Shareholder Primacy – "What to Read in 2026"
Podcast: Shareholder Primacy, Free Float Media
Date: January 14, 2026
Hosts: Mike Levin (activist investor), Ann Lipton (professor, University of Colorado Law)
Episode Overview
In this New Year’s kickoff episode, Ann Lipton and Mike Levin respond to frequent questions about their reading habits and offer an in-depth guide to foundational and current literature in activist investing, corporate governance, and securities law. The duo not only shares their top book recommendations—from classics to brand-new releases—but also opens their playbooks on keeping up with cases, SEC filings, blogs, and must-read newsletters. Aimed at both veteran practitioners and curious mid-career professionals, the discussion serves as a vibrant, practical syllabus for anyone seeking to deepen their understanding of how financial and legal perspectives collide in modern business.
Key Discussion Points & Insights
1. Why This Episode: The Reading List Demand
- Context: Both hosts are regularly asked by students, colleagues, and mid-career professionals for reading recommendations related to activist investing and corporate governance.
- Mike (00:46):
“People ask, are there any books that I could read? Is there a single book I can read that will make me smart about activist investing? And the short answer to that, of course, is no... There is no single book. But there are books that I recommend.”
- Ann (01:12):
“That’s what I tell my students.”
2. Essential Books for Activist Investing and Corporate Governance
A. Classics and Theory (03:24–08:24)
- The Modern Corporation and Private Property by Adolf Berle and Gardiner Means (often mispronounced, as the hosts amusingly discover).
- Ann (03:43):
“It’s absolutely foundational in the field now... People refer to the Berle and Means corporation.”
- Key Concept: Separation of ownership and control in public corporations—centralized management, liquid shares.
- Ann (03:43):
- Foundations of Organizational Strategy by Michael Jensen
- A collection of papers including the "agency cost" concept:
- Mike (06:11):
“If you allow managers to do all sorts of other stuff besides make a profit, then they can do all sorts of weird things with the company.”
- Mike (06:11):
- Jensen and Meckling’s agency cost theory is still “very much what we talk about in classrooms today and what we talk about in academic conferences.”
- A collection of papers including the "agency cost" concept:
- Exit, Voice, and Loyalty by Albert Hirschman
- Explored as key to understanding both corporate and broader activism.
- Mike (07:27):
“It has nothing to do with finance... but has everything to do with how interested parties in organizations act and decide whether to exit or to express voice, try to change an organization.”
- Ann (08:24):
“Shareholders have three things they can do. They can sell their shares, exit... they can vote, voice, or they can sue.”
B. Comprehensive and Case Study Texts (09:43–16:23)
- Corporate Governance by Robert Monks & Nell Minow
- “A really good reference tool” and “very thorough, extensive treatise.”
- Nell Minow is highlighted as an insightful past guest, and Bob Monks as one of the field’s original activists.
- Disney War by James Stewart
- Mike (11:03):
“It reads kind of like a novel... one of the single best extensive case studies of a corporate governance situation, activist situation.”
- Mike (11:03):
- Dear Chairman by Jeff Graham
- Features deep dives into historical activist situations using archival documents.
- Highly recommended for both scholarly thoroughness and classroom use.
- On Board by Jonathan Foster
- A recent book focusing on modern boardroom and governance controversies, aimed more at directors than shareholders.
- Principles of Corporate Finance (Brealey, Myers, Allen)
- The classic grad-level text, still useful for reference on key concepts and valuation.
C. Legal Narrative & Contextual Reads (16:23–17:24)
- Corporate Law Stories (Series)
- Discusses foundational legal cases such as Dodge v. Ford, Ringling Brothers, Blasius, and Unocal with narrative context.
- Ann (17:22):
“They tell you the background narrative... the historical context... I just find that really interesting.”
3. Keeping Current: Blogs, Newsletters, Law Firm Memos
(18:51–33:55)
A. University-Based Blogs
- Harvard Law School Forum on Corporate Governance
- Columbia Law School Blue Sky Blog
- Frequent posts from practitioners, professors, and industry, including memos and original commentary.
- Ann (19:29):
“There’s a little bit of a friendly competition between them to sort of get good stuff.”
- Law Firm Memos:
- Generally helpful for flagging new issues, though often avoid strong positions.
- Cooley Goddard is praised for readable, personality-filled memos, curated by Brock Romanek.
B. Newsletters & Blogs (Finance and Law)
- Matt Levine (Bloomberg Money Stuff)
- Unanimous must-read.
- Ann (22:11):
“Everybody follows Matt Levine.”
- Kevin LaCroix’s D&O Diary (focuses on director & officer insurance litigation)
- CCR Group Blogs:
- DealLawyers.com, CorporateCounsel.net, CompensationStandards.com—all free, highly practical updates.
