slate can even be considered.

Sferrazza also discussed how AI has emerged as a particularly flexible tool for activists to move in on a company, noting they can criticize businesses both for not doing enough with AI or for doing too much.

“On one hand you can say, ‘This board is a bunch of old curmudgeons, they’re never going to learn AI. They’re not going to implement it. By the time they come around, it’s going to be too late.'” Or, conversely, management has “drank the Kool-Aid,” is overspending and is blind to bubble risk, Sferrazza said.

Read the full Law360 article here (subscription required).