Tina Rosenfeld is a corporate director, advisor, and educator with deep experience in international governance and strategy. Born in Germany and based in Chile, Tina has worked across Europe and Latin America, serving on boards of family businesses, startups, and publicly traded companies, while also mentoring the next generation of leaders.

Steven Wolfe Pereira founded Alpha to solve a critical problem: most boards are governing AI transformation without the frameworks, intelligence, or peer networks they need to make sound fiduciary decisions. Steven currently serves as an independent board director at the Latino Community Foundation, Save the Children, and Whalar.

Erik Gerding is a partner at Freshfields. He advises clients on securities regulation, financial markets and corporate governance. Until the end of 2024, Erik served as the SEC’s Director of the Division of Corporation Finance.

Jack Lazar has more than 30 years of Silicon Valley experience with a focus on finance and operations. He has served in executive leadership roles at GoPro, Qualcomm, Atheros, NetRatings, Apptitude, and Electronics for Imaging. Jack is currently on the boards of Astera Labs (ALAB), Box (BOX), GlobalFoundries (GFS), and Resideo (REZI). He also consults with a variety of private companies, including Tonal, where he is chair of the board.

Walker Newell and Lenin Lopez are SVPs at Woodruff Sawyer, a national insurance brokerage and consulting firm specializing in management liability and corporate governance. We begin with an overview of Woodruff Sawyer and the importance of D&O insurance, then dive into key governance trends—such as the “Delaware Exit” or “DExit” phenomenon and the growing interest in alternative incorporation states like Texas and Nevada. We also discuss Delaware’s SB21, the IPO and SPAC environment, and emerging developments in securities class action litigation—not only in public companies but increasingly across the private markets as well.

In this special short and solo episode, I reflect on five years of the Boardroom Governance Podcast and Newsletter. I revisit the very first edition launched during the pandemic, share lessons from more than 175 episodes, and mark another milestone from leading the Center for Business Law at UC Law SF and launching the VC-Backed Board Academy (VCBA). I also look ahead to what is next for the governance community, the Boardroom Governance Summit, and invite you to help shape its future.

This special episode was recorded live at the Stanford Graduate School of Business on May 29th, where I moderated a conversation with award-winning journalist and author Karen Hao. Her new book, Empire of AI, offers a gripping inside look at OpenAI and the global race for artificial intelligence supremacy. We discussed the origins and evolution of OpenAI, including its initial nonprofit structure, the influential roles played by Sam Altman and Elon Musk, and the dramatic shift toward a for-profit model. We explored critical governance and control issues, analyzed the controversial concept of AI Empires, and unpacked the boardroom drama surrounding leadership disputes and investor dynamics after Sam Altman’s ouster. Karen shared insights into ethical considerations in AI development, compared AI advancements between the U.S. and China, and discussed the urgent need for thoughtful regulation. Finally, we touched on the powerful roles of community activism and offered recommendations for startups navigating the complex landscape of AI governance. Thanks again to Professor Anat Admati, Tina Mondragon, and my student Celine Lee Vendler from Stanford's Corporations and Society Initiative (CASI) for the invitation, and for letting me post this recording on my podcast series. If you like this show, please consider subscribing, leaving a review, or sharing this podcast on social media. You can find all the show notes on the website boardroom-governance.com, and please feel free to subscribe to the Boardroom Governance Newsletter at evanepstein.substack.com This episode is sponsored by the American College of Governance Counsel.

Michal Lev-Ram is a veteran journalist with deep ties to Silicon Valley. She shares her perspective on the current tech landscape in the midst of the AI boom. We also explore geopolitics, particularly developments in the Middle East, and the growing politicization of corporate America. Michal and I also discuss the tragic murder of Bob Lee, which she covered in depth in an article for Esquire, and reflect on the balance between creativity and accountability in today’s fast-changing tech environment. If you enjoy this conversation, please consider subscribing, leaving a review, or sharing the podcast. You can also support the show by subscribing to the Boardroom Governance Newsletter at evanepstein.substack.com.This episode is sponsored by the American College of Governance Counsel.

Alex Edmans, Professor of Finance at London Business School, is one of the leading voices in corporate finance and responsible business. He’s the author of May Contain Lies and Grow the Pie, and has written extensively on purpose, performance, and the evolving role of business in society. He also advises policymakers, boards, and asset managers around the world. In this episode, we discuss the importance of directors critically evaluating the data and narratives presented to them. Alex explores common cognitive traps—such as confirmation bias and black-and-white thinking—and underscores the value of diverse perspectives and a culture of constructive dissent in boardrooms. If you enjoy this episode, please consider subscribing, leaving a review, or sharing this podcast on social media. You can also support the podcast by subscribing to the Boardroom Governance Newsletter at evanepstein.substack.com. This podcast is sponsored by the American College of Governance Counsel.

