Michael Rowles steps again as Stay Nation Basic Counsel after 20 years, with Chewy’s Da-Wai Hu taking the position

Michael G. Rowles has been Stay Nation‘s prime lawyer for 20 years. He’s now stepping again right into a diminished position that runs to the tip of 2029.

Taking on as Government Vice President, Basic Counsel and Secretary on November 2 is Da-Wai Hu, at present Basic Counsel and Secretary of pet retailer Chewy.

Each strikes have been disclosed in an 8-Ok submitting with the US Securities and Trade Fee on Friday (September 25).

“On September 25, 2026, the Firm introduced that it will be hiring Da-Wai Hu to function the Firm’s Government Vice President, Basic Counsel and Secretary starting November 2, 2026,” the submitting states.

The submitting offers no cause for the change, and makes no reference to the antitrust litigation the corporate has been preventing since Could 2024.

Stay Nation set out the Rowles association below Merchandise 5.02, which covers officer departures, appointments, and compensation. Hu‘s appointment it filed below Merchandise 8.01 – different occasions – somewhat than below Merchandise 5.02(c), the sub-item reserved for the appointment of a principal officer.

Rowles isn’t leaving.

On the identical day, he and the corporate signed a First Modification to his employment settlement, efficient November 1, 2026, extending his time period from December 31, 2027, to December 31, 2029.

It units out a handover operating greater than a 12 months.

“Efficient November 1, 2026, the Worker will report back to a to be named Basic Counsel (‘Reporting Officer’) and have modified tasks to be outlined by the Reporting Officer throughout the interval from November 1, 2026, by way of December 31, 2027,” the modification states.

“Efficient January 1, 2028, and thru the tip of the Time period, the Worker’s title will probably be Senior Authorized Advisor and supply senior authorized advisory duties to Stay Nation and the Reporting Officer as these duties shall be moderately outlined by the Reporting Officer throughout the Time period.”

The modification places numbers on what “diminished” means. From January 1, 2028, Rowles‘ base wage drops to USD $500,000, down from the USD $1.1 million set in his 2023 contract, and his contractual bonus is deleted outright.

It additionally rewrites what occurs if the association ends early: terminated with out trigger, or leaving for good cause, after December 31, 2027, he takes a lump sum equal to his wage for no matter stays of the time period.

The doc additional data that he has moved his main residence to South Carolina, and rewrites the contract’s governing regulation and venue clause accordingly: California turns into South Carolina, and Los Angeles turns into whichever metropolis he now lives in. The arbitration clause, untouched, nonetheless places any listening to in Los Angeles.

That retains Rowles contained in the constructing by way of the following section of a authorized combat he has been operating since earlier than it existed.

Stay Nation signed him as Government Vice President and Basic Counsel on March 13, 2006, saying the appointment the next day, based on a Type 8-Ok filed on the time.

That was nearly 4 years earlier than the Ticketmaster merger closed in 2010, the transaction the US Division of Justice would later go to court docket to unwind.

A consent decree adopted in 2010, amended and prolonged in 2020 after the DOJ investigated retaliation complaints, every model imposing guidelines on Stay Nation‘s conduct somewhat than separating it from Ticketmaster.

That didn’t settle it both, and in Could 2024 the DOJ sued, joined by attorneys common from dozens of states and the District of Columbia, in search of to interrupt the 2 firms aside.

That case reached trial in Manhattan on March 2 this 12 months, and cut up into two tracks every week later when the DOJ settled.

The deal let Stay Nation hold Ticketmaster in change for divesting its unique reserving agreements with 13 amphitheaters, capping Ticketmaster‘s service charges at 15% of face worth at Stay Nation amphitheaters, setting apart USD $280 million for state damages and civil penalty claims, and increasing its consent decree by eight years.

Six states signed on, for shares of that fund totaling roughly USD $18.6 million, based on Stay Nation‘s quarterly filings.

The remainder refused and pressed on, and on April 15 a jury discovered that Stay Nation and Ticketmaster illegally monopolized main ticketing at main US live performance venues, and that Stay Nation held monopoly energy in massive amphitheaters and unlawfully required artists who performed those it owns to purchase its promotion providers too. The jury sided with 33 states and the District of Columbia on each declare put to it.

Each tracks are nonetheless reside.

The businesses have requested the court docket to throw out the decision or grant a brand new trial, whereas the states have filed a treatment proposal in search of a divestiture of Ticketmaster and the sale of quite a lot of Stay Nation-owned amphitheaters.

Responding to that proposal in Could, Stay Nation EVP of Company & Regulatory Affairs Dan Wall mentioned in a press release to Billboard: “The jury verdict on this case can’t help a request for divesting Ticketmaster from Stay Nation. The states’ request for a breakup is performative and political.”

The DOJ settlement, in the meantime, stays topic to evaluate below the Tunney Act, below which Choose Arun Subramanian should determine whether or not it serves the general public curiosity.

Feedback filed earlier than that window closed on September 4 included submissions from AEG and SeatGeek, each urging rejection.

“Put merely, the Proposed Decree doesn’t break Ticketmaster’s grip; it tightens it,” AEG‘s submitting states.

Operating alongside all of it’s a separate federal motion: in September 2025, the Federal Commerce Fee and 7 states sued Stay Nation and Ticketmaster below the BOTS Act and the FTC Act, alleging the corporate hides obligatory charges till checkout and income from brokers who breach its personal ticket limits.

Stay Nation moved to have that case thrown out, arguing the BOTS Act was written for resellers somewhat than the platforms internet hosting them.

On Monday (September 28), US District Choose Maame Ewusi-Mensah Frimpong in Los Angeles denied that movement, based on Billboard, which first reported the order.

“The BOTS Act doesn’t preclude platforms from dealing with legal responsibility, and the court docket is not going to learn it as doing so,” the decide wrote.

That case now proceeds.

All of it lands on Hu 5 weeks from now.

He clerked on the Eighth and Second Circuits, then practiced mergers and acquisitions at Sullivan & Cromwell and Paul, Weiss, based on Chewy‘s investor disclosures.

He spent a decade at Amazon, rising to Vice President and Affiliate Basic Counsel and main groups that supported its worldwide and cross-border client companies, then ran the authorized perform at funds firm Checkout.com earlier than becoming a member of Chewy in December 2023.

Rowles, in the meantime, doesn’t take a brand new title till January 1, 2028, when he turns into Senior Authorized Advisor: his modification leaves him nominally Government Vice President, Basic Counsel and Secretary till then, the identical title the 8-Ok palms Hu on November 2. What adjustments on November 1 is the reporting line. The modification places Rowles below “a to be named Basic Counsel,” with tasks that officer defines – and retains him on the payroll for many of what comes subsequent.Music Enterprise Worldwide