(0:00) Intro

(1:24) About the podcast sponsor: The American College of Governance Counsel

(2:11) Start of interview. *Reference to E91 (April 2023) for Steven's personal/professional background. 

(2:34) The current era of corporate law.

(3:39) Transition to Substack Publishing

(6:40) The DExit Phenomenon Explained

(11:35) Understanding Delaware's SB21 and Its Implications. His article, Course Correction for Controller Shareholder Transactions.

(19:53) The impact of SB21 on shareholder inspection rights (Section 220 litigation)

(23:20) Texas and Nevada: business-friendly but different environments

(25:55) The Future of Startups and Incorporation Choices *reference to a16z's Delaware exit (July 2025)

(29:56) The Cycle of IPOs and Market Trends (stay private vs go public debate). Reference to The Eclipse of the Public Corporation (1989)

(36:47) The Rise of U.S. Government Intervention in corporate affairs (industrial policy).

(38:28) The concept of a "golden share" (in reference to US Steel situation)

(42:04) The fluctuation of politics in corporate governance and industrial policy.

(45:44) Analyzing Public Benefit Corporations in AI industry ("is it driven by economics or PR?")

(53:07) Rethinking the ESG phenomenon (political polarization)

Stephen Bainbridge is the William D. Warren Distinguished Professor of Law at UCLA School of Law

You can follow Evan on social media at:

X: @evanepstein

LinkedIn: https://www.linkedin.com/in/epsteinevan/ 

Substack: https://evanepstein.substack.com/

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To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/

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Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro

(1:36) About the podcast sponsor: The American College of Governance Counsel

(2:23) Start of interview

(3:11) Brad's origin story

(4:54) Venture Capital Beginnings

(5:39) The Rise of the Internet

(8:10) His role in Softbank Technology Ventures and later Mobius Venture Capital. Reference to Heidi Roizen E6, E108 and E116

(12:26) Transition to Techstars and Foundry

(13:36) Origin and focus of his book Startup Boards. Reference to his blog post: Feld Thoughts. "Boards (and board members) for private companies operate on a bell curve" (some are excellent, some are horrific, and most are average).

(15:31) The Evolution of Founder-Friendly Terms

(30:06) Effective Board Composition

(35:00) Defining a Great Board: the Board as a Team. Reference to Matt Blumberg's Rule of 1s: see E52 (2022)

(38:05) "The goal of the board is to get different skill sets around the table" "I think a founder should fight against investors having additional observer seats."

(41:13) Why he considers it a red flag when a director claims they're acting out of "fiduciary duty." *Reference to the Startup Litigation Digest

(44:50) Governance concerns in the AI Boom

(47:37) Books that have greatly influenced his life:

1. Zen and the Art of Motorcycle Maintenance by Robert Pirsig (1974)
2. The entire pantheon of Neal Stephenson and William Gibson 
3. Science fiction written by female writers (as a category)
4. Hyperion Cantos by Dan Simmons

(50:05) His mentors: Len Fassler and his uncle, Charlie Feld.

(51:55) Quotes that he thinks of often or lives his life by: from his Dad: "If you're not standing on the edge, you're taking up too much space.", from Len: "Brad, they can't kill you and they can't eat you. Suit up."

(53:00) An unusual habit or an absurd thing that he loves. "I love philanthropically funding bathrooms." Also, the Banana Lounge at MIT.

(55:38) The living person he most admires: his wife Amy Batchelor.

Brad Feld has been an early-stage investor and entrepreneur since 1987. He co-founded two venture capital firms, Foundry Group and Mobius Venture Capital, and multiple companies, including Techstars. 

You can follow Evan on social media at:

X: @evanepstein

LinkedIn: https://www.linkedin.com/in/epsteinevan/ 

Substack: https://evanepstein.substack.com/

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To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/

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Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro

(1:30) About the podcast sponsor: The American College of Governance Counsel

(2:16) Start of interview. *Reference to E181 (July 2025) for Steven's personal/professional background.

(3:14) IPOs and Market Trends. Including Klarna and Gemini.

(5:29) The Stay Private vs. Go Public Dilemma. Valuations and market health (examples of Airbnb and Figma)

(12:00) The Oracle post-earnings 36% price increase. *Reference to article by Tom Chavez: In Defense of Bubbles.

