Category: 3. Business

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  • U.S. Legislation Subjects Directors and Officers of Foreign Private Issuers to Section 16(a) Reporting Obligations | Insights

    On December 10, 2025, the U.S. House of Representatives passed the National Defense Authorization Act for Fiscal Year 2026 (the NDAA). The NDAA is a broad policy bill that authorizes spending levels, policies, and authorities for key military and national security activities for the upcoming fiscal year. However, buried within the sweeping legislation is Section 8103, Disclosures by Directors, Officers, and Principal Stockholders, or the Holding Foreign Insiders Accountable Act (the HFIAA). Under the HFIAA, Section 16(a) of the Securities Exchange Act of 1934 (the Exchange Act) will be amended to subject directors and officers of foreign private issuers (FPIs) to the Securities and Exchange Commission (SEC) reporting requirements on Forms 3, 4, and 5. 

    The NDAA is now headed to the Senate for approval, which is expected to happen prior to the upcoming holiday break. The amendments under the NDAA will take effect 90 days after it is signed into law.

    Key Requirements of Section 16(a) of the Exchange Act

    Section 16(a) of the Exchange Act requires directors, officers, and 10% beneficial owners (collectively, insiders) of a public company’s listed equity securities to publicly report their ownership and transactions in such public company’s securities. These insiders are required to report their initial ownership in the public company’s equity securities on SEC Form 3 in connection with an initial public offering by the date the registration statement becomes effective or, for already public companies, within 10 calendar days of becoming a reporting person under Section 16. In addition, these insiders are required to report subsequent transactions in the public company’s equity securities (e.g., purchases and sales, gifts, and compensation-related transactions, including equity compensation grants and other transactions in connection with such equity compensation grants) on SEC Form 4 within two business days of the relevant transaction. They must also report annually certain other transactions that were not reported on either SEC Forms 3 or 4, on SEC Form 5 within 45 days of the public company’s fiscal year end.

    Violations of Section 16(a)

    Late or missing filings of Section 16 reports constitute a violation of the securities laws by the individual responsible for making the filing and can draw SEC scrutiny to the FPI, particularly in cases where there are multiple or frequent violations. The SEC has recently focused on untimely filings of Section 16 reports, announcing last year several enforcement actions against individuals – and the affiliated public companies that had undertaken to file on their behalf – for failure to timely file Section 16 reports. The SEC ultimately has broad authority to enforce the securities laws and is permitted to seek “any equitable relief that may be appropriate or necessary for the benefit of investors.” 

    Impact on FPIs: Additional Transparency for Equity Ownership and Compensation

    Historically, insiders of FPIs were exempt from the Section 16(a) reporting requirements, the Section 16(b) short-swing disgorgement rules, and the Section 16(c) short-sale restrictions, each of which apply to insiders of U.S. domestic public companies. While the NDAA does not go so far as to subject FPIs to Section 16(b) (for short-swing profit liability) or 16(c) (for short-sale restrictions), directors and officers of FPIs will soon be required to report changes in their individual beneficial ownership, including any equity compensation awards received. The NDAA does not, however, extend Section 16(a) reporting requirements to 10% beneficial owners of FPIs.  

    More broadly, FPIs have historically not been required to report the individual compensation of their directors and officers unless such disclosure was required to be made in their home country, and an individual’s equity ownership in the FPI was not required to be disclosed unless it exceeded 1% of the FPI’s total outstanding class of shares. In many cases, equity compensation represents a significant portion of an officer’s overall compensation from a company, and, via Section 16 reporting, such compensation will now be made publicly available. For many insiders, this will represent the first time they need to publicly disclose their individual shareholdings.

    The HFIAA does include a new provision that allows the SEC the authority to exempt any person, security, or transaction from Section 16 reporting obligations if the SEC determines that the laws of a foreign jurisdiction apply “substantially similar requirements” to such person, security, or transaction. However, it is not clear what “substantially similar” means or how likely it will be that the SEC grants such an exemption.

