Keith E. Gottfried


Keith E. Gottfried focuses his practice on advising public companies in a broad array of industries on shareholder activism defense matters. As the head of the firm’s top-ranked shareholder activism defense practice, Keith advises public companies on preparing for and/or responding to activist shareholder campaigns, including high-profile proxy contests, special meeting demands, consent solicitations, and withhold vote campaigns, as well as unsolicited takeover offers and negotiated and contested M&A situations. Keith also advises public companies and their boards on strategies for making a company less vulnerable to activist shareholders, shareholder engagement, investor communications, corporate governance issues, board composition enhancement, and other board advisory matters.


5/3/2019 - Public Demands Slip As More Activists Opt For Quiet Change, Law360

3/14/2019 - Morgan Lewis Partner Earns NACD Directorship 100 Recognition for Second Straight Year

1/1/2019 - Activists Expected To Target M&A, Overseas Cos. In 2019, Law360

12/13/2018 - Activist Spotlight: The Pros and Cons of Poison Pills, The Deal Pipeline

12/13/2018 - Activist Spotlight: The Rise of Founder Activism, The Deal Pipeline

12/12/2018 - Activist Spotlight: Expect M&A or Director Battle at Del Frisco’s, The Deal Pipeline

10/26/2018 - Podcast: Morgan Lewis' Gottfried on Why Founder Activism Is So Different, The Deal

10/22/2018 - Building an Effective Activist Defense Plan, Agenda Week

8/10/2018 - Morgan Lewis Advises Celadon Group on Adoption of a Section 382 Tax Benefits Preservation Plan

7/23/2018 - National Association of Corporate Directors Names Keith Gottfried a Directorship 100 Honoree

7/13/2018 - Morgan Lewis Receives High Rankings in 2017 and 2018 for Shareholder Activism Defense

6/22/2018 - Why Shareholder Activism is Growing at Public Companies, and How it Works

4/27/2018 - Trump’s DOL Guidance Could Hurt Activist Shareholder Proposals, TheDeal

3/30/2018 - Hedge Funds Starting to Consider ESG Issues in Campaigns, Law360

1/23/2018 - Onboarding An Activist-Nominated Director – Best Practices, Risks And Mistakes To Avoid, Forbes

12/4/2017 - Can Better Governance Get Tootsie on a Roll?, Agenda (a Financial Times service)

9/29/2017 - 5 Tips For Boards Blindsided By An Activist Campaign, Law360

9/5/2017 - Morgan Lewis Ranked No. 3 for Shareholder Activism Defense in Thomson Reuters 2017 Global Shareholder Activism Scorecard

8/13/2017 - No Company Is Safe From Shareholder Attacks This Year, TheStreet

7/21/2017 - CEOs In Hot Seat As Activists Get Bold About Replacements, Law360

5/30/2017 - Raymond James Wants Slice of Activist Pie, TheDeal

2/17/2017 - Morgan Lewis Ranked No. 3 in Thomson Reuters Full Year 2016 Global Shareholder Activism Scorecard for Shareholder Activism Defense

1/2/2017 - Activist Investors Set For Busy 2017, Law360

8/23/2016 - Morgan Lewis Ranked No. 1 for Shareholder Activism Defense in Thomson Reuters’s Global Shareholder Activism Scorecard

6/15/2016 - Morgan Lewis Ranked No. 1 in SharkRepellent’s 2016 League Tables for Shareholder Activism Defense

5/20/2016 - Brokaw Act Wouldn't Discourage Activists, TheDeal

5/11/2016 - Dodging Court – How Activists Can Avoid Being Sued, Activism Monthly Premium

4/29/2016 - And Now for Bondholder Activism?, TheDeal

12/21/2015 - Everyone's a Target: Activism's Mega Year, AGENDA (a Financial Times service)

12/11/2015 - Nasdaq to Strike Back on 'Golden Leash' Payments, TheDeal

11/13/2015 - Shareholder Activism Is Coming To A Boardroom Near You, Global Finance

11/6/2015 - After Pushing for Sale of Casella, Activist Fund Cancels Fight, TheDeal

8/10/2015 - Qualcomm Shows Activists' Strategic Turn, Agenda (a Financial Times service)

6/26/2015 - To Win a Proxy Fight, Win the Heart of a Qualified Board Nominee, TheDeal

6/23/2015 - How a 'Wolf Pack' Can Devour Your Company Before You Know it's Happening, TheDeal

6/11/2015 - Pep Boys Adds Three Gabelli Dissidents, Settles Proxy Fight, TheDeal

6/11/2015 - Is Pep Boys Being Driven To A Sale?, TheDeal

5/27/2015 - Legion, Calstrs End Perry Ellis Proxy Fight After Board Shuffle, TheDeal

3/31/2015 - Darden's Investors Boil Over, Corporate Board Member

2/20/2015 - The Latest Dissident Weapon: 'Name-Brand' CEO Advisers, TheDeal

2/6/2015 - Breaking Up Big Banks is Hard to Do. But Not Impossible, TheDeal

2/4/2015 - Despite Staples Snub, Activist Has Flex in $6.3B Merger, Law360

1/28/2015 - Yahoo's $40B Spinoff Bolsters Large Cap-Hungry Activists, Law360

1/13/2015 - 6 Trends That Will Drive Better Board Oversight in 2015, Chief Executive

11/18/2014 - Board Renewal: Evaluating Current Directors and Recruiting New Ones, Corporate Secretary Magazine

11/4/2014 - Logistics Questions Loom As SEC Mulls Proxy Ballot Reforms, Law360

10/20/2014 - Darden Ousting: Could Your Board Be Next?, AGENDA (a Financial Times service)

10/10/2014 - Darden Ouster Shows Low Tolerance for Board Miscues, Law360

6/26/2014 - Morgan Lewis Bolsters M&A and Shareholder Activism Defense Capabilities with Addition of Keith Gottfried

5/23/2014 - Clash Over Darden Board Will Be Measure of Activist Clout, Wall Street Journal

5/5/2014 - Sotheby's Ends Fight with Third Point, Loeb Joins Board, Reuter’s

4/29/2014 - Loeb, Sotheby’s Case May Reshape Shareholder Activism, New York Post

4/9/2014 - When Should Directors Speak to Investors?, Corporate Secretary Magazine

3/29/2014 - Conversation with Keith E. Gottfried, Proxy Contest Defense Counsel, NACD Directorship

3/26/2014 - Recent Developments, Trends in Shareholder Activism, Bloomberg BNA’s Corporate Counsel Weekly

3/21/2014 - Exxon Decision Shows Growing Climate Clout Of Investors, Law360

3/19/2014 - Proxy Preview: Targets Eager To Settle To Avoid Proxy Wars, Law360

3/18/2014 - Proxy Preview: Bigger Toolbox, Broader Goals For Activists, Law360

2/11/2014 - Scrapped Proxy-Vote Reforms Bring Relief, Confusion, Law360

7/31/2013 - Ackman's Pershing Square Takes $2.2 Billion Stake In Air Products, Reuter’s

3/18/2013 - 'Poison Puts' Under Fire After Strine's SandRidge Ruling, Law360

3/12/2013 - Strine's SandRidge Ruling Hands Activist Investors New Tool, Law360

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