NEW DATA: SPACEX AND SEVEN OTHER COMPANIES HAVE RAISED $77.8 BILLION IN IPOS AS TEXAS ENTITIES. New research from SMU’s Corporate Governance Initiative identifies seven corporations and one LLC that have gone public under Texas law since 2025. SpaceX alone raised $75 billion. Six of the seven corporations moved to Texas while still privately held, meaning public shareholders never voted on their corporate domicile. Every one of the seven post-reform corporations selected the Texas Business Court as its exclusive forum for internal corporate disputes. And five additional Texas companies are in the IPO pipeline, including SoftBank-backed SB Energy, which converted from Delaware to Texas in August. The research documents another dimension of the competition over corporate law: companies choosing Texas before public investors ever buy their shares.

🚨 NEW: COINBASE CEO BRIAN ARMSTRONG HAILS TEXAS COURT VICTORY, SAYS IT SHOULD ENCOURAGE MORE COMPANIES TO INCORPORATE THERE. Armstrong praised an October 2 Texas Business Court ruling dismissing a shareholder lawsuit against Coinbase directors over alleged misconduct dating back to the company’s Delaware years. “Important legal precedent in Texas to encourage more companies to incorporate there,” Armstrong wrote Friday, October 9, thanking Governor Greg Abbott for creating a stable foundation for American businesses. The court ruled that Texas law governs shareholders’ authority to bring derivative lawsuits after reincorporation, even when the underlying allegations concern conduct from a company’s Delaware years. Texas requires a written demand on the board before filing such a lawsuit. Delaware allows certain shareholders to bypass that requirement by establishing demand futility. The dismissal was without prejudice, and the court did not rule on the underlying allegations. But Coinbase’s departure from Delaware has now produced a tangible legal consequence.

🚨 NEW: RIPPLE-BACKED XRP COMPANY CLOSES DEAL TO GO PUBLIC … WITH NEVADA, NOT DELAWARE, AS ITS CORPORATE HOME. Evernorth Holdings announced Friday that it completed its business combination with Armada Acquisition Corp. II. The company enters public markets holding approximately 473 million XRP alongside roughly $300 million in gross cash proceeds. Its backers include Ripple, Michael Arrington’s Arrington Capital, Pantera Capital, Kraken and SBI Group. Evernorth’s Nasdaq trading debut is scheduled for Monday, October 12, under the ticker XRPN. The corporate structure is notable: Evernorth was established as a Nevada corporation, and its newly completed public-company combination retains that domicile. This is not a Delaware reincorporation or departure. It is a newly formed public company backed by prominent crypto and venture investors operating under Nevada corporate law.

🚨 NEW: TWO NASDAQ-LISTED COMPANIES LEFT DELAWARE FOR NEVADA ON THE SAME DAY. Cemtrex (CETX) confirmed in an SEC filing released October 9 that its reincorporation became effective October 7, the same day NextNRG (NXXT) completed its own Delaware-to-Nevada conversion. Both companies remain publicly traded on Nasdaq. Neither relocated its business operations or management. Cemtrex’s conversion was approved through shareholder written consent rather than a general shareholder meeting. Its controlling shareholder held approximately 71% of the company’s voting power. The company’s filing confirms that Nevada law now governs its internal corporate affairs, including changes to shareholder rights, director liability protections and indemnification provisions. Two more completed Delaware departures, with the corporate legal framework changing while the businesses themselves remain in place.

🚨 NEW: NASDAQ-LISTED NEXTNRG HAS OFFICIALLY LEFT DELAWARE FOR NEVADA. NextNRG (NASDAQ: NXXT) confirmed in an SEC filing that its reincorporation became effective October 7. Shareholders had approved the move in December 2025. The company has now completed the required filings in both states, replacing its Delaware charter and bylaws with Nevada governing documents. The company confirmed that its headquarters, management, employees, operations, assets and liabilities remain unchanged. Its Nasdaq listing also continues. What has changed is its corporate domicile: Nevada law now governs NextNRG’s internal corporate affairs instead of Delaware’s General Corporation Law. Another completed departure from Delaware, this time to Nevada rather than Texas.

