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Paul Hastings partners: Key takeaways for public companies facing shortseller reports

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Few events can disrupt a public company’s trajectory as suddenly as the publication of a short-seller report.  Often sensational in tone and light on substance, these reports typically allege that a company has misstated its financial condition, overstated business prospects, or engaged in improper practices.  The motive is rarely hidden: drive the stock price down for the short-seller’s own financial gain.

The impact, however, extends far beyond short-term market volatility. In today’s litigation landscape, stockholder plaintiffs’ firms routinely seize upon short-seller reports as the “emergence of the truth” necessary to allege loss causation under Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5. The interplay between activist short-sellers, securities plaintiffs’ lawyers, and courts presents challenges, legal issues, and business decisions that corporate leaders must anticipate.

A brief history of short-seller reports in securities litigation

Short-sellers have long been part of the U.S. capital markets, but the practice of publishing aggressive investigative-style reports designed to move markets with questionable accusations is a relatively recent phenomenon.  Courts generally view these reports with skepticism but will allow allegations relying on the reports to move past the pleading stage under certain circumstances.  As a result, reliance on these reports for securities claims does not appear to be dissipating.  Recent decisions highlight the evolving legal treatment:

  • In re BofI Holding, Inc. Sec. Litig., 977 F.3d 781 (9th Cir. 2020): The Ninth Circuit held that short-seller blog posts did not constitute a corrective disclosure because the short-seller had a financial interest to convince others to sell and disclaimed representations to accuracy or completeness, but qualified its analysis by stating that the short reports can qualify as corrective disclosures if they reveal new, credible information, regardless of the publisher’s bias.
  • In re Ideanomics, Inc., Sec. Litig., 2022 WL 784812 (S.D.N.Y. Mar. 15, 2022): The Southern District of New York found that two short reports were not corrective disclosures because neither revealed a fact previously undisclosed in the alleged misleading statements.
  • Saskatchewan Healthcare Emp.’s Pension Plan v. KE Holdings Inc., 718 F. Supp. 3d 344 (S.D.N.Y. 2024): The court explained that while short-seller reports must be viewed with caution, the short-seller report at issue had “sufficient indicia of reliability” to survive the pleading stage and the “truth” of the report was a factual question not appropriate on a motion to dismiss.  This decision highlights the precise reasons securities plaintiffs will continue to rely on these reports to allege corrective disclosures and loss causation.
  • In re Genius Brands Int’l, Inc. Sec. Litig., 763 F. Supp. 3d 1027 (C.D. Cal. 2025): The Central District of California found that a short-seller report did not support allegations of corrective disclosure and loss causation because the information simply repackaged readily available and digestible market information.
  • Defeo v. IonQ, Inc., 134 F.4th 153 (4th Cir. 2025): Following the Ninth Circuit’s reasoning in BofI, the Fourth Circuit recently affirmed a motion to dismiss stating that the stockholder failed to “clear the high bar of showing that the [short-seller report] revealed the truth” because the report relied on anonymous sources for its non-public information and included extensive disclaimers about the accuracy of the opinions.

Taken together, these cases confirm that courts focus on substance: Was genuinely new, credible information revealed?  Or was the report merely compiling existing information and disclaiming accuracy of its opinions?

Seven things every company should consider

For companies, short-seller reports pose a multi-dimensional threat:

  • Market: Stock prices may plummet following the report, eroding shareholder value and destabilizing investor relations.
  • Litigation: Plaintiffs’ firms rely on these reports to allege loss causation and “evidence” of the emergence of the truth of the fraud.
  • Reputation: The narrative of misconduct can linger, regardless of merit.

Failure to strategically assess the appropriate response (if any) can compound these risks.  Implementing the following steps are critical to successfully navigating short reports.

1.     Annotate the Short Report Under Privilege

The first step is to dissect the report line by line. Each allegation should be annotated to:

  • Identify what is factually incorrect or misleading.
  • Cross-reference the company’s prior public disclosures.
  • Flag statements that may require clarification in future filings.