    Key Considerations

    These changes represent a significant departure for the way FPIs report director and officer compensation and will create new filing obligations for directors and officers of FPIs. Below are a few key points to consider in connection with the implementation of the HFIAA:

    • FPIs should revisit who they have designated as “executive officers” in their disclosure and in connection with the adoption of their clawback policies as those same officers will now be subject to the above Section 16 reporting requirements.
    • FPIs should start to prepare for the implementation of these reporting requirements by enrolling their directors and officers in EDGAR Next, to the extent they are not already enrolled for purposes of electronically filing Forms 144, to ensure each director and officer is appropriately set up to make filings with the SEC.

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  • Exdensur (depemokimab) approved in the UK for treatment of asthma with type 2 inflammation and chronic rhinosinusitis with nasal polyps

    Exdensur (depemokimab) approved in the UK for treatment of asthma with type 2 inflammation and chronic rhinosinusitis with nasal polyps

    GSK plc (LSE/NYSE: GSK) today announced the marketing authorisation of Exdensur (depemokimab) by the UK’s Medicines and Healthcare products Regulatory Agency (MHRA). In the UK, Exdensur is now approved in two indications:

    • as an add-on maintenance treatment of asthma in adult and adolescent patients aged 12 years and older with type 2 inflammation characterised by an eosinophilic phenotype who are inadequately controlled on maximum moderate-dose or high-dose inhaled corticosteroids (ICS) plus another asthma controller;
    • as an add-on therapy with intranasal corticosteroids for the treatment of adult patients with severe chronic rhinosinusitis with nasal polyps (CRSwNP) for whom therapy with systemic corticosteroids and/or surgery do not provide adequate control.

    The approval is based on data from the SWIFT and ANCHOR phase III trials which showed sustained efficacy with a twice-yearly dosing regimen for depemokimab. Each of the four trials met their primary or co-primary endpoints with statistically significant and clinically meaningful results, comparing the addition of depemokimab to standard of care versus standard of care alone.1,2

    Kaivan Khavandi, SVP & Global Head, Respiratory, Immunology & Inflammation R&D, GSK said: “Today’s UK approval of Exdensur, the first in the world, has the potential to redefine care for millions of patients. This ultra-long-acting biologic delivers sustained efficacy to reduce asthma exacerbations, keep patients out of hospital and help prevent cumulative lung damage in just two doses a year. This is a step change in respiratory treatment, and we look forward to additional regulatory decisions expected in the US, Japan, EU and China.”

    Asthma affects more than 260 million people globally3 and about 7 million people in the UK,4 a portion of whom have type 2 inflammation characterised by an eosinophilic phenotype.5 Approximately half continue to experience symptoms and exacerbations despite treatment.6 Asthma exacerbations place a significant resource burden on healthcare systems due to emergency department visits and hospitalisations, with an estimated 22% increase in NHS costs by 2031.7 With the potential to reduce asthma exacerbations, including those leading to hospitalisations, and alleviate the debilitating symptoms associated with CRSwNP, Exdensur could improve patient outcomes while contributing to a reduction in health system burden.

    The pooled results from the SWIFT trials showed a 54% reduction in clinically significant exacerbations (asthma attacks) over 52 weeks [rate ratio 0.46, 95% confidence interval (0.36, 0.59), nominal p<0.001] (AER depemokimab = 0.51 exacerbations per year versus placebo = 1.11).1 Additionally, this pooled analysis showed a 72% reduction [RR 0.28, 95% CI (0.13, 0.61), nominal p=0.002] (AER: depemokimab = 0.02 versus placebo = 0.09) in the secondary endpoint of clinically significant exacerbations requiring hospitalisation or emergency department visit compared to placebo.1 In AGILE, an open-label 12-month extension study, depemokimab maintained the results seen in SWIFT-1 and SWIFT-2, confirming the sustained safety and efficacy of a twice-yearly dose of depemokimab over the course of two years.

