Woodruff Sawyer Releases 13th Annual D&O Looking Ahead Guide

Boards Face New Risks, But Market Conditions Favor Buyers

SAN FRANCISCO, Sept. 24, 2025 /PRNewswire/ -- Woodruff Sawyer, a full-service insurance brokerage and consulting firm, has released its 13th annual D&O Looking Ahead Guide, offering boards and executives a clear-eyed view of the evolving directors and officers liability landscape. This year's edition explores the forces reshaping boardroom risk—from rising securities litigation and AI-driven disclosure challenges to reincorporation debates and shifting regulatory pressure. The guide delivers timely insight into how governance, insurance strategy, and risk management are being redefined heading into 2026.

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"When insurance capital is abundant and competition is fierce, it's easy for risk managers to be lulled by a friendly rate environment," said Priya Huskins, Senior Vice President, Management Liability at Woodruff Sawyer. "But if you look closely at the Guide's Hot Topics—and listen to underwriter sentiment—there are signals that not everything is as calm as it seems. It's hard to stay vigilant when things feel good, but this is exactly when boards should be sharpening their focus. The clouds on the horizon may not be stormy yet, but they're worth watching. That's why having a seasoned broker by your side—someone who sees around corners—is more important than ever." 

The Risk Landscape Is Evolving—But Not Escalating

Securities litigation remains active, but dismissals are surging—up 74% year-over-year. AI-related disclosure risks are emerging, yet proactive governance and thoughtful risk factor updates can mitigate exposure. Meanwhile, headline-grabbing topics like DEI backlash and FCPA enforcement pauses have generated more noise than material litigation impact.

Market Conditions Favor Buyers—For Now

D&O premiums have returned to near-2019 levels, and IPO and SPAC teams are seeing aggressive carrier competition. Broad coverage terms and abundant capacity make this a buyer's market—but litigation trends and capital shifts could reverse the softness all too soon. Captive strategies and Side A-only coverage are gaining traction in niche segments.

Governance Pressure Points Are Shifting

Reincorporation debates (Delaware vs. Nevada/Texas) are reshaping incorporation strategy and Side A demand. Trade policy volatility is complicating earnings guidance, and cyber disclosure rules are softening under new SEC leadership. Boards must stay agile and informed to navigate these evolving dynamics.

For a comprehensive analysis of the D&O landscape in 2026 and expert insights on what lies ahead, download the full Guide.

About Woodruff Sawyer

Woodruff Sawyer, a Gallagher company, is a full-service insurance brokerage and consulting firm, serving emerging tech companies to global giants for over a century. Headquartered in San Francisco, we offer our clients access to a global platform of exclusive resources, tools, and data. For more information, call 844.972.6326 or visit woodruffsawyer.com.

Contact: [email protected]

SOURCE Woodruff Sawyer