(14:14) AI, Data Centers, and Market Dynamics

(15:15) OpenAI's Future and Governance

(20:12) Power Dynamics in Big Tech companies (Mag 7).

(22:35) Tesla and Elon Musk Compensation Structure (Mega Grants)

(24:53) Boardroom Accountability in Big Tech

(28:31) Scale AI and L&A (Licensing & Acquihiring) as the new M&A

(34:34) AI startup governance (e.g. SSI and Thinking Machine Labs)

(36:41) The Role of Directors in Governance. "Theater in the boardroom?"

(39:08) Startup Fraud (Elizabeth Holmes, SBF, etc) and the Startup Litigation Digest

(40:05) Legal Accountability and Ethics 

(46:39) The Future of AI and Market Valuations in the "Agentic Economy"

(51:43) The Importance of Board Leadership

Steven Wolfe Pereira founded Alpha to solve a critical problem: most boards are governing AI transformation without the frameworks, intelligence, or peer networks they need to make sound fiduciary decisions. 

You can follow Evan on social media at:

X: @evanepstein

LinkedIn: https://www.linkedin.com/in/epsteinevan/ 

Substack: https://evanepstein.substack.com/

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To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/

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Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro

(1:26) About the podcast sponsor: The American College of Governance Counsel

(2:13) Start of interview

(2:53) Teresa's origin story

(4:30) Her career path at Deloitte (37-year career)

(7:40) Transition to Board Service

(8:37) Joining the board of ServiceNow

(10:57) Joining the board of Warby Parker and understanding Public Benefit Corporations (PBCs)

(14:48) Joining the boards of Snowflake and Docusign

(15:38) Insights on Audit Committees (*reference to E179 with Jack Lazar)

(17:10) Evolving Responsibilities of Audit Committees

(21:40) The Climate and ESG Discussion

(24:15) Boardroom Diversity Trends

(26:13) The Rise of AI in Business

(30:18) Navigating Geopolitical Changes

(33:36) Handling Crisis Situations (her experience with whistleblower case and special committee with outside counsel investigation)

(37:28) Engaging with Activist Investors

(38:40) Founder Mentality vs. Governance *Reference to VC-Board Academy (on October 28, 2025 in NYC)

(42:10) The Future of Private vs. Public Companies (impact of IPOs) *Mention of CaaStle fraud case.

(45:57) The Impact of AI on Human Capital

(48:29) Work from Home Dynamics

(50:05) Book that has greatly influenced her life: Outlive, by Peter Attia (2022)

(50:50) Her mentors. Rich Fineberg

(51:51) Quotes that she thinks of often or lives his life by.

(52:24) An unusual habit or an absurd thing that she loves.

(53:11) The living person she most admires.

Teresa Briggs serves on the boards of DocuSign, ServiceNow, Snowflake and Warby Parker. She is a member of the audit committee for each company and is the audit committee chair of ServiceNow, DocuSign, and Warby Parker.

You can follow Evan on social media at:

X: @evanepstein

LinkedIn: https://www.linkedin.com/in/epsteinevan/ 

Substack: https://evanepstein.substack.com/

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To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/

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Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro

(1:27) About the podcast sponsor: The American College of Governance Counsel

(2:13) Start of interview

(2:51) Jonathan's origin story

(4:23) His Journey into Governance, initially via accounting with PwC and later with Lazard.

(6:17) Types of Governance Structures

(7:51) About his firm Current Capital Partners (M&A advisory, corporate management services, and PE investing).

(8:31) The Inspiration Behind his book On Boards: The Modern Playbook for Corporate Governance.

(10:44) Interviews that Shaped the Narrative. His standout: Admiral Michael Mullen.

(13:04) Target Audience for the Book

(14:48) The importance of "boards [with a roster of] best athletes, not experts in a narrow area."

(17:04) His personal journey into boardrooms

(19:56) Experience as an Expert Witness 

(21:41) Evolution of Delaware's Corporate Law. *Reference to Moelis case and Tesla's Elon Musk CEO compensation case. 

(24:40) AI's Impact on the Boardroom. "[I]t is critical to remember that directors oversee, but management runs the company day to day."

