Shareholder activism has changed as ownership, voting rules, and investor priorities have shifted.
Against this changing corporate backdrop, Derek Oliver Zaba has developed a public record of commentary on shareholder activism and corporate governance. His work appears in a wide variety of legal and governance publications, industry journals, podcasts, and conference programs. He has written extensively with colleagues, often with his partner Kai Liekefett, on all aspects of shareholder activism and hostile M&A, including universal proxy contests, shareholder engagement, takeover rules, ESG concerns, and the changing tactics used by activist investors.
The Harvard Law School Forum on Corporate Governance has published several contributions involving Zaba. These include a 2017 article showing how companies must adjust their defense strategies in light of the tectonic shift in shareholder base composition over the prior years. Also published were a 2021 discussion of SPACs as a new area for activism, a 2022 article on advance-notice bylaws and activist challenges, and a 2023 analysis of the first universal proxy contests. The forum also published his 2024 discussion of activism following the US presidential election.
Zaba’s publications also address how boards can respond before an activist campaign becomes public. In a 2023 Directors & Boards article, Zaba and co-authors examined how universal proxy voting affects contested elections. They noted that the rules permit shareholders to mix candidates from different proxy cards. A later 2024 article, “What to Do When an Activist Shows Up,” argued that boards should review financial performance, strategy, governance, board composition, and structural defenses before receiving activist outreach. His published work therefore covers both legal changes and practical board preparation. In a December 2025 article, Zaba and Liekefett examined further changes in voting structures, including the emergence of retail voting programs.
Zaba has also written about how activism intersects with broader market and political developments. In 2021, TechCrunch published his article on ESG and shareholder activism in Silicon Valley, co-authored with colleagues. The article linked growing investor attention to environmental and social issues with demands from institutional and individual investors. In 2022, The Deal interviewed Zaba about M&A activism, including the possibility that activists would favor transaction proposals over longer operational campaigns during market uncertainty. He later contributed to Law360’s reviews of shareholder activism in 2024 and 2025. These publications cover shifts in activist priorities, M&A demands, and campaign outcomes, placing his commentary within broader reporting on the field rather than treating it as a standalone view.
Retail investors and voting mechanics have also become a subject of discussion. Zaba has contributed to commentary on retail voting programs and the changing distribution of voting power among shareholders. The issue gained attention as companies sought ways to increase individual investor participation. ExxonMobil introduced a program designed to encourage retail shareholders to vote alongside management, and the company reported that individual investors held nearly 40% of Exxon’s shares but historically had much lower voting participation.
Zaba and Liekefett’s broader commentary has examined how changes in shareholder composition can affect activism and defense strategies. Zaba’s work on universal proxy contests has also focused on how boards should understand their shareholder base and prepare for candidate-level voting.
Teaching and public speaking also make up part of Zaba’s professional record. Stanford Law School lists him as a speaker at its Directors’ College, including the 2022, 2024, and 2025 programs. The 2022 program examined activist defense, board vulnerabilities, and the Exxon proxy contest. The 2024 program addressed shareholder activism and universal proxy voting. Stanford Law School also lists him as an instructor teaching a course on shareholder activism, contested M&A, and corporate governance. These roles connect his practice with continuing legal and board education.
His professional recognition further reflects his standing. Chambers USA has ranked Zaba in Corporate/M&A: Takeover Defense from 2021 through 2026. The American Lawyer named him a Western Region Trailblazer in 2022 for his work in shareholder activism and contested M&A. Since 2023, The Legal 500 has recognized him as a leading lawyer for Shareholder Activism: Advice to Boards. He was recognized as one of the Lawdragon 500 Leading Dealmakers in America in 2025. Separately, Sidley has received firm-level recognition, being consistently ranked No. 1 for company-side shareholder activism defense in league tables published by Bloomberg and FactSet in recent years.
Taken together, Zaba’s public record extends beyond his work advising companies. His published commentary addresses changes in shareholder ownership, universal proxy voting, ESG activism, M&A campaigns, board preparation, and retail participation. His engagements at Stanford Law School, NACD, and Directors & Boards have brought those subjects before directors, lawyers, and other governance professionals. Zaba’s role spans legal practice, research, teaching, and professional forums. Zaba’s public record spans legal practice, teaching, and commentary on the changing rules, strategies, and governance questions surrounding shareholder activism.