This process should be conducted under attorney direction to preserve attorney-client privilege and work product protection. A disciplined, annotated version of the report becomes an indispensable tool to guide internal response, consider offensive litigation strategies, and to prepare for potential securities litigation.

2.    Evaluate Public Response and Offensive Options

Reflexive denials can backfire.  Responses must be vetted through legal and investor relations teams. Offensive actions may include:

  • Press release refuting allegations in the short report.
  • Preparing cease and desist letters to the publisher or to platforms hosting the report.
  • Evaluating defamation claims where the report contains demonstrably false factual assertions.
  • Engaging with regulators (e.g., SEC, FINRA, stock exchanges) when the report appears to manipulate the market through misleading statements.

Some companies have strategically deployed offensive tactics and obtained immediate results including short-sellers deleting a report and/or issuing a retraction.  However, offensive action is not always advisable. Press releases regarding the short report and litigation against short-sellers often amplifies their platform. Each situation requires judgment.

3.    Monitor the Stock Price and Trading Activity

The impact on stock price is not just an investor relations issue—it directly shapes litigation exposure. Courts often look to market reactions as evidence of loss causation. Companies should: (i) track intraday stock movements in the hours and days following publication; (ii) monitor trading volumes and identify abnormal patterns; (iii) evaluate recent news or events to assess whether alternative market factors may have impacted the stock movement rather than the short report itself; and (iv) assess whether there is any recent stockholder acquiring significant shares that may have interests to further disrupt corporate governance.

A careful record of market reaction can help defeat inflated causation theories.

4.    Monitor Short Interest and Derivatives Activity

Shortsellers often operate through opaque structures, including swaps and options. Companies should track short interest levels and derivative trading around the time of the short report. Elevated short activity can signal coordinated campaigns.

Some companies engage specialized analytics firms to monitor unusual patterns. This intelligence can support defensive strategies, investor communications, and, where appropriate, referrals to regulators.

5.    Engage Specialized Counsel with Short-seller Defense Expertise Early

Defending against short-seller campaigns is not standard securities litigation. It requires counsel with:

  • Activism defense experience to anticipate market-based tactics.
  • Securities litigation expertise to frame loss causation and materiality arguments.
  • Crisis management judgment to balance disclosure obligations with reputational risks.

Engaging counsel early allows the company to coordinate market response, disclosure strategy, and litigation posture in real time.

6.    Promptly Engage the Board of Directors

Short-seller reports are significant governance events. Boards should be briefed promptly, and directors should exercise oversight, which should be reflected in the minutes.  These practical processes are critical to protect the company’s and its stockholder’s interests.  It is not unusual, in fact it is expected, that any securities litigation will include derivative litigation brought by different stockholders.  The company’s directors must be informed and exercise their oversight function.

7.    Consider Whether to Engage with Long Term Strategic Investors and Sell-Side Analysts

It is typically prudent to proactively inform long-term strategic or major investors.  Direct communication from the company—rather than through media spin—can help preserve confidence and reduce reputational harm. A company should also leverage relationships with sell-side analysts in an effort to rebut the short-seller’s thesis.

Conclusion

The proliferation of short-seller reports will continue.  Those business leaders that implement these practical action items in response will have the upper hand in the fight to restore order and maintain the company’s trajectory.

The opinions expressed in Fortune.com commentary pieces are solely the views of their authors and do not necessarily reflect the opinions and beliefs of Fortune.

Fortune Global Forum returns Oct. 26–27, 2025 in Riyadh. CEOs and global leaders will gather for a dynamic, invitation-only event shaping the future of business. Apply for an invitation.



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Jensen Huang says AI bubble fears are dwarfed by ‘largest infrastructure buildout in human history’

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Pushing back against growing skepticism regarding the sustainability of artificial intelligence spending, Nvidia CEO Jensen Huang argued against the mountain backdrop of Davos, Switzerland, that high capital expenditures are not a sign of a financial bubble, but rather evidence of “the largest infrastructure buildout in human history.”