(29:50) Navigating Geopolitical Challenges

(32:01) The Rise of Shareholder Activism

(34:29) Insights on Corporate Restructuring *Reference to E38 on the rise of bankruptcy directors with Jared Ellias (now at HLS)

(38:33) Separation of Chair and CEO is preferable

(39:00) "I think term-limits are a cop-out" there should be annual individual director evaluations.

(39:43) The Need for Corporate Director Licenses.

(41:36) Books that have greatly influenced his life:

1. On a Clear Day You Can See General Motors, by Patrick J. Wright (1979)
2. The Right Stuff, by Tom Wolfe (1979)
3. The House of Morgan, by Ron Chernow (1990)

(42:30) His mentors

(43:18) Quotes that he thinks of often or lives his life by: "You can't get a hit if you don't swing the bat" "I'm dumb enough to make a decision" 
"It's all about tomorrow" "Have fun, life is too short"

(44:24) An unusual habit or an absurd thing that he loves.

(45:31) The living person he most admires: the Pope and Lebron James.

Jonathan Foster is an experienced corporate director, investment banker, and expert witness in corporate litigation, and the author of the new book On Boards: The Modern Playbook for Corporate Governance. He has served on more than 50 boards, including Fortune 500 companies, private companies and companies involved in restructurings.

You can follow Evan on social media at:

X: @evanepstein

LinkedIn: https://www.linkedin.com/in/epsteinevan/ 

Substack: https://evanepstein.substack.com/

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To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/

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Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro

(1:31) About the podcast sponsor: The American College of Governance Counsel

(2:18) Start of interview. *Reference to E36 (June 2021) for personal/professional background, and E90 (March 2023)

(3:13) Celebrating 25 Years of the Weinberg Center

(3:47) Uncovering John Weinberg's 1948 Thesis. Details for the Symposium at the Weinberg Center on Oct 9, 2025.

(6:12) The role of boards and directors from a historical perspective. *Reference to Gilson and Gordon's article on Boards 3.0.

(8:17) The contribution of the Weinbergs to corporate governance: Sydney led Goldman Sachs from 1930 to 1969,  and John led GS from 1976-1990.

(14:04) The Relevance of Historical Governance Debates. *Reference to the Startup Litigation Digest.

(16:53) Delaware's current corporate law challenges: charter competition with Nevada, Texas, and other states (and Fed Govt).

(24:35) The Impact of Delaware's SB 21 Legislation. *Reference to a16z's statement on leaving DE (and Larry's take on it). Reference to Delaware's SB 313 partially in response to the Moelis decision (on validity of stockholder agreements).

(33:10) On Delaware's DExit: "I barely see a trickle, let alone a flood."

(39:27) The Future of Delaware's Corporate Landscape

(44:17) Remembering Charlie Munger's Influence

(45:56) Warren Buffett's contribution to governance and the future of Berkshire Hathaway

(48:22) Goals for the Weinberg Center's Future

(49:55) The Evolving Role of Corporate Directors. "[B]oards of directors are here to oversee, not to be experts, to ask discerning questions, to press, to query, but not to micromanage or get in the way." "Nose in, fingers out" attributed to John Nash, founder of NACD.

Larry Cunningham is the Director of the John L. Weinberg Center for Corporate Governance at the University of Delaware, and a leading scholar, author, and advisor on corporate governance and board matters. 

You can follow Evan on social media at:

X: @evanepstein

LinkedIn: https://www.linkedin.com/in/epsteinevan/ 

Substack: https://evanepstein.substack.com/

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To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/

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Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro

(1:26) About the podcast sponsor: The American College of Governance Counsel

(2:13) Start of interview *mention of my participation in the Board Summit in Chile (Nov 2025)

(3:40) Tina's origin story

(6:19) From Germany to Latin America with Beiersdorf

(10:14) Her time with D&S and Walmart Chile 

(11:38) Her start with board memberships

(14:23) The Role of Independent Directors in Family-Owned Businesses

(19:44) Navigating Boardroom Challenges

(22:54) The Role of Pension Funds in Chile Nominating Independent Directors

(29:52) Evolving Diversity on Boards

(34:20) Teaching and Mentoring Future Leaders

(40:11) Challenges of Startups in Latin America and Chile. Tina is an angel investor focused on backing women founders.

