Good morning. Businesses have long relied on insurance to cover losses from unexpected disruptions. But, as Risk & Compliance Journal's Richard Vanderford reports, they have faced an uphill battle in trying to get carriers to pay out on one of the biggest ever: pandemic shutdowns.

What will insurers pay for? Insurers that sold “business interruption” coverage have denied claims by companies that suffered through lockdowns or other fallout of the Covid-19 pandemic, and many courts have shot down subsequent lawsuits. The presence of virus wasn’t enough to trigger the policies, which generally require some kind of physical damage to property, the courts say. 

Businesses, however, continue to litigate in hopes of a payout.

What is at stake? The amount of money at stake in all the cases can’t be easily calculated. One single lawsuit pending in New York, for example, seeks $50 million.

The Insurance Information Institute, an industry group, has estimated that if virus exclusions were removed from existing policies—a proposal floated in 2020—insurers might be forced to shell out as much as $150 billion per month in claims. The institute contended that could bankrupt insurers.

That scenario hasn’t come to pass. But at least 2,300 lawsuits have been filed to seek coverage, according to an estimate from a tool created by University of Pennsylvania law professor Tom Baker.

Activision Blizzard paying $35 million to resolve SEC investigation. The videogame company agreed to pay $35 million to settle regulatory claims tied to its process for deciding whether its disclosures to investors should reflect any employee complaints about workplace misconduct.

The Securities and Exchange Commission’s investigation also alleged that Activision violated a whistleblower-protection rule. The company settled the probe without admitting or denying the SEC’s allegations.

Transparency watch. The amount is a significant penalty for an enforcement case focused on a company’s disclosure procedures. The SEC under Chair Gary Gensler and Enforcement Director Gurbir S. Grewal has ratcheted up penalties, saying fines need to be higher to effectively deter wrongdoing.

SEC considers easing climate-disclosure rules after investor pushback. The regulator is considering a softening of planned rules requiring companies to disclose the effects of extreme weather and other costs related to global warming when the regulator completes its climate-change proposals, people close to the agency said.

Easing the burden. The final version of the SEC rules, expected this year, will likely still mandate some climate disclosures in financial statements, according to the people close to the agency. But the commission is weighing making the requirements less onerous than originally proposed, the people said, such as by raising the threshold at which companies must report climate costs.

Elon Musk found not liable in trial over tweets. A jury rejected investor claims that Elon Musk violated federal securities law when he tweeted in 2018 about potentially taking Tesla Inc. private, handing a major win to the billionaire chief executive.

• For Elon Musk, Two Cases About His Tweets, and Two Victories
• Twitter Hasn’t Paid Bill, M&A Advisory Firm Says

• The U.S. is considering new sanctions on Chinese surveillance companies over sales to Iran’s security forces, officials familiar with the deliberations said, as Iranian authorities increasingly rely on the technology to crack down on protests.
   
• The U.S. and its allies agreed to cap the sales price of premium Russian petroleum products such as diesel at $100 a barrel and limit low-value ones such as fuel oil to $45 a barrel, expanding their sanctions on Russia’s oil industry.
   
• The Federal Trade Commission is preparing a potential antitrust lawsuit against Amazon.com Inc. that in the coming months could challenge an array of the tech giant’s business practices as anticompetitive, according to people familiar with the matter.
   
• A judge has made public his decision that allowed Meta Platforms Inc. to acquire a virtual-reality startup, providing new details on why he ruled against the Federal Trade Commission in its high-profile antitrust case against the Facebook parent company.
   
• The English Premier League accused Manchester City Football Club, the league’s current champion and one of its most-storied teams, of breaching the league’s financial regulations over almost a decade, in a sweeping critique of the club’s financial management.

U.S.-China tension grows as suspected spy balloon leads to postponed visit. The U.S. military’s downing on Saturday of a suspected Chinese surveillance balloon off the eastern seaboard adds to a cycle of provocation and retaliation the two global powers are finding hard to break.