Speaking in conversation with BlackRock CEO Larry Fink, the interim co-chair of the World Economic Forum, Huang detailed an industrial transformation that extends far beyond software code, reshaping global labor markets and driving unprecedented demand for skilled tradespeople. While much of the public debate focuses on the potential for AI to replace white-collar jobs, Huang pointed to an immediate boom in blue-collar employment required to physically construct the new computing economy.

“It’s wonderful that the jobs are related to tradecraft, and we’re going to have plumbers and electricians and construction and steel workers,” Huang said. He noted the urgency to erect “AI factories,” chip plants, and data centers has radically altered the wage landscape for manual labor. “Salaries have gone up, nearly doubled, and so we’re talking about six-figure salaries for people who are building chip factories or computer factories,” Huang said, emphasizing the industry is currently facing a “great shortage” of these workers.

Ford CEO Jim Farley has been warning for months about the labor shortage in what he calls the “essential economy,” exactly the type of jobs mentioned by Huang in Davos. Earlier this month, Farley told Fortune these 95 million jobs are the “backbone of our country,” and he was partnering with local retailer Carhartt to boost workforce development, community building, and “the tools required by the men and women who keep the American Dream alive.” 

It’s time we all reinvest in the people who make our world work with their hands,” Farley said.

In October, at Ford’s Pro Accelerate conference, Farley shared that his own son was wrestling with whether to go to college or pursue a career in the trades. The Ford CEO has estimated the shortage at 600,000 in factories and nearly the same in construction.

Huang dismisses bubble fears

Fink brought up the bubble talk for a good reason: Fear of a popping bubble gripped markets for much of the back half of 2025, with luminaries such as Amazon founder Jeff Bezos, Goldman Sachs CEO David Solomon, and, just the previous day in Davos, Microsoft CEO Satya Nadella, warning about the potential for pain. Much of this originated in the underwhelming release of OpenAI’s GPT-5 in August, but also the MIT study that found 95% of generative AI pilots were failing to generate a return on investment. “Permabears” such as Albert Edwards, global strategist at Société Générale, have talked about how there’s likely a bubble brewing—but then again, they always think that.

Huang, whose company became the face of the AI revolution when it blew past $4 trillion in market capitalization (a bar recently reached by Alphabet on the positive release of its Gemini update), tackled these fears in conversation with Fink, arguing the term misdiagnoses the situation. Critics often point to the massive sums being spent by hyperscalers and corporations as unsustainable, but Huang countered the appearance of a bubble happens because “the investments are large … and the investments are large because we have to build the infrastructure necessary for all of the layers of AI above it.”

Huang went deeper on his food metaphor, describing the AI industry as a “five-layer cake” requiring total industrial reinvention, with Nvidia’s chips a particularly crunchy part of the recipe. The bottom layer is energy, followed by chips, cloud infrastructure, and models, with applications sitting at the top. The current wave of spending is focused on the foundational layers—energy and chips—which creates tangible assets rather than speculative vapor. Far from a bubble, he described a new industry being built from the ground up.

“There are trillions of dollars of infrastructure that needs to be built out,” Huang said, noting that the world is currently only “a few 100 billion dollars into it.”

To prove the market is driven by real demand rather than speculation, Huang offered a practical “test” for the bubble theory: the rental price of computing power as seen in the price of Nvidia’s GPU chips.

“If you try to rent an Nvidia GPU these days, it’s so incredibly hard, and the spot price of GPU rentals is going up, not just the latest generation, but two-generation-old GPUs,” he said. This scarcity indicates established companies are shifting their research and development budgets—such as pharmaceutical giant Eli Lilly moving funds from wet labs to AI supercomputing—rather than simply burning venture capital.

Beyond construction and infrastructure, Huang addressed the broader anxiety regarding AI’s impact on human employment. He argued AI ultimately changes the “task” of a job rather than eliminating the “purpose” of the job. Citing radiology as an example, he noted that despite AI diffusing into every aspect of the field over the last decade, the number of radiologists has actually increased. Because AI handles the task of studying scans infinitely faster, doctors can focus on their core purpose: patient diagnosis and care, leading to higher hospital throughput and increased hiring.

Fink reframed the issue, based on Huang’s pushback. “So what I’m hearing is, we’re far from an AI bubble. The question is, are we investing enough?” Fink asked, positing that current spending levels might actually be insufficient to broaden the global economy.

