The U.S. Supreme Court on Friday ruled that shareholders can't sue companies under federal fraud law for not disclosing information about future risks — unless the omission makes another statement misleading.

• The court sided sided with Macquarie Infrastructure in a lawsuit filed by Moab Partners back in 2018.

Why it matters: SCOTUS threw companies a big bone in an age of increasing discourse over what they should disclose beyond traditional financials.

• A ruling the other way could have amped up the concerns of company execs about the SEC's climate disclosure rules — currently on pause — which leave it up to companies to determine what information is material, and thus should be disclosed.

Catch up quick: Moab sued Macquarie for not disclosing that its revenue was vulnerable to a phase-out of high-sulfur freighter fuel between 2016 and 2018.

• SCOTUS reversed an earlier decision by the New York-based 2nd U.S. Circuit Court of Appeals to allow Moab's class action suit to proceed.

Zoom in: The legal question at hand was whether violating Item 303 under SEC Rule S-K — which requires companies to disclose "known trends or uncertainties that have had or that are reasonably likely to have a material favorable or unfavorable impact" in their regulatory filings — can amount to violating the anti-fraud provisions of the 1934 Securities and Exchange Act.

• Macquarie and its allies argued that a ruling against them would lead companies to overdisclose, and that it would create even more confusion for investors.
• The other side: A group of investment funds, in an amicus brief, argued that investors not only depend on the disclosures from companies, but on the completeness of those disclosures.

Yes, but: The ruling from SCOTUS doesn't mean that the SEC can't take enforcement actions related to violations of disclosure rules.

The bottom line: Companies live another day without more liability about what they do and don't tell investors.

Salesforce is in talks to acquire Informatica, a data management software provider, according to the Wall Street Journal.

Why it's the BFD: This would be Salesforce's biggest deal since it bought Slack for $28 billion in 2021.

The bottom line: "Redwood City, Calif.-based Informatica has a market capitalization of more than $11 billion after a 43% run-up in its shares this year as traders bet on a deal. One potential complicating factor: The price that was being discussed is below Informatica's Friday closing stock price of $38.48 as a result of the recent jump." — Lauren Thomas, Laura Cooper, Dana Cimilluca, WSJ

🚙 Carro, a Singaporean used car marketplace, is raising $100m at a $1.5b valuation, per Bloomberg. axios.link/4aXk91J

• ShareChat, an Indian social media startup, raised $49m in a convertible note at a $2b valuation from Lightspeed, Temasek, Alkeon Capital, Moore Strategic Ventures and HarbourVest, per TechCrunch. axios.link/4awjlkD

🌎 Kode Labs, a Detroit-based maker of building energy management software, raised $30m in Series B funding led by Maverix Private Equity, with TELUS Ventures and I Squared Capital also participating. kodelabs.com

🌎 Ecotrak, an Irvine, Calif.-based facility management software platform, raised $30m in funding led by Respida Capital, with Carver Road Capital and Gala Capital Partners also participating. axios.link/49BFeNW

🌎 CleanFiber, a Buffalo-based cardboard-to-insulation material producer, raised $28m in Series B funding led by Spring Lane, with Ahlström Invest, AXA Investment Managers, Climate Innovation Capital, and Tokyu Construction/Global Brain also participating. axios.link/43YaW6Q

• Pula, a Kenyan insuretech startup, raised $20m in Series B funding led by BlueOrchard, with the IFC, the Bill & Melinda Gates Foundation, Hesabu Capital, and existing investors, also participating. axios.link/3JkODPk

• Lawhive, a U.K.-based AI legal software startup, raised £9.5m ($11.m ) in seed funding led by GV, with Episode 1 Ventures also participating. axios.link/49Sq3QR

• Avalon, an Orlando-based independent game studio, raised $10m in funding led by Bitkraft Ventures and Hashed, with Coinbase Ventures, Spartan Capital, Foresight Ventures, LiquidX, and Momentum6 also participating. playavalon.com

