10/29/26 – Issue 11.43 – Your weekly news on all things board. 

Center stage is Anthropic as the AI giant prepares for what could be the largest IPO in history. Waiting in the wings, however, a myriad of other governance acts will be adding to the drama of the next few weeks. Anthropic, the star player, has its extraordinary revenue growth and staggering losses drawing plenty of attention. The just-as-intriguing story may be its unconventional governance structure, with founders controlling shareholder votes and a special trust, board committee, and potentially employees influencing board composition. Who ultimately holds the power, and how will they be held accountable? Meanwhile, scrutiny of proxy advisers raises questions about politics and shareholder influence. The unraveling of storied law firm Weil Gotshal reminds stewards that succession planning, reinvestment, and internal power struggles can literally make or break any organization at a foundational level. Adding to the heavy lift of the board, new research finds that expanding oversight demands are leaving directors less time for strategy. Elsewhere, DoorDash’s $17 billion acquisition of Instacart highlights the strategic decisions boards face amid industry consolidation, and Nelson Peltz’s bid to take Wendy’s private puts board independence and potential conflicts of interest in focus. This week’s news underscores a familiar mandate for star performers in governance: ensuring that those entrusted to make consequential decisions have the independence, fortitude, and accountability to make them well.

In the Spotlight

“Four years into the artificial intelligence boom, investors are beginning to question how much longer it can go. On Monday, Anthropic, the maker of the Claude chatbot and a key developer of cutting-edge A.I. models, painted a picture of future growth propelled by the technology — including advances in science, discovering cures for diseases and bringing about explosive economic growth — as it prepares for what could be the largest ever initial public offering…. In the filing, Anthropic said its revenue skyrocketed to $16.3 billion in the first half of the year, a 14-fold increase from a year earlier, largely from businesses using its A.I. software, including Claude. But as it spends billions to grow, Anthropic has bled money. The company lost more than $80.7 billion in the first half of the year, compared with a loss of $13 billion a year earlier. Anthropic could aim to raise more than $100 billion in its public listing, which could value the company at $2 trillion, pushing it past Elon Musk’s SpaceX as the world’s biggest I.P.O. The privately held company had already surpassed rival OpenAI’s valuation in May, reaching $900 billion compared with OpenAI’s $730 billion." NEW YORK TIMES

“Here’s how it works: The trust’s single Class T share carries the right to fill a majority of seats on Anthropic’s board. But one of those seats—initially held by former Microsoft finance chief Christopher Liddell—also needs approval from the nominating and corporate-governance committee of Anthropic’s board. If they don’t sign off within 15 days, a special class of shares held by Anthropic employees gets to decide. If they say no, the trust offers a new pick. Rinse and repeat. The same process applies to removing the specified director without cause. The trust’s margin on Anthropic’s board is at most one seat, meaning the governance committee and employees hold the balance of power.” WALL STREET JOURNAL

Anthropic’s IPO Gives Founders Firm Control, Leaving Shareholders With Limited Influence

The AI giant’s seven co-founders will retain majority voting power, raising questions about shareholder rights, board accountability and the balance of power at one of the world’s most valuable companies

“Prospective Anthropic investors better buckle up, because the AI company’s seven co-founders are firmly in the driver’s seat. The Amodei siblings — Anthropic CEO Dario Amodei and President Daniela Amodei — and five others will be the ‘sole members’ of ‘Founder LLC,’ a new entity that will hold 50.1% of the voting power of the company’s outstanding shares. The structure gives them ‘the ability to determine the outcome of all matters submitted to a vote of our stockholders generally for the foreseeable future,’ Anthropic said in its IPO prospectus on Monday. The arrangement will also limit the power and influence of institutional and retail investors, who will have to put their trust in a small band of artificial intelligence engineers and researchers as the company marches toward a trillion-dollar-plus market cap.” CNBC

From Boardspan this Week

Corporate Accountability Starts in the Boardroom

What distinguishes the most effective boards from the rest?