Huang appeared to say: not really. “I think the the opportunity is really quite extraordinary, and everybody ought to get involved. Everybody ought to get engaged. We need more energy,” he said, adding the industry needs more land, power, trade, scale and workers. Huang said the U.S. has lost its workforce population in many ways over the last 20-30 years, “but it’s still incredibly strong,” and in Europe, pointing around him in Switzerland, he saw “an extraordinary opportunity to take advantage of.” He noted 2025 was the largest investment year in venture capital history, with $100 billion invested around the world, mostly on AI natives.”

Huang concluded by emphasizing this infrastructure buildout is global, urging developing nations and Europe to engage in “sovereign AI” by building their own domestic infrastructure. For Europe specifically, he highlighted a “once-in-a-generation opportunity” to leverage its strong industrial base to lead in “physical AI” and robotics, effectively merging the new digital intelligence with traditional manufacturing. Far from a bubble, he seemed to be saying, this is just the beginning.



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Nearly 400 millionaires and billionaires are demanding Davos leaders to tax them more: ‘Tax us. Tax the super rich.’

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While the wealthiest business leaders from U.S. president Donald Trump to Nvidia CEO Jensen Huang touch down in the Swiss town of Davos to discuss the state of the world, a cohort of the ultra-rich are already sounding the alarm. Hundreds of millionaires and billionaires released an open letter in time for the World Economic Forum, calling on leaders attending the conference to fight raging wealth inequality with taxes. 

“Millionaires like us refuse to be silent. It is time to be counted. Tax us and make sure the next fifty years meet the promise of progress for everyone,” the letter stated

“Extreme wealth has led to extreme control for those who gamble with our safe future for their obscene gains. Now is the time to end that control and win back our future.”

So far, nearly 400 millionaires and billionaires across 24 countries have signed the letter condemning extreme wealth, including the likes of Hollywood actor Mark Ruffalo, Disney heirs Abby and Tim Disney, and real estate developer Jeffrey Gural.

The open letter is part of a “Time to Win” campaign, led by wealth redistribution organizations including Patriotic Millionaires, Millionaires for Humanity, and Oxfam. It criticized global oligarchs with riches who have “bought up” democracies, exacerbated poverty, stifled tech innovation, dampened press freedom, and overall, “accelerated the breakdown of our planet.” After all, 77% of millionaires from G20 nations think extremely wealthy individuals buy political influence, and 71% believe those with riches can significantly influence elections, according to a poll conducted for Patriotic Millionaires.

The Time to Win wealthy signatories offer a simple solution: “Tax us. Tax the super rich.”

“As millionaires who stand shoulder to shoulder with all people, we demand it,” the open letter continued. “And as our elected representatives—whether it’s those of you at Davos, local councillors, city mayors, or regional leaders—it’s your duty to deliver it.

Stars and billionaires are calling out the super-rich for being ungenerous 

As the world mints hundreds of thousands of millionaires yearly and billionaire wealth soars to record highs, some leaders can’t stand to stay quiet. Celebrities and the ultra-rich haven’t just sent a message to money-hoarders with the Time to Win letter—some have even called out billionaires in person, questioning their existence. 

“If you’re a billionaire, why are you a billionaire? No hate, but yeah, give your money away, shorties,” Eilish said onstage last year at the WSJ Magazine Innovator Awards with Meta mogul Mark Zuckerberg, worth $214 billion, in attendance. 

Even the most philanthropic members of the ultra-rich club are wary of their peers’ lack of charity. Billionaires have started their own initiatives like Warren Buffett, Melinda French Gates, and Bill Gates’ The Giving Pledge, which attracted more than 250 billionaires who pledged to donate at least half of their wealth during their lifetimes, or in their wills. But efforts have largely fallen short. Last year, French Gates admitted that the signatories haven’t given enough; And in a letter to shareholders, Buffett fessed up to the fact that billionaires aren’t following through. 