    Pooled results from the ANCHOR trials showed an improvement (reduction) from baseline in nasal polyp score (scale: 0-8) at 52 weeks [treatment difference -0.7, 95% CI (-0.9, -0.4), nominal p<0.001] and in nasal obstruction verbal response scale (scale: 0-3) over weeks 49-52 [treatment difference -0.24, 95% CI (-0.39, -0.08), nominal p=0.003].2

    Across these trials, depemokimab was well-tolerated, with patients experiencing a similar rate and severity of side effects as those receiving placebo.1,2

    Depemokimab recently received a positive CHMP opinion in the EU and it is currently under regulatory review in other countries, including in the US, Japan and China. Decisions on these approvals are expected starting in December 2025 and continuing through H1 2026.

    About asthma with type 2 inflammation

    Asthma affects more than 260 million people globally, many of whom continue to experience symptoms and exacerbations despite treatment.8,9 Severe asthma is defined as asthma that requires treatment with medium- to high-dose inhaled corticosteroids plus a second therapy (i.e., systemic corticosteroid or biologic) to prevent it from becoming uncontrolled, or which remains uncontrolled despite therapy.10 Type 2 inflammation is the underlying cause of pathology in more than 80% of patients with severe asthma, in which patients exhibit elevated levels of eosinophils (a type of white blood cell).11

    About CRSwNP

    CRSwNP is caused by inflammation of the nasal lining that can lead to soft tissue growths, known as nasal polyps.12,13 People with CRSwNP experience debilitating symptoms such as nasal obstruction, loss of smell, facial pain, sleep disturbance, infections and nasal discharge that can significantly affect their emotional and physical well-being.12,13 Similar to asthma, the majority of cases of CRSwNP (85%) are driven by chronic type 2 inflammation, which is strongly associated with comorbidities, more severe disease, recurring symptoms and tissue remodelling.14

    About Exdensur (depemokimab)

    Exdensur is the first ultra-long-acting biologic being evaluated for certain respiratory diseases with underlying type 2 inflammation, such as severe asthma. It combines high interleukin-5 (IL-5) binding affinity and high potency with an extended half-life to enable twice-yearly dosing.1 IL-5 is a key cytokine in type 2 inflammation.

    More information can be found in the Exdensur Summary of Product Characteristics and Patient Information leaflets which will be published on the MHRA Products website within 7 days of approval.

    About the SWIFT phase III trials

    Results from the SWIFT trials were presented at the 2024 European Respiratory Society International Conference and published in the New England Journal of Medicine.

    The SWIFT-1 and SWIFT-2 clinical trials assessed the efficacy and safety of depemokimab adjunctive therapy in 382 and 380 participants with severe asthma who were randomised to receive depemokimab or a placebo respectively, in addition to their standard of care (SOC) treatment with medium to high-dose inhaled corticosteroids plus at least one additional controller. The full analysis set in SWIFT-1 included 250 patients in the depemokimab plus SOC arm and 132 in the placebo plus SOC arm; in SWIFT-2, 252 patients were included in the depemokimab plus SOC arm and 128 in the placebo plus SOC arm.1

    About the ANCHOR phase III trials

    Results from the ANCHOR trials were presented at the 2025 American Academy of Allergy, Asthma and Immunology (AAAAI) and World Allergy Organization (WAO) Joint Congress and published in The Lancet.

    ANCHOR-1 included 143 patients in the depemokimab plus SOC arm and 128 in the placebo plus SOC arm; in ANCHOR-2, 129 patients were included in the depemokimab plus SOC arm and 128 in the placebo plus SOC arm.

    All 528 patients had inadequately controlled CRSwNP, including nasal polyps in both nasal cavities (an endoscopic bilateral NPS ≥5), and had either undergone previous surgery for CRSwNP, had received previous treatment with SCS or were intolerant to SCS. Patients received depemokimab or placebo at six-monthly intervals (26 weeks) in addition to SOC (maintenance intranasal corticosteroids).2

    About the depemokimab development programme

    Depemokimab is currently being evaluated in phase III trials for the treatment of other diseases with underlying type 2 inflammation, including OCEAN for eosinophilic granulomatosis with polyangiitis (EGPA) and DESTINY for hyper eosinophilic syndrome (HES). GSK has also initiated the ENDURA-1, ENDURA-2 and VIGILANT phase III trials assessing the efficacy and safety of depemokimab as an add-on therapy in patients with uncontrolled moderate to severe COPD with type 2 inflammation.