Rick Horvath is a partner at Dechert LLP based in San Francisco. He focuses his practice on corporate governance matters. We explore recent developments in Delaware law, with particular attention to SB21, which introduces significant changes related to controlling shareholder transactions and stockholder information rights. Rick provides historical context, explains the evolving landscape of corporate governance, and offers insights into how the legislation may impact directors, shareholders, and future governance practices. If you enjoy this episode, please consider subscribing, leaving a review, or sharing this podcast on social media. You can also support the podcast by subscribing to the Boardroom Governance Newsletter at evanepstein.substack.com. This podcast is sponsored by the American College of Governance Counsel.

Roy Shapira is a Professor of Law at Reichman University in Israel focused on reputation, regulation, and corporate governance. We explore his recent paper on the European Union's Corporate Sustainability Due Diligence Directive (CS3D) and its implications for U.S. corporate directors, particularly in relation to human rights and environmental obligations. Roy highlights the contrasts between the proactive regulatory environment in Europe and the growing opposition to ESG in the U.S., addressing the legal risks and potential oversight liabilities American directors may face under these new standards. We also examine the impact of recent amendments in Delaware law on inspection rights and the ensuing accountability for directors, alongside geopolitical factors shaping governance strategies. The episode concludes with insights on trends in board composition and the complexities of navigating corporate culture in today's complex environment. If you enjoy this episode, please consider subscribing, leaving a review, or sharing this podcast on social media. You can also support the podcast by subscribing to the Boardroom Governance Newsletter at evanepstein.substack.com This podcast is sponsored by the American College of Governance Counsel.

Robin Feldman is a Professor of Law at UC Law San Francisco, where she also serves as Director of the Center for Innovation and founding Director of the newly launched AI Law and Innovation Institute. She is a nationally recognized expert on law and technology, with influential scholarship spanning patents, pharmaceuticals, antitrust, and AI. We discuss the intersection of corporate governance and AI, including the ethical challenges facing boards, how to build trust in AI systems, and the broader implications of AI for society. Robin shares her insights into antitrust concerns arising from AI platforms, the geopolitical race for AI dominance, and how regulatory frameworks—both in the U.S. and globally—are beginning to take shape. We also touch on California’s emerging leadership in AI regulation, the use of AI in financial markets, and what board members need to understand as they navigate this complex and fast-evolving space. If you enjoy this episode, please consider subscribing, leaving a review, or sharing this podcast on social media. You can also support the podcast by subscribing to the Boardroom Governance Newsletter at evanepstein.substack.com This podcast is sponsored by the American College of Governance Counsel.

Amy Rojik is managing partner of corporate governance at BDO USA, and director and founder of the BDO Center for Corporate Governance. We discuss current trends in governance, including how boards are adapting to a more dynamic risk environment, including the increased polarization over ESG and other stakeholder matters. We also explore some of the most pressing challenges in CEO succession and compensation, as well as the role of shareholder activism in shaping board agendas. Looking ahead, Amy shares her thoughts on future governance challenges and the ongoing evolution of board structures to meet them. If you enjoy this episode, please consider subscribing, leaving a review, or sharing this podcast on social media. You can also support the podcast by subscribing to the Boardroom Governance Newsletter at evanepstein.substack.com. This podcast is sponsored by the American College of Governance Counsel.

Emily Melton is a co-founder and Managing Partner at Threshold Ventures, a Silicon Valley-based venture capital firm. We discuss her personal and professional journey through venture capital, from her early experiences to the founding of Threshold Ventures. Emily shares insights on the evolution of the venture industry and the mechanics behind successful venture investing. We also dive deep into the dynamics of VC-backed boards, exploring the strategic and oversight roles of investors, founders, and the crucial role of independent directors. We also address the question of diversity within the VC governance landscape. Finally, Emily offers her perspective on navigating the rapidly evolving AI landscape, highlighting both opportunities and governance challenges for boards and management teams alike. If you enjoy this episode, please consider subscribing, leaving a review, or sharing this podcast on social media. You can also support the podcast by subscribing to the Boardroom Governance Newsletter at evanepstein.substack.com. This podcast is sponsored by the American College of Governance Counsel.

Joe Hurd is a Silicon Valley-based technology executive and experienced public company director. Joe is an Operating Partner at SOSV, a global venture capital firm, and serves as a non-executive director on the boards of Trustpilot Group, Hays, and Lloyd’s of London. We cover his executive career in both business and government service, and how those experiences have shaped his understanding of technology and business. Joe also shares his experiences navigating board service, including the challenges and opportunities he’s faced in the boardrooms of both UK and US companies. We discuss the evolving dynamics of DEI and ESG in corporate governance and how boards are adapting to increasing political and regulatory pressures. He also offers his perspective on the rise of AI and its impact on business strategy and governance. We explore how boards are evaluating performance, managing employee engagement (particularly in the UK context), and preparing for future challenges in an unpredictable business environment. If you enjoy this episode, please consider subscribing, leaving a review, or sharing it on social media. You can also support the podcast by subscribing to the Boardroom Governance Newsletter at evanepstein.substack.com. This podcast is sponsored by the American College of Governance Counsel.

