Latest Annual HSR Report Highlights Continuity And Divergence Under Second Trump Administration

Executive Summary

• What’s new: The FY 2025 HSR Annual Report from the DOJ Antitrust Division and FTC shows steady filing volumes, larger reported deals, fewer Second Requests and challenges, and an increase in negotiated settlements.
• Why it matters: Even though the agencies issued fewer Second Requests and challenged fewer transactions in FY 2025 than in FY 2024, the agencies continue to investigate and challenge transactions, particularly large or competitively sensitive deals. At the same time, the agencies are more willing to settle such challenges compared to the prior administration.
• What to do next: Given the agencies’ renewed openness to negotiated settlements, parties can consider possible remedies early in the deal process. Companies should also monitor potential rulemaking by the FTC regarding updates to the HSR Form.