The week in GRC: JPMorgan Chase dumps proxy advisors for internal AI tool as Elliott builds stake in Lululemon

This week’s governance, compliance and risk-management stories from around the web

– Activist investor Elliott Investment Management has quietly built a stake of more than $1 bn in Lululemon Athletica, becoming one of the athletic apparel maker’s largest shareholders, sources told The Wall Street Journal (paywall).

The move comes as Lululemon navigates slowing sales and a leadership transition after CEO Calvin McDonald said he would step down in January. Investors have grown concerned about product quality issues, heavy discounting and a loss of brand momentum.

Elliott is pushing for change at the company, including backing veteran retail chief Jane Nielsen as a potential CEO candidate.

Nielsen is a former senior executive at Ralph Lauren and Coach and is viewed by Elliott as someone who could help revive the brand. Lululemon founder Chip Wilson has also been publicly critical of the board’s handling of the succession process and has called for rapid change.

– JPMorgan Chase has cut ties with major proxy advisory firms, switching to use an internal AI tool for engagement, according to Reuters (paywall).

From the 2026 proxy season onwards, the bank has said that it will use an in-house AI-powered platform called Proxy IQ to assist on US company votes. According to a memo seen by Reuters, the software will aggregate and analyze data from more than 3,000 annual company meetings.

Proxy advisory firms like ISS and Glass Lewis have been accused of having too much influence over shareholder votes at public companies, but JPMorgan’s move suggests some Wall Street firms are rethinking those relationships.

‘By harnessing advanced AI, we no longer need third-party data collection or voting recommendations in the US,’ the memo said. ‘This reinforces our unwavering commitment to vote solely in clients’ best interests, using our information advantage.’

– The Trump administration is using federal fraud law to investigate corporate DE&I programs at major US companies, reports The Wall Street Journal.

The Department of Justice has sent demands for documents and information to firms including Google and Verizon as part of probes conducted under the False Claims Act, which is designed to recover funds lost to fraud.

The investigations are examining whether companies’ DE&I hiring and promotion initiatives might violate federal law when tied to government contracts or funding. Officials have not yet commented on the probes; Google and Verizon have not publicly responded.

– Accounting firms expect fewer audit inspections by US regulators after the SEC signaled a shift in its oversight priorities, The Financial Times reported.

The SEC, through the Public Company Accounting Oversight Board,has said it intends to place greater weight on oversight of firms’ internal quality and control systems.

The SEC’s move is part of a broader regulatory overhaul that experts say will reduce the intensity and frequency of formal audit reviews. Big accounting practices argue regulators have been too focused on identifying minor infractions and recalibration could mean less scrutiny for routine audit work.

– Exor, the investment company controlled by the Agnelli family, and Piero Ferrari, the son of the founder of luxury car maker Ferrari, have agreed to extend their shareholder agreement governing their stakes in the Italian company.

The original deal, set to expire on January 4, 2026, has been renewed until January 4, 2029, with an automatic renewal option for another three years unless either party terminates it.

This extended agreement formalizes how Exor and Piero Ferrari will coordinate their positions at Ferrari shareholder meetings and includes reciprocal rights of first offer if either intends to transfer shares.

Exor owns a 20 percent stake in Ferrari, while Piero Ferrari holds 10.6 percent, giving the parties combined control of more than 48 percent of voting rights. John Elkann, Exor’s CEO and heir to the Agnelli family, serves as Ferrari’s chairman. Piero Ferrari remains vice chairman and a non-executive board member.

– US retailer Target is facing pressure from activist investor Toms Capital Investment Management, which has built a significant stake in the company, as reported by The Financial Times (paywall).

The investment comes as Target battles with a prolonged sales slump that has reduced nearly a third of its share value this year.

The exact size of Toms Capital’s stake has not yet been publicly disclosed. Target’s shares rose modestly on the news, reflecting investor hopes that the hedge fund’s involvement could prompt strategic change.

–Elon Musk become the first person in history to reach a personal net worth of $700 bn in December 2025 after a landmark Delaware Supreme Court ruling reinstated a massive award of Tesla stock options, Forbes reported.

The court overturned a lower court’s decision that had voided part of Musk’s 2018 compensation package, finding that rescinding the award was an improper remedy. Once reinstated, the previously voided stock options – now worth about $139 bn – were counted in Musk’s wealth estimate, pushing his total to roughly $749 billion.

Musk owns about 12 percent of Tesla’s common stock and holds a significant stake in SpaceX, which also contributes to his wealth.

Shareholders & Activism
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