    About GSK in respiratory

    GSK continues to build on decades of pioneering work to deliver more ambitious treatment goals, develop the next generation standard of care, and redefine the future of respiratory medicine for hundreds of millions of people with respiratory diseases. With an industry-leading respiratory portfolio and pipeline of vaccines, targeted biologics, and inhaled medicines, GSK is focused on improving outcomes and the lives of people living with all types of asthma and COPD along with less understood refractory chronic cough or rarer conditions like systemic sclerosis with interstitial lung disease. GSK is harnessing the latest science and technology with the aim of modifying the underlying disease dysfunction and preventing progression.

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  • Field Notes: Where AI meets learning in Moodle LMS

    Field Notes: Where AI meets learning in Moodle LMS

    At Moodle, we’ve always believed that great learning design starts with people. Technology should enhance learning and make it more engaging, memorable and effective. This is the idea behind our approach to AI. We build technology tools to serve human goals, not replace them.

    Across the Moodle community, we’re seeing educators and organisations explore AI in ways that fit their own context, whether that is saving time, sparking ideas, or making everyday teaching and learning a little smoother. But we also know that not everyone wants, or can rely on, AI tools. And we’re building for them, too.

    Moodle LMS exists to make learning available to everyone — regardless of location, financial situation, or access to basic resources like electricity and the internet. Because this is part of our mission, we cannot make core LMS capability dependent on AI.

    Marie Achour, Chief Product Officer

    That’s why we’ve built AI in Moodle LMS around a clear set of principles — grounded in choice, privacy, and people-first learning — giving you the freedom to use AI when and how it supports your goals (including not using AI, if that’s what works best for your learners).

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  • Privacy in the House: Remarks at the Privacy and Financial Surveillance Roundtable

    Thank you, Chairman Atkins, Commissioner Uyeda, and Richard. And thank you all for joining us in-person or online for the Crypto Task Force’s sixth roundtable. Thank you especially to our moderator, Yaya Fanusie, and today’s panelists for what will be an interesting and perhaps passionate discussion about financial surveillance and privacy.

    Happy Bill of Rights Day![i] Last time when I spoke at length about privacy, I told the story of my grandfather and his not-so-private telephone conversation.[ii] My other grandfather lived across the ocean in Friesland, which is in the northern part of the Netherlands. During the Nazi occupation of the country, a German officer came to my grandfather’s house to secure a room for the officer’s girlfriend. My grandfather, an opponent of the occupiers, certainly could not have one of them living in his house. So, my mother, who was a young child, was paraded in front of the officer with a warning that the house was full of similarly runny-nosed children. Wouldn’t his girlfriend prefer to live somewhere else? She would, and the family was spared a spy in their midst. Even in less dire times when the stakes are lower, the idea of having an uninvited stranger in your house, watching everything you do, is unthinkable. In this country, people have an expectation of privacy in their homes; the law sets up barriers to prevent government surveillance of people suspected of no wrongdoing.

    Similar expectations and protections of privacy do not exist for our financial lives. The lack of financial privacy is puzzling. After all, a walk through someone’s financial transactions will tell the government as much or more about someone as would a walk through her home. Legal developments, most notably the third-party doctrine, and the decades-long cultivation of an anti-financial-privacy ethos in our national consciousness have made mass surveillance routine when it comes to the financial system. People assume—often correctly—that the government is watching their financial transactions and shrug it off because they “have nothing to hide.”