“As questions of corporate power, control, and accountability take center stage, the effectiveness of board oversight matters more than ever. Boardspan's 2026 Benchmark analysis of high-performing boards sheds light on what distinguishes exceptional governance—from stronger alignment around strategy and more constructive engagement with management to a greater willingness to challenge assumptions. The findings reveal meaningful differences in how the most effective boards operate.” BOARDSPAN

Across the Board

Political Influence in Proxy Adviser Recommendations Called Into Question

The Texas senator is seeking answers from the two influential proxy advisory firms after they opposed corporate relocations to Texas, questioning whether their recommendations prioritized politics over investors’ financial interests

“Senate Commerce Committee Chairman Ted Cruz is questioning whether investor recommendations by Glass Lewis & Co. and Institutional Shareholder Services Inc. were tainted by political considerations after they opposed corporate moves to Texas. Cruz, a Texas Republican, wrote in letters to the companies seen by Bloomberg that he was concerned each company might be ‘prioritizing political objectives over the best financial interests of its clients.’ He also asked if they are ‘engaging in anti-competitive conduct or unfair or deceptive acts or practices in violation of federal antitrust or consumer protection laws.’” BLOOMBERG

Failed Succession Planning Unravels Vaunted Wall Street Behemoth

The collapse of a planned leadership transition, coupled with partner defections and unsuccessful merger efforts, exposed deeper strategic weaknesses at the once-powerful firm

“The turmoil at Weil, Gotshal & Manges has led its leaders to wind down the law firm. They took the steps as the firm hemorrhaged top lawyers and had no clear succession plan after its incoming chair declined to step into the role. Such a fall is extraordinary for a firm with some 1,200 lawyers worldwide and had been among the most well-regarded and profitable in the industry…. The roots of the crisis at Weil date back more than a decade. The firm raked in business during the chaotic aftermath of the 2008-09 financial crisis but failed to reinvest those profits and even cut lawyers when many of its competitors were in growth mode. It has fallen behind industry leaders in head count, revenue and profit—leaving it vulnerable to poaching from rival firms. Weil has pushed hard in the past year or so to grow, seeking a firm with which to merge and amping up efforts to lure new partners. Some firm insiders say there was a power struggle between influential partners who wanted to grow to compete with mega-firm rivals and others who wanted to remain smaller.” WALL STREET JOURNAL

Governing in an Age of Disruption: How Boards Are Adapting to New Realities

Amid accelerating technological change, geopolitical volatility and growing regulatory complexity, corporate directors are reassessing the expertise, priorities and practices needed for effective governance

“Across 42 interviews with board directors in the U.S., UK and Canada, a consistent description emerged of the markets their companies are navigating. Faster, more interconnected, less patient. A corresponding analysis of board composition data over 15 years for the U.S. S&P 500, UK FTSE 100 and Canadian TSX 60 companies revealed how boards have been evolving and adapting to new pressures…. Boards continue to build capability around new demands. Risk and governance expertise is now credited to about half of U.S. and Canadian directors, while technology and sustainability are among the other areas showing significant gains. Directors acknowledge the squeeze on strategy time. As oversight demands squeeze strategy time, boards are becoming more disciplined about how they work, tightening agendas and materials, using committees more deliberately and shifting appropriate work between meetings to preserve space for strategic discussion.” HARVARD LAW SCHOOL FORUM ON CORPORATE GOVERNANCE

DoorDash Makes $17 Billion Bet on Instacart to Expand Delivery Dominance

The acquisition would unite leading restaurant and grocery delivery platforms, extending DoorDash’s reach as competition intensifies and the industry moves toward consolidation