(46:13) Importance of Board Evaluations. *Reference to HBR article: How Pioneering Boards Are Using AI

(52:42) Books that have greatly influenced her life:

1. Man's Search for Meaning, by Victor Frankl (1946)
2. Book from her father for her children

(54:22) Her mentors

(55:38) Quotes that she thinks of often or lives her life by: "Look forward"

(56:14) An unusual habit or an absurd thing that she loves.

(57:10) The living person she most admires: Female entrepreneurs. Reference to paper Don't Pitch Like a Girl

Tina Rosenfeld is a corporate director, advisor, and educator with deep experience in international governance and strategy. 

You can follow Evan on social media at:

X: @evanepstein

LinkedIn: https://www.linkedin.com/in/epsteinevan/ 

Substack: https://evanepstein.substack.com/

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To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/

__

Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro

(1:28) About the podcast sponsor: The American College of Governance Counsel

(2:15) Start of interview

(3:17) Steven's origin story

(7:09) The AI Market Explosion

(10:07) Introducing Alpha: the company he leads. 

(16:01) On Events and Board Forums: "There is going to be a premium on IRL really moving forward because the bar is going to be so high" 

(17:50) The Necessity of Tech-Savvy Directors

(19:58) Steven's State of the Art of AI for directors. "The AI wave is driven by 4 forces: 1) Compute (the most important), 2) Data, 3) Algorithms, and 4) Robotics."

(25:11) Recommendations for directors on how to dive deeper into AI. *Reference to Menlo Venture's 2025: The State of Consumer AI

(29:24) Understanding AI Tools and Their Value

(31:55) Governance in the AI Age "How can you govern something you don't understand?"

(38:21) Navigating Private vs. Public Companies

(44:58) Geopolitical Tensions and AI. The options: 1) The Empire Strikes Back (China); 2) Star Trek (EU); and 3) The Capitalist Version of Mad Max (USA)

(49:28) The Future of Agentic AI

(52:12) The Importance of Data as an Asset

(58:53) How can the Board address the AI challenge

(1:04:14) Books that have greatly influenced his life:

1. Meditations, by Marcus Aurelius 
2. Start with Why, by Simon Sinek (2009)
3. The Coming Wave, by Mustafa Suleiman (2023)

(1:05:36) His mentors

1. Chinh Chu 
2. Viola McCausland
3. Paul Sagan
4. David Kenny
5. Lisa Hook

(1:07:39) Quotes that he thinks of often or lives his life by: "You become what you give your attention to.

(1:08:19) An unusual habit or an absurd thing that he loves.

(1:09:20)  The living person he most admires.

Steven Wolfe Pereira founded Alpha to solve a critical problem: most boards are governing AI transformation without the frameworks, intelligence, or peer networks they need to make sound fiduciary decisions. 

You can follow Evan on social media at:

X: @evanepstein

LinkedIn: https://www.linkedin.com/in/epsteinevan/ 

Substack: https://evanepstein.substack.com/

__

To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/

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Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro

(1:14) About the podcast sponsor: The American College of Governance Counsel

(2:00) Start of interview

(2:36) Erik's origin story

(4:14) Discussing Foreign Private Issuers (FPIs): His article "SEC Revisits Foreign Private Issuer Eligibility" (June 2025)

(16:45) The Rise of AI and Its Implications. Discussion on "AI Washing"

(19:30) Distinguishing statutory mandates between the SEC, FTC, and DOJ on regulatory oversight of AI

(20:40) The evolving crypto regulatory landscape "It's a pretty big sea change" "[Now it's] all about bright line rules (vs flexible standards) and trying to provide a lot more certainty to the market."

(23:24) Cybersecurity Threats and Board Responsibilities. Two requirements from SEC: 1) public companies must disclose material cybersecurity incidents within four business days after determining that that incident was material, and 2) disclosure in a company's annual report about its risk management strategy and governance around cybersecurity. "The real focus is on the material cybersecurity incident reporting."

