LATEST FROM THE REINCORPORATION INDEX
Post-Tornetta reincorporation cohort.
Since Tornetta v. Musk, 310 A.3d 430 (Del. Ch. 2024), aff’d in part, rev’d in part sub nom. In re Tesla, Inc. Deriv. Litig., Nos. 534, 2024; 10, 2025; 11, 2025; 12, 2025, 2025 Del. LEXIS 492 (Del. Dec. 19, 2025) (per curiam) (reversing the rescission of Musk’s 2018 performance award and — departing from its ordinary remand practice — itself setting counsel fees on a quantum meruit basis at four times lodestar in place of the $345M awarded below, stating no dollar amount and directing fee disputes to the Court of Chancery; the widely reported $54.5 million was the cap defendants proposed, not a court-fixed award), SMU has tracked 102 public-company reincorporation transactions, including Delaware-outbound moves to Texas and Nevada and selected comparator transactions for empirical analysis. ExxonMobil’s New Jersey → Texas redomestication, effective July 1, 2026 (approved May 27, 2026), is the most recent S&P 100 transaction in the cohort.