Publicly traded Dallas-Fort Worth companies like Texas Pacific Land, USA Compression Partners and FirstCash Holdings recently took action to shift their legal homes from Delaware to Texas.
Yet roughly 70% of Texas-based public companies whose stock trades on major exchanges remain incorporated in Delaware, said Southern Methodist University reincorporation expert Shane Goodwin. These include DFW-based corporate heavyweights AT&T, Caterpillar, McKesson and Texas Instruments.
“Every one of those companies is currently agreeing to have any dispute over its own governance decided 1,500 miles away by a court that doesn’t know Texas,” Goodwin told Dallas Innovates. “Having it adjudicated in your own backyard is a natural fit.”
Because the Lone Star State has made itself increasingly attractive for incorporations, Goodwin said he expects more Texas-based companies to reincorporate at home. At the same time, North Texas stands to benefit from the corporate exodus from Delaware, he said.
Goodwin, executive director of the SMU Corporate Governance Initiative and a professor of finance, created an online index that tracks reincorporation activity. The index shows that Delaware, the nation’s second-smallest state by area, faces a threat to its incorporation crown from Texas, the second-largest state.
Texas’ reincorporation allure
Four factors make Texas an appealing state for incorporation, Goodwin said.
The first factor: cost.
Delaware charges a public company up to $250,000 a year just to hold a corporate charter, Goodwin said. Texas charges nothing to do that. Based on this metric, companies that hightailed it from Delaware to Texas saved roughly $250 million, he said.
Goodwin’s Reincorporation Index features a calculator that helps companies do the reincorporation math.
The second factor involves a change made last year to Texas law.
The change folded the so-called “business judgment rule” into an existing statute. Now, Goodwin said, members of a company’s board know “in advance the standard a court will apply to its decisions rather than waiting to find out how a judge feels about it.”
The third factor: establishment of the Texas Business Court in 2024. The trial court resolves certain complex business disputes.
The fourth and final factor: Plaintiffs’ lawyers are “extremely active” in Delaware, Goodwin said. This results in a slew of lawsuits that Delaware-incorporated companies must fight.
“Public companies there get sued constantly, and a lot of those suits exist because the fee structure rewards filing them,” Goodwin said. “We just don’t have that level of litigation in Texas, and we don’t expect to.”
Given Texas’ incorporation advantages, Goodwin envisions more companies without operations in the state choosing to incorporate here. “I expect that to be the bigger story over the next few years,” he said.
“The real story of 2026 may not be of a mass corporate migration, but of a marketplace waking up to the fact that it has meaningful options as different states consider how best to address the relative rights and obligations of companies, boards, managers and stockholders,” Houston-based law firm Vinson & Elkins said in an article published in March on its website.
Corporate migration’s impact on North Texas
So, how might North Texas benefit from the corporate migration?
Goodwin said incorporating in Texas reduces such expenses as charter and legal fees.
“That matters most for the companies that are still deciding where to go public and where to grow, and North Texas has a lot of those,” he said. “When the legal infrastructure and the headquarters are in the same place, that’s one less reason to be anywhere else.”
Furthermore, the professional services sector in North Texas stands to gain from the Delaware-to-Texas shuffle, Goodwin said. This includes law firms, accounting firms and advisory firms.
Particularly due to the presence of the Texas Business Court, whose first and eighth divisions sit in North Texas, lawyers in Dallas-Fort Worth can now better handle corporate matters, he said.
Historically, Delaware attorneys have grabbed a big chunk of that work thanks to the state’s traditionally solid status as the incorporation capital.
Last year, nearly 335,000 business entities were formed in Delaware, up more than 15% from 2024. In its 2025 annual report, the Delaware Division of Corporations said the state “offers the most predictable and business-focused legal home in the world,” attracting more than two-thirds of Fortune 500 companies.
The genesis of the Reincorporation Index
Goodwin said he created the Reincorporation Index for one simple reason: No one was “keeping score” of reincorporation activity.
“Companies were announcing moves one at a time, and there was no place that tracked all of them, with the filings, the vote tallies and the market reaction in one spot,” he said.
The index’s data dates back to the 2024 vote by Austin-based Tesla to move its incorporation from Delaware to Texas. That “is really when the wave began,” Goodwin said.
The free-to-access index entered public beta mode in August. The index updates automatically based on filings with the U.S. Securities and Exchange Commission, Goodwin said.

