(29:43) Current Trends in IPOs, SPACs and M&A (Liquidy Exits)

(32:32) SEC Priorities in 2025 and beyond. "The SEC leadership has underscored a back-to-basics approach. What this means is focusing more on clear fraud and fraud that is scienter-based." "They're [also] going to emphasize much more quantitative materiality rather than qualitative materiality." "[This] is another example of how this SEC is focused on bright line rules." 

(36:51) SEC Enforcement in Private Markets *Mention of the Startup Litigation Digest.

(40:31) The Shift from Delaware to Nevada, Texas, and Impact of Delaware's SB21.

(48:08) Books that have greatly influenced his life:

1. Against the Gods: The Remarkable Story of Risk, by Peter L. Bernstein (1996)
2. A Random Walk Down Wall St, by Burton Malkiel (1973)
3. The Sound and the Fury, by William Faulkner (1929)

(48:54) His mentors

(50:16) Quotes that he thinks of often or lives his life by.

(50:48) An unusual habit or an absurd thing that he loves.

(51:13) The living person he most admires.

Erik Gerding is a Capital Markets partner at Freshfields advising on securities regulation, financial markets and corporate governance. Until the end of 2024, Erik served as the SEC’s Director of the Division of Corporation Finance.

You can follow Evan on social media at:

X: @evanepstein

LinkedIn: https://www.linkedin.com/in/epsteinevan/ 

Substack: https://evanepstein.substack.com/

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To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/

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Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License

(0:00) Intro

(1:30) About the podcast sponsor: The American College of Governance Counsel

(2:16) Start of interview

(3:09) Jack's origin story

(4:11) The Accounting Foundation. His time at PriceWaterhouse (1987-1992)

(5:45) His Startup/Executive Journey. Electronics for Imaging => Apptitude => NetRatings => Atheros => Qualcomm

(12:15) Transitioning to Board Service. His start with Silicon Labs (2013)

(12:26) His time as CFO at GoPro (2014-2016)

(13:55) His focus on boards since 2016 (~10 public boards, ~15 overall since)

(14:41) Differences between public and private company board service.

(18:55) The Current IPO Landscape plus staying private for longer vs going public.

(24:45) Founder Dynamics in Governance and the Dual-Class Share Debate. "In general, I don't like dual-class shares (...) I blame the banks for this." His experience at Casper and ThredUp. "I don't believe in sunset provisions above 7 years. Frankly, I think 3 years is long enough"

(32:10) Navigating Shareholder Activism. His experience with Mellanox (sold to NVIDIA for $6.9B) and Box (won proxy fight).

(37:27) His support for Classified Boards

(40:27) AI and Semiconductor Future. His board position at NatCast, a non-profit entity designated to operate the National Semiconductor Technology Center (NSTC) by the Department of Commerce. Reference to his TEDx talk: "Why Technology is Not Silicon Valley's Real Innovation" (2016)

(48:40) Geopolitical Challenges in Tech

(53:04) The Importance of Risk Planning by the board (downside plans, "defcon processes", etc)

(54:54) Books that have greatly influenced his life:

1. The Goal, by Eliyahu M. Goldratt (1984)
2. Good to Great, by Jim Collins (2001) 

(55:49) His mentors:

1. Chuck Robel, from Price Waterhouse
2. Irwin Federman, the Chairman of Mellanox
3. Bill Elmore, Founder Foundation Capital
4. Andy Rappaport, August Capital

(57:39) Quotes that he thinks of often or lives his life by.

(59:12) An unusual habit or an absurd thing that he loves.

(01:00:41) The living person he most admires.

Jack Lazar has more than 30 years of Silicon Valley experience with a focus on finance and operations. He currently serves on the boards of Astera Labs (ALAB), Box (BOX), GlobalFoundries (GFS), and Resideo (REZI). He also consults with a variety of private companies, including Tonal, where he is chair of the board. 

You can follow Evan on social media at:

X: @evanepstein

LinkedIn: https://www.linkedin.com/in/epsteinevan/ 

Substack: https://evanepstein.substack.com/

__

To support this podcast you can join as a subscriber of the Boardroom Governance Newsletter at https://evanepstein.substack.com/

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Music/Soundtrack (found via Free Music Archive): Seeing The Future by Dexter Britain is licensed under a Attribution-Noncommercial-Share Alike 3.0 United States License