🚨 NEW: THE SEC REVEALS HOW CLIMATE ACTIVISTS PRESSURED BLACKROCK AND STATE STREET DURING THE EXXONMOBIL BOARD REVOLT. A newly released 23-page SEC investigation details how Climate Action 100+ members organized efforts to influence ExxonMobil’s board and corporate policies. One striking finding: after Exxon excluded a climate-related shareholder proposal, a CalPERS representative said Exxon directors should have “hell to pay.” A BlackRock executive separately described a campaign against Exxon’s board as “extremely irresponsible.” The SEC found no evidence that BlackRock or State Street agreed to vote in particular ways and is bringing no enforcement action. But it warned that coordinated shareholder activism, including through outside coalitions, can trigger stricter ownership-disclosure obligations. The report arrives as Washington is reconsidering how much influence activist shareholders should have over American corporations.

BIOTECH FOUNDER WHOSE FAMILY RECEIVED APPROXIMATELY $700 MILLION FROM A COMPANY SALE IS NOW FIGHTING FOR AN ADDITIONAL $365 MILLION IN DELAWARE’S SUPREME COURT. Immunomedics founder David Goldenberg is challenging a Delaware Chancery ruling that rejected his interpretation of a revenue-sharing agreement following Gilead Sciences’ $21 billion acquisition of the company. Goldenberg’s employment agreement entitled him to 1.5% of certain company revenue. He argues that after the acquisition, Gilead became an affiliate under the agreement, entitling him to a share of revenue across Gilead’s businesses. Chancery disagreed, finding the agreement was intended to compensate Goldenberg for revenue connected to his scientific research, not unrelated businesses owned by the acquirer. Goldenberg asked Delaware’s Supreme Court on Wednesday to reverse that ruling. The dispute centers on how broadly an acquisition can expand a founder’s contractual compensation rights.

JUST IN: CHARLES SCHWAB ..WITH $13.4 TRILLION IN CLIENT ASSETS .. HAS BEGAN TRADING ON THE TEXAS STOCK EXCHANGE. Schwab is joining TXSE under ticker SCHW while keeping its primary NYSE listing. The company has more than 40 million active brokerage accounts, is headquartered in Texas and was one of TXSE’s original investors. CEO Rick Wurster said Schwab is backing what the exchange “represents for the future of U.S. markets.” One note: Schwab itself remains a Delaware corporation. This is not a DExit. But one of America’s largest financial institutions putting its stock on a new Texas exchange is another meaningful piece of the corporate infrastructure Texas is building.

🚨 NEW: ANOTHER NYSE-LISTED COMPANY IS LEAVING DELAWARE FOR TEXAS - WITH 86% SHAREHOLDER SUPPORT. Spruce Power filed yesterday that it expects to complete its Delaware-to-Texas redomiciliation around October 20. The company’s explanation is unusually direct. Its board told shareholders Spruce has “no meaningful operational connection to Delaware” and was originally incorporated there solely because of Delaware’s legal framework .. a framework the board now says is no longer best suited for the company. Spruce also cited Texas’s codified business judgment rule, greater certainty for corporate decision-makers and reduced litigation risk. Its headquarters, employees, operations and NYSE listing will remain unchanged.

NEW DATA: ISS AND GLASS LEWIS OPPOSED 15 OF 16 TEXAS REDOMICILIATION PROPOSALS. SHAREHOLDERS PASSED 13 ANYWAY. A new Pay Governance analysis published by Harvard’s Forum on Corporate Governance shows just how wide the gap has become between proxy advisers and actual institutional voting. BlackRock supported 11 of 14 Texas redomiciliation proposals. State Street supported 13 of 15. Among non-controlled companies, median shareholder support for moving to Texas was 67%. Among companies with controlling or concentrated ownership, it was roughly 85%. Proxy-adviser opposition is clearly not enough to stop the redomiciliation trend.

JUST IN: DELAWARE’S SENATE HAS CONFIRMED KYLE LACHMUND TO THE COURT OF CHANCERY : 19-0. Lachmund will serve a 12-year term on the court at the center of America’s corporate-law system. He comes from Richards, Layton & Finger, previously practiced at Wachtell, and clerked for Vice Chancellor J. Travis Laster. His comments before confirmation are notable: Lachmund said the business judgment rule is “at the heart” of Delaware corporate law and of his philosophy of judicial restraint. He also told lawmakers that when the legislature changes corporate law, “the legislature is supreme” and judges must apply the statute as written. That philosophy will now matter in the court Delaware is relying on to defend its corporate franchise against Texas and Nevada.