“Early on, I contemplated various grand philanthropic plans. Though I was stubborn, these did not prove feasible,” Buffett wrote. “During my many years, I’ve also watched ill-conceived wealth transfers by political hacks, dynastic choices, and, yes, inept or quirky philanthropists.”

Billionaire and millionaire wealth is on the rise 

There’s more people rolling in riches than ever before, and it’s fueling an equity crisis at the bottom of the economic ladder. 

In 2024 alone, the U.S. minted 379,000 new millionaires—over 1,000 millionaires every day—as the proportion of Americans in the ultrawealthy club swelled by 1.5%, according to a 2025 report from investment bank UBS. This cohort held about $107 trillion in total wealth at the end of that year: more than four times the amount they owned at the turn of the millennium. 

In 2000, there were only 13.27 million everyday millionaires, but by the end of 2024, the group swelled to 52 million people worldwide. 

While it might appear that eye-watering riches are spreading out to a larger number of individuals, it’s mainly concentrating at the top. America’s top 20% household earners—averaging a net worth of $4.3 million—accounted for about 71% of the U.S.’s total wealth at the end of 2024, according to 2025 data from the Federal Reserve. 

Meanwhile, the bottom half of American households, averaging about $60,000 in wealth, owned just 2.5% of the country’s wealth. For the vast majority of U.S. citizens, joining the millionaire club—and even more so, the billionaire club—is a total pipe dream.



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Trump fast tracks ‘three-week’ nuclear approval for big tech to fuel AI race

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President Donald Trump offered Silicon Valley an extraordinary deal on Wednesday: Build your own nuclear power plants to fuel AI, and his administration will approve them in just three weeks.

Speaking at the World Economic Forum in Davos, Switzerland, Trump addressed a room of tech executives struggling with an aging U.S. electrical grid.

“I came up with the idea,” Trump said. “You people are brilliant. You have a lot of money. You can build your own electric generating plants.”

Trump talked for about 10 minutes about energy in his speech, making it clear Trump views a straining electric grid as a central economic risk of 2026. As artificial intelligence pushes electricity demand to record highs, the administration is framing power shortages as an existential threat to growth and national security. Slashing approval timelines, Trump argued, is a necessary response to an energy system he said he believes is fundamentally unprepared for the AI era.

“We needed more than double the energy currently in the country just to take care of the AI plants,” Trump said. 

The proposal marks a radical departure from the traditional Nuclear Regulatory Commission (NRC) process, which historically requires four to five years for environmental and design approvals as well as rigorous site selection. Trump claimed that while tech leaders initially “didn’t believe him,” he assured them the government would deliver approvals for oil and gas plants in just two weeks, with nuclear projects following in three.

Trump said he wasn’t “a big fan” of nuclear power before, but now sees it as a newly viable solution due to safety improvements. 

“The progress they’ve made with nuclear is unbelievable,” he said. “We’re very much into the world of nuclear energy, and we can have it now at good prices and very, very safe.” 

While the potential upcoming wave of small modular nuclear reactors (SMR) could receive regulatory approvals in less than two years, there is little basis for going through an approval process with the Nuclear Regulatory Commission in closer to three weeks, and such an expedited process would trigger widespread concerns about safety and environmental risks.

Trump also touted a new energy alliance with Venezuela, noting the U.S. secured 50 million barrels of oil last week following the “end of an attack” on the nation that led to the deposition of President Nicolás Maduro. He said the new cooperation between the two nations would make Venezuela “fantastically well” while driving U.S. gasoline prices toward $2.00 a gallon.

Gasoline prices are the main inflationary measure by which costs have fallen during the first year of the new Trump administration. But they’re nowhere close to $2.00 per gallon. The national average for a gallon of regular unleaded is $2.76 per gallon this week, down 32 cents from a year ago, primarily because of rising OPEC oil production.

But Trump drew a sharp contrast with Europe’s energy landscape. Trump mocked the “Green New Scam,” citing a 64% spike in German electricity prices and the “catastrophic” decline of energy production in the United Kingdom. He targeted the North Sea and the proliferation of wind farms, which he labeled “losers” that “kill the birds.”

“Stupid people buy” wind farms, Trump laughed.



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