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In mid-March 2020, concerned about opportunistic activist stockholders, a precipitous decline in oil prices and corresponding stock volatility, as well as uncertainty created by the unprecedented COVID-19 pandemic, the board of directors of the Williams Companies, Inc. (“Williams” or the “Company”) adopted a one-year stockholder rights plan with a five percent trigger (the “Williams Plan”). Less than a year later, the Delaware Court of Chancery, after reviewing the Williams Plan under the Unocal standard, permanently enjoined it, and found that the directors had breached their fiduciary duties, thereby rendering it unenforceable.
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In mid-March 2020, concerned about opportunistic activist
stockholders, a precipitous decline in oil prices and corresponding
stock volatility, as well as uncertainty created by the
unprecedented COVID-19 pandemic, the board of directors of the
Williams Companies, Inc. ( Williams or the Company ) adopted a one-year stockholder rights plan
with a five percent trigger (the Williams Plan ). Less
than a year later, the Delaware Court of Chancery, after reviewing
the Williams Plan under the Unocal standard, permanently enjoined
it, and found that the directors had breached their fiduciary
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