• HumanX, a N.Y.-based AI events and consultancy business, raised $6.125m in seed funding led by Primary Venture Partners, with Foundation Capital, Andreessen Horowitz and FPV Ventures also participating. axios.link/3TXneb2

• Paraform, a San Francisco-based recruiting marketplace, raised $3.6m in seed funding led by A*, with Evan Moore and Primer Sazze Partners also participating. paraform.com

🌎 Sumday, a Tasmanian carbon accounting startup, raised A$5.3m ($3.4m) in seed funding led by Planeteer Capital, with Blackbird Ventures, Wedgetail, and Cameron Adams also participating. https://axios.link/3xC8kiW

• Amtech, backed by Peak Rock Capital, completed its acquisition of Label Traxx, a Milwaukee-based provider of software for label printing and flexible packaging. labeltraxx.com

On the calendar this week: Ibotta and Centuri Holdings are scheduled to begin trading on Thursday.

• Bowhead Specialty, a N.Y.-based specialty property & casualty insurer, filed for an IPO. It plans to list on the NYSE as BOW. JPMorgan, Morgan Stanley, and Keefe Bruyette Woods are the joint bookrunners on the deal. axios.link/3vQRwUY

• CVC Capital Partners seeks to raise €1.25b in an IPO on the Amsterdam Stock Exchange at a valuation between €13b and €15b. Blue Owl will increase its stake as part of the listing. axios.link/3xzi79w

• Silvaco Group, a Santa Clara, Calif.-based provider of design automation software and semiconductor IP solutions, filed for an IPO. It plans to list on the Nasdaq as SVCO. Jefferies and TD Securities are the joint bookrunners on the deal. axios.link/3xChZWS

• StubHub is considering a summer IPO at a $16.5 billion valuation, per The Information. axios.link/3xsU9N1

• Akamai Technologies (NASDAQ: AKAM) is in talks to acquire Noname Security, a San Jose, Calif.-based API security startup, for $500m in cash. Noname investors include Georgian, Lightspeed, Insight Partners, ForgePoint, Cyberstarts, Next47, and The Syndicate Group. axios.link/4axKseN

⛽️ Amnesty International joins other group in calling on the Nigerian government to block Shell's (NYSE: SHEL) $2.4b sale of Shell Petroleum Development to Renaissance Africa Energy unless human rights and environmental safeguards are in place. axios.link/4axHXcJ

• Resideo Technologies (NYSE: REZI) agreed to acquire Snap One (Nasdaq: SNPO), Charlotte, N.C.-based provider of smart-living products, services, and software to professional integrators, $1.4b, inclusive of net debt. Clayton Dubilier & Rice is providing a $500m perpetual convertible preferred equity investment as part of the deal. snapone.com

💰 Andreessen Horowitz on Friday closed $7.2b for its new funds, per multiple sources. axios.link/4cXuHiT

• Acero Capital, a Menlo Park, Calif.-based venture firm, is seeking $125,000 for its second fund, per an SEC filing.

• AlleyCorp, a N.Y.-based startup studio and investment firm, raised $250m for a new fund. axios.link/3VTTSNq

• Underscore VC, a Boston-based venture firm, raised $58m for its third fund. axios.link/4aR8nG1

• Fenchurch Advisory Partners hired Peter Manley and Mark Karasik as managing directors. fenchurchadvisory.com

• NEA, the Silicon Valley venture firm, named Tony Florence and Mohamad Makhzoumi as co-CEOs. Scott Sandell will become executive chairman and chief investment officer. nea.com

• Schroders Capital hired Jason Kezelman as head of US PDCA sales and Loren Sageser as senior product specialist. schroders.com

Home insurance premiums are on the rise, and despite the flood of headlines on the topic in places like California, the highest prices are in the middle.

• Yes, but: That's in part because some states like California cap those prices. So instead, you get insurances companies bailing on those markets.
• Check out my Axios Austin colleagues' take on the dynamics in Texas here.