Jorge Titinger is the former CEO of SGI and Verigy and a current board member with over 30 years of experience in the high-tech industry, including leadership roles in the semiconductor equipment and computer sectors. We begin with Jorge’s early life and athletic career, exploring how his competitive mindset shaped his leadership style and transition to the corporate boardroom. Our discussion covers board service across different company types, the role of diversity in governance, and the distinctions between coaching and board membership, along with the unique challenges of founder-led companies. We then explore the impact of AI on business, the rise of Public Benefit Corporations, and how these models are influencing corporate purpose. Finally, we discuss the future of work and trust, how organizations can adapt to a changing business environment, and Jorge’s reflections on leadership and governance. If you enjoy this episode, please consider subscribing, leaving a review, or sharing it on social media. You can also support the podcast by subscribing to the Boardroom Governance Newsletter at evanepstein.substack.com

David Chun is the Founder & CEO of Equilar, a leading provider of executive intelligence solutions for board and executive recruitment, compensation, and governance strategies. We discuss the state of board diversity, the current backlash against DEI and ESG, and evolving board refreshment strategies. Our conversation also explores trends in executive compensation, the rise and fall of SPACs, and governance in private equity-backed companies. Beyond the boardroom, we address the growing influence—and disruption—of Silicon Valley in Washington, D.C., the evolving dynamics of California’s business landscape, and the impact of AI on governance. Finally, we examine the backlash against Delaware, including Elon Musk’s high-profile compensation case at Tesla, and broader geopolitical challenges, particularly those involving China. If you enjoy this episode, please subscribe, leave a review, or share it on social media. And don’t forget to stay updated by subscribing to the Boardroom Governance Newsletter at evanepstein.substack.com This podcast is sponsored by the American College of Governance Counsel.

Rick Alexander is the CEO of Shareholder Commons, an independent, non-profit organization that addresses social and environmental issues from the perspective of shareholders who diversify their investments to optimize risk and return. He is also a leading expert in public benefit corporations. In this conversation, we explore the rise of PBCs and their growing role in new AI companies, particularly as venture capital pours into AI. We discuss OpenAI’s transition to a PBC, the implications of super majority voting structures, and the ongoing debate between staying private or going public. We also dive into the backlash against ESG initiatives, Delaware’s evolving corporate landscape, and the McRitchie vs. Zuckerberg case, which raises important questions about directors’ fiduciary duties. Throughout, we examine the balance between shareholder profit and broader societal impact, a crucial theme in today’s governance landscape. If you enjoy this episode, please subscribe, leave a review, or share it on social media. And don’t forget to stay updated by subscribing to the Boardroom Governance Newsletter at evanepstein.substack.com. This podcast is sponsored by the American College of Governance Counsel.

Jonathan Goodman is a vice Chair and member of the board of Deloitte Canada, where he leads the firm’s CEO and Boardroom programs, including Deloitte Canada’s Podium Club for Directors. He is also Global Chair and former global Managing Partner of Monitor Deloitte. Jonathan brings a wealth of experience at the intersection of strategy, governance and CEO leadership. We dive into boardroom strategy and risk management, exploring the top strategic issues boards should focus on in 2025, from geopolitics and technological innovations to disruptions and the evolving future of talent. We also compare governance approaches between private and public companies and examine the critical role of culture in shaping strategy. If you like this show, please consider subscribing, leaving a review, or sharing this podcast on social media. You can also contribute by subscribing to the Boardroom Governance Newsletter at evanepstein.substack.com This podcast is sponsored by the American College of Governance Counsel.

I’m joined by Jeff Thomas, EVP, Chief Revenue Officer, and Global Head of Listings at Nasdaq. This is our second conversation—our first was back in Episode 46 (in October of 2021), where you can hear more about his personal and professional background. If you haven’t heard it yet, I encourage you to check it out. In this episode, we focus on the state of public markets in 2025, making this a great companion to Episode 157 with Tom Callahan, CEO of Nasdaq Private Market, where we covered the state of private markets. I truly appreciate your support of the podcast. If you enjoy this episode, please subscribe, leave a review, or share it on social media. You can also stay updated by subscribing to the Boardroom Governance Newsletter at evanepstein.substack.com This podcast is sponsored by the American College of Governance Counsel.