State legislatures are increasingly active in reshaping healthcare markets, with 2025 marking a particularly aggressive year for legislative action. Across many jurisdictions, new laws expand premerger visibility into healthcare deals, require greater ownership and affiliation transparency, restrict private equity and management service organization involvement in clinical enterprises, recalibrate certificate‑of‑need (CON) frameworks and curb post‑employment noncompete for physicians and other clinicians. Several measures also address patient‑facing transparency and communications. While federal scrutiny of healthcare transactions and practices remains significant, new state legislation is presenting most immediate changes to deal planning, governance and employment structures.

For organizations operating in multiple markets, the landscape creates parallel state and federal review tracks, new disclosure and reporting requirements, and jurisdiction-specific limits on operational control and post-employment restrictions. Deal planning must accommodate state attorney general engagement and bespoke undertakings even for transactions that are routine at the federal level. Platform governance and management services organization agreements may require revision to preserve a clear line between clinical judgment and business management under state‑specific standards. Workforce policies should adapt to shifting noncompete rules and to statutes that protect provider‑to‑patient communications when clinicians change affiliations. Facility growth strategies should reflect divergent CON reforms, including higher monetary thresholds, categorical exemptions, expedited pathways in underserved areas and, in some places, expanded oversight of ownership transfers, including in distressed settings.

To support planning and compliance, Duane Morris has created an interactive map tracking enacted state measures aimed at tightening oversight of healthcare consolidation, limiting noncompete agreements, curbing private equity influence and revising CON laws. For each state with recent legislative activity in this area, the map provides a summary of its laws, including measures addressing physician and provider employment restrictions, merger and ownership disclosure requirements, and CON exemptions and reforms.

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If you have any questions about this Alert, please contact Sean P. McConnell, Nina Kalandadze, Annamarie Hufford-Bucklin, Stephanie Sun, any of the any of the attorneys in our Antitrust and Competition Group or the attorney in the firm with whom you are regularly in contact.