    Our national degradation of financial privacy and the rules that embody it are overdue for a change, and crypto is helping to nudge a reassessment. On the one hand, crypto opens new possibilities for transactions without the financial intermediaries that are central to existing financial surveillance programs. Tokenized securities transactions, for example, can occur without the intermediation of a broker. As our personal transactions become increasingly disintermediated, government will receive less information about those transactions from traditional channels. On the other hand, the public blockchains on which many crypto transactions take place are viewable by everyone, which creates a demand for privacy-protecting tools. Accordingly, as crypto usage increases, the public and relevant government agencies need to rethink when and how financial transactions are surveilled.

    Deep thought about financial surveillance and privacy issues as they relate to cryptocurrencies is not new. Some of our panelists and others like Ian Miers and Matthew Greene have been thinking about these issues for many years, but new technological developments are broadening the conversation. Accordingly, the recently passed GENIUS Act, which regulates centralized stablecoins, directs Treasury “to identify innovative or novel methods, techniques, or strategies that regulated financial institutions use, or have the potential to use, to detect illicit activity, such as money laundering, involving digital assets . . . .”[iii] That process is underway.[iv] Also in-process are efforts to develop tools to enable law-abiding citizens to live private lives and protect themselves from bad actors. Zero-knowledge proofs shield private information while proving, for example, that someone is permitted to conduct a given transaction. Mixers enable people to make charitable donations,[v] get paid, lend money to a friend, or engage in other legal transactions without telegraphing them to the world. Decentralized physical infrastructure networks provide essential services without a central actor who can withhold these services from disfavored people. At today’s roundtable, we will hear about these and other new technologies designed to protect the privacy of transactions occurring on blockchains and to streamline compliance. The SEC does not endorse any particular product but understanding how these technologies work will inform policymakers as they seek to address the threats facing this nation without undermining our civil liberties.

    Several themes should guide the government’s work. Government should not assume ill-intent when people take steps to guard their privacy. Protecting one’s privacy should be the norm, not an indicator of criminal intent. Government should resist the temptation to force intermediation for the purpose of creating a regulatory beachhead or facilitating financial surveillance. Relatedly, the government should avoid imposing regulatory obligations, including Bank Secrecy Act obligations, on a software developer who does not have custody of users’ assets or the ability to override users’ choices.[vi] Additionally, the government should pursue bad actors who use privacy-protecting tools for nefarious purposes while protecting good actors who develop and publish these tools and the law-abiding citizens’ who use them to protect themselves from bad actors.

    I look forward to hearing builders and policy professionals on today’s panels discuss how we can use new technologies to protect this nation and to preserve the liberties that make it so special, including the freedom to live a private life. What better day to have this conversation than today, Bill of Rights Day.
     

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  • Hartford Hospital Named Top Teaching Hospital | Hartford Hospital

    Hartford Hospital Named Top Teaching Hospital | Hartford Hospital

    << Back

    December 15, 2025

    Highlighting its nationally recognized achievements in patient safety and quality, Hartford Hospital has been named a Top Teaching Hospital, now five years in a row, by The Leapfrog Group, a national watchdog organization for health care safety and quality. This award is widely acknowledged as one of the most competitive awards American hospitals can receive.

    “This recognition, five years in a row, is one way to underscore the value of putting the patient at the center of everything we do,” said Cheryl Ficara, RN, MSN, NEA-BC, President of Hartford Hospital and Senior Vice President of Hartford HealthCare. “As a high reliability organization, we take error prevention very seriously. I commend our colleagues for upholding rigorous standards in every interaction and am proud of the critical work our team members do every day. This award highlights Hartford Hospital’s national standing as a place to receive and provide care.”

    Only 73 hospitals in the country received the Top Teaching award this year.

    The Leapfrog Group rates hospitals on how well they protect patients from preventable harm, including accidents, injuries and infections. The Leapfrog Top Teaching Hospital award is given to hospitals that publicly report their performance through the Leapfrog Hospital Survey and meet the high standards defined in the Top Hospitals methodology. This includes infection rates, maternity care and a hospital’s ability to prevent medication errors, among other standards. The rigorous standards are defined in each year’s Top Hospital Methodology.