“DoorDash said on Thursday that it had agreed to buy Instacart for $17 billion, in a deal that would fold the nation’s dominant grocery delivery app into the company that already controls most of America’s restaurant takeout orders. Together, the companies would dominate the business of bringing dinner and groceries to Americans’ doors. Under the terms of the agreement, Instacart shareholders would receive $65 per share, mostly in cash, 11 percent over the company’s closing price on Wednesday. The deal has been approved by both companies’ boards…. The takeover is DoorDash’s largest to date, surpassing its roughly $8 billion buyout of Finnish food-delivery company Wolt and its acquisition of Deliveroo, a British rival. It was also a striking turn for Instacart, which was valued at $39 billion by private investors during the pandemic grocery boom.” NEW YORK TIMES

Peltz Pushes to Take Wendy’s Private, Raising the Stakes for Its Board

With Trian already holding a significant ownership stake and a seat on the board, the longtime investor argues that a private ownership structure offers a better path to revitalizing the struggling company

“Nelson Peltz’s hedge fund Trian Fund Management offered to buy Wendy’s for around $1.4 billion Wednesday, arguing that the struggling fast-food chain is ‘at a critical juncture’ and would be better off as a private company…. The restaurant operator Flynn Group and the investment firms BlueFive Capital and Sixth Street Partners are working with Trian. Wendy’s had a market value of roughly $1.2 billion as of Tuesday’s close…. The fast-food company’s stock had been down roughly 70% over the past five years after operational missteps weighed on traffic and pressured earnings…. Peltz has long been a major investor in the chain. His firm currently holds a roughly 16% stake, along with related parties, and continues to have a board presence. His son, Bradley, sits on its board…” WALL STREET JOURNAL

Seat at the Table

• BlackBerry appoints to its board David Chaikof, former Partner at Torys LLP

• Lululemon elects to its board Tara Poseley, former Chief Product Officer at Lululemon

• Nasdaq announces to its board Börje Ekholm, former President and CEO of Ericsson

• Opendoor appoints to its board Mike Alfred, Founder of investment firm Alpine Fox

• British American Tobacco names to it’s a board Bruce Sewell, former SVP and General Counsel at Apple

• Financial services firm First Horizon welcomes to its board Dr. Jeffrey Balser, President and CEO of Vanderbilt University Medical Center

• Entera Bio adds to its board Juan Arjona Ferreira, Head of Research & Development and Chief Medical Officer at Organon

• Faeth Therapeutics names to its board Dr. Adam Schayowitz, EVP and Head of Research and Development at Zymeworks

• Altimmune appoints to its board Peter Greenleaf, former CEO of Aurinia Pharmaceuticals; and Alex Howarth, former CFO of Madrigal Pharmaceuticals

• Manufacturing firm Standex elects to its board Brenna Preisser, EVP and President of Brunswick Boat Group at Brunswick Corporation

• FuelCell Energy welcomes to its board Peter Hopper, Co-Founder and Managing Director of Primary Digital Infrastructure

• First Financial announces to its board Tim Massa, former EVP and Chief Associate Experience Officer at Kroger

• Cloud communications firm Bandwidth elects to its board Chip Schroeder, former Managing Director at Silver Lake

• Transportation firm Saia appoints to its board Todd Fowler, Director of Strategic Partners at venture capital firm Autotech Ventures

• Marathon Petroleum adds to its board David Constable, former Chairman and CEO of Fluor Corporation

About Boardspan
Boardspan helps boards raise the bar on their critical governance mandates by combining cutting edge digital capabilities with high-touch consulting services. They are leaders in board assessments, individual director & CEO evaluations, board succession strategy & search, skills & composition analyses, and bespoke advisory work. Boardspan’s focus is entirely on boards, delivering deep experience, objectivity, an analytical orientation, and insight-driven recommendations. Boardspan works with public, private and non-profit organizations across all verticals including consumer, healthcare, financial services, technology, industrials and non-profit. Specific clients include Archer Daniels Midland, Autodesk, Blue Shield (CA), Boston Beer Company, Colgate-Palmolive, e.l.f. Beauty, HubSpot, Ingersoll Rand, KKR, Lam Research, the PGA, Roblox, Salesforce, the USOPC, and scores more.