On April 25, 2025, a U.S. litigation team led by David Livshiz, Boris Feldman and Maria Slobodchikova secured a complete dismissal, with prejudice, for Palantir in a multibillion-dollar insider trading, breach of fiduciary duties, and unjust enrichment case in the Delaware Court of Chancery (in addition to the related multibillion-dollar securities class action for which Freshfields obtained dismissal a few weeks prior). The case centered on billions worth of stock sales by Palantir officers and directors made shortly after Palantir’s direct listing and around the time that Palantir entered into certain SPAC investments which Plaintiffs alleged were all part of a “scheme” to inflate Palantir’s stock and mask declining growth.

Vice Chancellor Will dismissed Plaintiffs’ claims in full under Delaware Chancery Rule 23.1 (failure to plead demand futility), finding that plaintiffs had failed to plead demand excusal as to any of the director defendants. In reaching the dismissal decision, VC Will held that for demand to be excused under Rule 23.1 plaintiffs alleging insider trading must show both a material personal benefit and that such benefit was the result of plausible allegations of misconduct. Here, VC Will found that, despite significant revenue from the challenged trades, there were no plausible allegations of any misconduct as to any director.

VC Will’s holding is of particular consequence given the recent Coinbase decision in Delaware which held that if directors generated substantial revenue through stock sales, they are not capable of determining whether insider trading claims against the Board could proceed. Vice Chancellor Will’s decision expressly addressed and rejected that line of reasoning, creating precedent that founder-led companies will rely on going forward. 

In addition to David, Boris, and Maria, the Freshfields team also included associates Susannah Benjamin and Elizabeth Lewis.