    To qualify for the distinction, hospitals must rank top among peers on the Leapfrog Hospital Survey, which assesses hospital performance on the highest standards for quality and patient safety, and achieve top performance in their category.

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  • Bexar County Medical Examiner seeks public’s help to identify man’s body found on West Side

    Bexar County Medical Examiner seeks public’s help to identify man’s body found on West Side

    The man’s body was found at 6808 Northwest Loop 410 on June 24

    RENDERING – The man’s body was found at 6808 Northwest Loop 410 on June 24 (Bexar County Medical Examiner)

    SAN ANTONIO – The Bexar County Medical Examiner’s Office is asking for the public’s help to identify a person whose body was found in June on the West Side.

    After exhausting all investigative avenues, the ME’s office said it is working to identify a white male who was approximately 70 to 80 years old. He was approximately 5 feet, 1 inch tall.

    The man was found on June 24 at 6808 NW Loop 410 in San Antonio.

    Anyone who recognizes the individual in the sketch is asked to contact the investigative section of the ME’s office at 210-335-4011.

    View more unsolved cases here.

    ALSO ON KSAT.COM


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  • Department of Labor & Workforce Development

    December 15, 2025

    TRENTONInvestigators from the New Jersey Department of Labor and Workforce Development’s (NJDOL) Division of Wage and Hour Compliance issued the following stop-work order on December 3, 2025: 

    Employer: All American Drywall LLC of Jersey City, N.J. (subcontractor)
    Work Locations: Three sites in Jersey City, N.J. – 25 Cottage Street, 35 Cottage Street, and 10 Journal Square.
    Nature of Work: Construction maintenance
    Details: All American Drywall LLC was hired to the three projects in the Journal Square neighborhood by primary contractor A.J.D. Construction Co. Inc. of Leonardo, N.J. NJDOL previously issued stop-work orders to four other subcontractors working at 10 Journal Square Plaza earlier this year.
    Violations: Improper classification of construction workers; failing to properly classify employees; not paying overtime; unpaid wages/late payment; no Earned Sick Leave records; Earned Sick Leave notification/posting violations; and hindrance/failure to provide records.
    Workers Affected: 53 

    NJDOL has issued 211 stop-work orders since these powers were expanded in July 2019. 

    Stop-work orders are initiated by NJDOL to halt work being performed in a manner that exploits workers, or is otherwise noncompliant with state laws and regulations. An employer may appeal a stop-work order, in which case NJDOL has seven days to schedule a hearing. 

    NJDOL continues to monitor locations where stop-work orders have been issued, and can assess civil penalties of $5,000 per day against an employer conducting business in violation of the order. The stop-work order may be lifted if and when any remaining back wages and penalties have been paid and all related issues have been resolved. 

    For more information on worker benefits and protections, please visit myworkrights.nj.gov. 

    Go back to all press releases

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  • Winston Y. Chan Speaks with Daily Journal After Being Named a Top White-Collar Lawyer for 2025

    Winston Y. Chan Speaks with Daily Journal After Being Named a Top White-Collar Lawyer for 2025

    Accolades  |  December 15, 2025

    Daily Journal


    In an interview with the Daily Journal after being named one of its Top White-Collar Lawyers for 2025, partner Winston Y. Chan discussed leading the defense team for a technology company involved in three concurrent investigations by the U.S. Department of Justice, Securities and Exchange Commission, and California Attorney General. Each agency investigated different theories of whether the company misrepresented cybersecurity events and weaknesses to customers and investors. The team faced extensive and competing document, information, and interview requests from all three agencies.

    “These were open-ended investigations in search of a whisper of a problem,” Winston said.

    Earlier this year, all three agencies closed their investigations without taking action against the company.

    Winston is Co-Chair of both our global White Collar Defense and Investigations Practice Group and our False Claims Act/Qui Tam Defense Practice Group. He noted several changes in False Claims Act enforcement under the Trump administration.

    “Not in my entire career working on FCA cases have I seen so many novel applications of the statute being pursued all at once, in such a public way, with top-down pronouncements designed to motivate DOJ staff as well as putative whistleblowers and their counsel,” Winston said.