Facing the impact. Now, as the U.S. moves to salvage the balloon and its payload, both sides face challenges about how much further to escalate the incident.

• Following U.S. Downing of Suspected Spy Balloon, Beijing Signals Desire to Move On
• Prior Chinese Balloon Incursions Over U.S. Went Undetected, Officials Say

Signs of coming Russian offensive mount. Russia is regrouping its forces in eastern Ukraine and launching offensives along five lines of attack, Ukraine’s armed forces said on Saturday as officials in Kyiv and Western capitals continue to warn of a major Russian push to gain territory.

Marking the anniversary. Ukrainian and Western officials have for weeks been warning of a major Russian offensive to coincide with the war’s one-year anniversary later this month, and the package of military aid is aimed in part at countering Russian attempts to regain the initiative in the war.

The warnings come amid a large shake-up in Ukraine’s military leadership.

• China Aids Russia’s War in Ukraine, Trade Data Shows
• Russia’s Casualties in Ukraine Near 200,000

• Fresh signs of a hot U.S. labor market leave the Federal Reserve on course to raise interest rates by a quarter percentage point at its meeting next month and to signal another increase is likely after that.
   
• Moscow and Tehran are moving ahead with plans to build a new factory in Russia that could make at least 6,000 Iranian-designed drones for the war in Ukraine, the latest sign of deepening cooperation between the two nations, said officials from a country aligned with the U.S.

Ryan Gellert wants Patagonia to be part of the environmental solution. Calls to “overhaul” capitalism rarely come from the C-suite, but Patagonia CEO Ryan Gellert doesn’t mince words.

'The days of "business as usual" are over,' says Gellert. Arguing that “the climate ecological crisis is an existential threat to humanity, and it’s one of our own creation,” he says that businesses, long part of the problem, must now be part of the solution. Mr. Gellert, who arrived at Patagonia in 2014 and became its CEO in 2020, helped to create its new business plan and is now responsible for executing it.

• Energy CEO Fights Climate Science. And LinkedIn. North Face, Too.
• Investors Are All for ESG. Except, That Is, When Times Are Tough.

• Mark Tritton lost his job as chief executive of Bed Bath & Beyond Inc. after an activist investor challenged his leadership. Now, the same activist is trying to oust Mr. Tritton again—from his board seat at Nordstrom Inc.
   
• Carlyle Group Inc. plans to name investment-banking veteran Harvey Schwartz its new chief executive, according to people familiar with the matter, as the private-equity firm’s founders seek a fresh start after a botched succession plan.
   
• Bank of America Corp. cut its chief’s pay by about 6% last year, when the company’s stock price and profit fell.
   
• Public Storage has made an $11 billion unsolicited offer for Life Storage Inc., ramping up an effort to buy its smaller rival after an earlier bid was rejected.

Elon Musk’s Twitter tries Super Bowl ‘fire sale’ to win back advertisers. Twitter Inc. is leveraging its most important night of the year to help it win back the long list of advertisers that ditched the social-media platform after Elon Musk‘s $44 billion takeover of the company.

The offer. The San Francisco-based company has been ramping up its Super Bowl pitch to advertisers, offering a last-minute deal on one of its most high-profile, big-game ad packages, according to an email viewed by The Wall Street Journal.

• U.S. fuel markets held steady in December after Western sanctions on Russian crude reshuffled global oil shipments. New restrictions that take effect Sunday could prove more complicated. Meanwhile, oil companies delivered the market’s best shareholder returns last year, but Wall Street is still wary.
   
• Shares of Ford Motor Co. slipped nearly 8% after the auto maker said continued supply-chain challenges and execution issues hit the company’s quarterly profit and led it to miss its 2022 target.
   
• Companies and the U.S. government are shelling out billions of dollars to establish a supply chain for batteries in North America, a manufacturing effort that is critical to the auto industry’s long-range plans to put more electric vehicles on the road.