Michelle Leder is the founder and editor-in-chief of footnoted.com, a source for uncovering important information hidden deep in SEC filings, and a longtime voice for transparency and accountability in financial disclosures. Michelle and I dive into how footnoted started, and why scrutinizing SEC filings, especially the rarely-read footnotes and after-hours “Friday Night Dump” disclosures, is relevant for boards, investors, and governance professionals.
(0:00) Intro
(1:21) About the podcast sponsor: The American College of Governance Counsel
(2:08) Start of interview
(2:36) Michelle's origin story
(4:33) The Origins of Footnoted (started in 2003)
(6:36) Understanding SEC Filings and Disclosures
(7:20) The "Friday Night Dump"
(9:34) The State of Public vs. Private Markets
(12:40) The Rise of Private Markets and Challenges of Public Markets
(18:43) Red Flags in SEC Filings
(22:03) The Evolution of Executive Compensation and Elon Musk's Comp
(28:53) Egregious Corporate Governance examples: Sketchers.
(30:08) The problem of Related Party Transactions.
(31:37) Independence and Compensation of Board Members
(32:36) Quote of Charlie Munger and Warren Buffett on this topic
(36:33) Are we in a AI bubble? Similarities with Enron/Worldcom era?
(40:18) Reference to my article on AI washing
(41:43) The Importance of SEC Changes (only 3 commissioners from a single party)
(43:22) The Role of Markets in Everyday Life
(47:45) Books that have greatly influenced her life:
(48:20) Her mentors: Nell Minow, Diana Henriques, and Thornton O'Glove.
(49:19) Quotes that she thinks of often or lives her life by: "Don't Postpone Joy"
(50:52) An unusual habit or an absurd thing that she loves.
Michelle Leder is the founder and editor-in-chief of footnoted.com, a source for uncovering important information hidden deep in SEC filings.