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  • Should U.S. be worried about AI bubble? — Harvard Gazette

    Should U.S. be worried about AI bubble? — Harvard Gazette

    Tech giants Amazon, Meta, Alphabet, Microsoft, and Oracle have been taking on enormous new debt in a race to build out their artificial intelligence ventures in the last year, fueling Wall Street fears of a bubble capable of disrupting the entire economy.

    In this edited conversation, Andy Wu, Arjun and Minoo Melwani Family Associate Professor of Business Administration at Harvard Business School, explains why AI hyperscalers — firms that operate, or will need to operate, massive, global data centers — are taking on enormous liabilities and whether investors are right to worry about a possible AI bubble.


    Why are generative AI firms fundraising so aggressively?

    Generative AI is perhaps the most exciting technology since the rise of the internet. That excitement has attracted a significant amount of attention from private equity, venture capital, and public equity investors.

    I agree with the consensus about the long-term value creation potential of generative AI. But achieving that long-term vision requires a capital-intensive infrastructure buildout. We need more data centers, more chips, and more electricity to handle the escalating computing needed to both create frontier AI models (training) and use them (inference).

    “While generative AI can do amazing things, it is also perhaps the most wasteful use of a computer ever devised.”

    Andy Wu

    While generative AI can do amazing things, it is also perhaps the most wasteful use of a computer ever devised. If you do 1+1 on a calculator, that’s one calculation. If you do 1+1 in generative AI, that is potentially a trillion calculations to get an answer. That consumes a huge amount of chip capacity and electricity.

    And so, many companies are attempting to build out that capacity by buying chips, building data centers, and, in some cases, even buying and building nuclear power plants to power those facilities.

    The issue is that someone has to incur the fixed cost of the buildout today for the potential of long-term profit in the future. That long-term profit is hypothetical and has not been realized yet. The companies leading this buildout have taken on significant debt alongside unprecedented levels of equity financing.

    As the market for cloud computing grows, it becomes more competitive and, in some ways, less attractive.

    If you asked me five years ago, I would have said the market for public cloud infrastructure was only big enough for three hyperscalers. But now that there’s so much more demand for computing, more companies can reach the economies of scale to be viable.

    Just a few years ago, Oracle was not a part of the conversation. But the growing market has dramatically lifted Oracle and allowed it to become economically viable and competitive with Microsoft, Google, and Amazon.

    Several companies, and especially the neoclouds that specialize in renting out GPUs [graphics processing units], have borrowed significant amounts premised on hypothetical cash flows in the future. So they’re borrowing money now to build a data center that they expect to get paid for by somebody else in the future.

    For instance, OpenAI has promised $100 billion contracts to several of its vendors. OpenAI today does not generate anywhere near the amount of revenue to pay for any of that.

    Those vendors have raised money to build data centers on the assumption OpenAI is going to pay them $100 billion later. If OpenAI cannot grow revenue fast enough to meet those commitments, several of those vendors will be underwater financially.

    Is that buildout truly needed right now?

    The industry faces two contradictory timing problems. On one hand, from a long-term perspective, my view is that the scale of buildout is absolutely necessary to facilitate AI. If anything, we’re probably too slow: not just on the data center side, but especially on the electrical grid.

    But on the other hand, the risk right now is the gap between the long-term vision of AI and whether or not the growth will materialize fast enough to pay for the buildout. The subtlety here is that these companies can end up underwater if AI grows fast but less rapidly than they hope for.

    Why such apprehension over AI borrowing and spending?

    First, it’s become apparent how much money has been borrowed. Financing losses with equity investment is one thing. But defaulting on debt has much more disruptive consequences for the companies involved and our economy as a whole.

    Second, there are unusual “circular financing” arrangements between customers and suppliers that have drawn attention.  To some, it appears that Nvidia is paying its customers to buy its products. Certainly, there’s some scenario where vendor financing is justifiable, but it certainly raises eyebrows here.

