Reuben Zaramian

REUBEN ZARAMIAN counsels public company boards and management teams through high stakes investor engagement and activism defense matters. Over the past decade, he has represented clients in hundreds of mandates, including many of the most notable late-stage proxy fights and settlements.

Reuben advises on all aspects of shareholder activism, drawing on his extensive experience with governance strategy and corporate preparedness, special situations, risk management, fiduciary duties and environmental, social and governance (ESG) issues. He also advises on Section 13 and 16 issues.

Reuben was recommended by the Legal 500 United States as a key lawyer for Shareholder Activism: Advice to Boards (2025) and recognized by Best Lawyers: Ones to Watch in America® for Corporate Governance and Compliance Law (2026).

Earlier in his career, Reuben represented many of the leading hedge funds at a New York law firm with a prominent shareholder activism practice—he now leverages that experience for company-side clients. He speaks and publishes frequently on matters related to shareholder activism and corporate governance.

• BlackRock in its proxy contest defense against Saba Capital.
• Bausch Health in its engagement with Carl Icahn.
• CAE in its engagement with Browning West.
• Quanterix in its proxy contest defense against Kent Lake.
• National Vision in its engagement with Engine Capital.
• nCino in its engagement with HMI.
• Overstock/Beyond in its engagement with JAT Capital.
• Rogers in its proxy contest defense against Starboard Value.
• Purple Innovation in its takeover defense against Coliseum Capital.
• US Foods in its proxy contest defense against Sachem Head Capital.
• Milestone Pharmaceuticals in its engagement with Alta Fundamental.
• Cubic in defense of an unsolicited takeover bid by Elliott Management and Veritas.
• Alkermes in its proxy contest defense against Sarissa Capital and Elliott.
• UBS Puerto Rico funds in their proxy contest defense against Ocean Capital.
• CVS in connection with a reported activism investment by Starboard.
• Invesco funds in their engagement with Saba Capital.
• Veradigm in its engagement with Kent Lake.
• Avantax/Blucora in its proxy contest defense against Ancora Advisors and Engine Capital.
• Herbalife with respect to various investor engagements.
• Blucora in its engagement with Engine Capital.
• NiSource in its activism campaign defense against Elliott Management.
• Blucora in its proxy contest defense against Ancora Advisors.
• AMG Funds in its proxy contest defense and subsequent settlement agreement with Friess Associates with respect to two funds.
• Royce Global Value Trust in its proxy contest defense and subsequent tender offer and settlement agreement with Saba Capital.
• Big Lots in its proxy contest defense and subsequent settlement agreement with Macellum Advisors and Ancora Advisors.
• Delek US in connection with a potential unsolicited takeover bid by Carl Icahn and CVR Energy.
• Enzo Biochem in its proxy contest defense against Harbert Management.
• AMAG Pharmaceuticals in its consent solicitation defense and settlement agreement defense with Caligan Partners.
• Texas Pacific Land Trust in its proxy contest defense against Horizon Kinetics and SoftVest.
• MiMedx in its proxy contest defense against Prescience Point and Parker Petit.
• Cat Rock Capital in connection with its investment in Just Eat plc.
• Trian Partners in its proxy contest against Procter & Gamble.
• Numerous hedge funds, including Cevian Capital, Elliott Management, JANA Partners, Land & Buildings, and Voce Capital, with respect to contested situations and private engagements.
• Canadian Oil Sands in its hostile takeover defense against Suncor Energy.

Some of the above matters were handled prior to joining Sidley.