NEW: DELAWARE’S CHANCERY COURT NOMINEE SAYS DEFERENCE TO CORPORATE LEADERS IS “AT THE HEART” OF THE STATE’S CORPORATE LAW. Kyle Lachmund, Gov. Matt Meyer’s nominee for vice chancellor, appeared before the Delaware Senate Tuesday and emphasized the business judgment rule ..the presumption that disinterested corporate leaders making informed, good-faith decisions should receive judicial deference. “That is the default in Delaware — we defer to disinterested directors and officers,” Lachmund told lawmakers. The Senate committee advanced his nomination. Full Senate confirmation is still required. The comments come as Delaware continues trying to navigate intense scrutiny from founders, boards and investors over the state’s corporate-law framework and a wave of companies considering other jurisdictions.

JUST IN: GUNBROKER PARENT OUTDOOR HOLDING SHAREHOLDERS HAVE APPROVED LEAVING DELAWARE FOR TEXAS. The company’s board told investors that Texas’s 2025 corporate-law changes provide stronger statutory protections for directors and officers and said Texas’s “statute-focused approach” should create more predictability than Delaware’s common-law system. The move is expected to become effective September 30. Its headquarters, business, employees and assets will not change … but its internal affairs will cease to be governed by Delaware law.

🚨 UPDATE: A FEDERAL JUDGE HAS REFUSED TO SIGN OFF — FOR NOW — ON PARAMOUNT’S $110B WARNER BROS. SETTLEMENT WITH CALIFORNIA AND 11 OTHER STATES. Judge Araceli Martínez-Olguín told the parties, “The court isn’t a rubber stamp,” and asked for more information before deciding whether to approve the consent decree. She also ordered Paramount and the states to respond by Monday to concerns raised by Sen. Cory Booker and requested additional detail on how compliance with the settlement will be monitored. Paramount said earlier this week that it had “complete clearance” for the merger. The state antitrust settlement, however, still has not received final court approval.

JUST IN: NATURAL GROCERS’ CONTROLLING SHAREHOLDERS APPROVE A MOVE FROM DELAWARE TO TEXAS. The NYSE-listed company’s board unanimously backed the reincorporation, and the Isely family group — which controls 57.3% of the voting power — approved it by written consent. One important detail: this was not a broad shareholder vote. The controlling holders had enough votes to approve the move themselves. Natural Grocers can complete the conversion after the required Schedule 14C notice period.

JUST IN: DILLARD’S IS LEAVING THE NYSE FOR THE TEXAS STOCK EXCHANGE. Dillard’s announced this morning that its primary listings for $DDS and $DDT will move from the NYSE to TXSE on October 5. The company already reincorporated from Delaware to Texas in August 2025. Now it is moving its primary exchange listing to Texas as well. Texas is also Dillard’s largest market, with 54 stores. That makes Dillard’s one of the clearest examples yet of a company shifting multiple pieces of its corporate infrastructure away from the traditional Delaware/New York system. Source:

NEW: DELAWARE IS CONSIDERING A NEW LEGAL ENTITY THAT COULD BE RUN DAY-TO-DAY BY AN AI AGENT INSTEAD OF A HUMAN MANAGER. The proposed “Artificial Intelligence Company” would let an autonomous AI agent enter contracts, hold property, incur obligations and direct business operations through a Delaware legal entity. The plan would initially operate inside a 30-month regulatory sandbox. A human or corporate member would still have to capitalize the entity and maintain records, while regulators could suspend or dissolve it. Now legal scholars are raising a fundamental question: when an autonomous company causes harm, who is actually accountable? Delaware built its dominance by defining the rules for corporations. It is now considering whether to define the rules for companies whose decision-maker may not be human.

NEW DATA: DELAWARE M&A LITIGATION HIT A 13-YEAR HIGH IN SETTLEMENT COUNT .. WHILE THE MEDIAN PAYOUT FELL TO $10 MILLION. Cornerstone Research counted 25 M&A litigation settlements in Delaware Chancery Court in 2025, the most since 2012. But total settlement value fell to $326.6 million. The median settlement dropped to $10 million, the lowest level in the 14-year dataset. 68% of the settlements involved SPAC transactions. Every 2025 settlement was below $50 million, and 80% were below $20 million. For companies, investors and lawyers debating the economics of Delaware litigation, this is useful new data: more settlements, but materially smaller checks.