    More generally, the bigger issue is downstream. For the potential customers of the data centers — the companies training models or running inference — there’s no short-term scenario in which they are economically viable given how costly it is today. The customers of the data centers are not themselves profitable, and they have no immediate way of generating enough revenue to cover the cost of compute.

    “What’s critical to understand, but overlooked by most users, is that generative AI has a significant variable cost.”

    Andy Wu

    What’s critical to understand, but overlooked by most users, is that generative AI has a significant variable cost. It costs OpenAI real money every time we ask ChatGPT something and ChatGPT responds.

    OpenAI CEO Sam Altman once joked saying, “Please” and “Thank you” to ChatGPT costs them millions of dollars. For now, as AI applications grow their customer base and usage, they lose more money. Growth itself does not fix the economics.

    Do you see signs of an AI bubble?

    In my research on technology strategy, I often look back at the history of the technology industry for hints on how to think about the future.

    Technology regularly goes through these ups and downs. The dotcom bubble is the most famous, but in recent years, we’ve had a work-from-home bubble with Peloton and Zoom. We’ve had a bunch of crypto bubbles. There was a virtual reality bubble. In the mid-2010s, we had a gig economy bubble.

    It’s easy to get overexuberant about technology.

    I would define a bubble in technology as when there’s a significant mismatch between the vision for potential value creation and the current reality of value capture. In other words: Everyone can imagine how useful the technology will be, but no one has figured out yet how to make money. This mismatch puts companies currently operating in a very difficult position.

    Regardless of the long-term legitimacy of their offering, they have real financial obligations they have to meet today that they may not be able to meet. What separates a hype cycle that goes away without much fanfare versus a truly destructive bubble is the amount of leverage and risk being taken by the investors and vendors.  

    Given AI’s importance, what effect could an AI bust have on the U.S. economy?

    Big tech is largely insulated from the risks of this. They’ve taken a shrewd and conservative strategy for AI. They positioned themselves well to benefit from the rise of AI, but they don’t stand to lose that much if AI grows slower than anticipated.

    Why won’t Big Tech lose much if AI falters?

    First, Microsoft has mostly outsourced AI to a third party, OpenAI. Second, Amazon will support anybody’s AI model, seemingly indifferent to the specifics. Third, Meta spent billions of dollars building an open-source AI model that they hand out for free to the world.

    If you take those three facts in conjunction, what that’s saying is that these companies don’t really think that core AI technology is a meaningful business in and of itself.

    “If you take those three facts in conjunction, what that’s saying is that these companies don’t really think that core AI technology is a meaningful business in and of itself.”

    Andy Wu

    Instead, they’re focused on profiting from all the adjacencies to AI. I often use a gold rush analogy: OpenAI, Anthropic, and xAI are out there digging for gold.

    Nvidia is the consummate shovel seller, designing the chips needed by the gold diggers. And Meta is the consummate jewelry maker: Meta’s social media, advertising, wearables, and metaverse businesses stand to benefit from advancements in generative AI, wherever it comes from and whenever it comes. Microsoft does a bit of shovel selling and jewelry making, but the key thing is they’re not stuck digging for gold.

    Certainly, it’s plausible that Amazon and Microsoft and Google might make less money on their cloud computing than they ideally would like if AI growth slows or declines, but they would not end up in financial distress. They still have plenty of customers absent AI.

    Who is most exposed if AI fizzles out?

    The model builders and the neoclouds, because they’re entirely dependent on a very particular growth trajectory of AI.

    What should AI investors keep in mind?

    As John Maynard Keynes allegedly once said, the markets can remain irrational longer than you can remain solvent.

    But there is an important nuance that Keynes missed. Any ambitious vision for a new technology rests on faith in the unproven, so backing it inherently demands a degree of irrationality. If the market can keep the faith to persist, it buys the necessary time for the technology to mature, for the costs to come down, and for companies to figure out the business model.

    In other words, if the market can remain irrational long enough, the vision eventually becomes the reality.


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