- Mr. Corp Gov (Substack by Andrew Droste)
- Known for curated, in-depth analysis tailored for practitioners.
- Professor Bainbridge’s Substack (paid)
- Francine McKenna’s The Dig (accounting focus)
C. Case Law, SEC Filings, Other Tools
- Law360/Bloomberg Law
- Essential for staying current on securities cases, blurbing virtually every new case (27:00).
- KFilings.com (Andrew Jennings at Emory)
- Free SEC filing tracking alerts.
- SEC Info (secinfo.com, by Fran Finnegan)
- Highly usable interface for EDGAR filings, with search, alerts, and value for money.
- Boardroom Alpha
- BoardroomAlpha.com, generous trials, tracks activism, financials, and hard-to-find situations.
- Business Law Professor Blog (businesslawprofessors.com)
- A community of contributors including Ann Lipton offering academic and practical perspectives on current events and cases.
- FT Alphaville (Substack) & Semaphore
- Emerging sources for more nuanced business commentary, especially Semaphore’s expanding business news coverage.
Memorable Quotes & Moments
- On why there’s no single “magic” activist investing book:
"Until you and I or me or someone writes that book, and we should do that, why don't we do that? That'll be our next project." —Mike, (01:12)
- On the endurance of 20th-century foundational texts:
"The problems that they saw in the development of the modern corporation 100 years ago are still the problems that we're having." —Ann, (06:55)
- Hirschman’s Influence:
“He has like one page, one paragraph about investors. It’s really kind of funny.” —Mike, (07:27)
- On law firm memos:
"The law firm doesn’t want to commit to a position because they might eventually have to litigate it. Often they'll describe an interesting new development but then the rest of the memo tends to be, 'Therefore you need to hire a lawyer and carefully consider that.'" —Ann, (20:06)
- On Boardroom Alpha:
“They have, it's a basic tracker... you can look up a company, look [at] all the activist situations that have been there... Eventually you’re going to pay some money, but for now, Boardroom Alpha is... pretty generous with trial subscriptions.” —Mike, (30:02)
- Why talk about reading lists:
"When podcasters like us don't have anything really, really current to kind of comment on, this is this kind of episode." —Mike, (34:39)
Timestamps of Key Segments
- Foundational Books Discussion:
- 03:24 — Berle & Means
- 05:00 — Jensen & Meckling, Agency Cost
- 07:12 — Hirschman, Exit, Voice, Loyalty
- Contemporary & Case Study Books:
- 09:43 — Corporate Governance (Monks/Minow)
- 11:01 — Disney War
- 12:45 — Dear Chairman
- 13:21 — On Board
- 15:09 — Principles of Corporate Finance
- 16:23 — Corporate Law Stories
- Online, News, & Research Tools:
- 18:51 — Harvard, Columbia Blogs
- 19:52 — Law Firm Memos
- 22:11 — Matt Levine
- 23:15 — D&O Diary, CCR Blogs
- 24:14 — Mr. Corp Gov
- 26:01 — Bainbridge, McKenna, Law360
- 27:22 — SEC Filings (kfilings.com, secinfo.com)
- 30:02 — Boardroom Alpha
- 31:25 — Business Law Professor Blog
- 33:04 — FT Alphaville, Semaphore
- Wrap-up and Meta Commentary:
- 34:21 — Why “reading list” episodes matter
- 34:39 — Pro tip and podcast “behind the scenes”
- 34:55 — Brief aside: Warner, Paramount, Netflix deals
Flow & Tone
The conversation is welcoming, lively, and irreverently scholarly; both hosts blend law, finance, and wit. They candidly admit what they haven't read while selling each other on books and online resources, peppered with banter about pronunciations, collecting casebooks, and the peculiarities of law firm memos. Regular mentions of previous podcast guests, anecdotes about past conferences, and personal reading habits keep the discussion personable and pragmatic.
For Listeners: Your 2026 Corporate Governance Starter Kit
If you want to get smart about activist investing and contemporary corporate governance, the episode's recommended resources include:
- Classics: Berle & Means, Jensen & Meckling, Hirschman
- Comprehensive guides: Monks & Minow, On Board, Corporate Law Stories
- Case studies: Disney War, Dear Chairman
- Essential blogs/newsletters: Harvard & Columbia forums; Matt Levine; DealLawyers et al.; D&O Diary; Mr. Corp Gov; Business Law Professor Blog; FT Alphaville; Semaphore
- Practical case and SEC filing trackers: Law360, SECinfo.com, Kfilings.com, Boardroom Alpha
Pro tip:
“When there’s not a whole lot of news or nothing, really top of mind, we talk about things we read and hopefully that’s helpful to everybody.” —Mike, (35:19)
Listeners looking for what to read in 2026—start here.