Corporate Counsel

Established and public tech company has an immediate opening for a Corporate Counsel, Governance & Securities. This Corporate Counsel will join a growing legal team, reporting to the Associate General Counsel, and focus on corporate governance and securities matters. As a Corporate Counsel on this team, you'll be responsible for drafting, reviewing, and counseling on SEC topics and filings, assisting on M& A transactions, and supporting the Board. If you're looking to join a mission driven organization who values a positive culture and autonomy, this is the position for you! This Corporate Counsel can work 100% remotely so attorneys from around the US who can work a PST scheduled as needed are encouraged to apply. The ideal candidate will hold an active Bar license in the US and have 5-10+ years of corporate governance experience; prior law firm and in-house experience is highly preferred.

Responsibilities:

▪         Draft, review and counsel on SEC topics and filings, including Forms 10-K, 10-Q, and 8-K, and proxy statement, and plan and execute the Annual Meeting of Stockholders

▪         Assist with corporate secretarial matters, including preparation of Board meeting materials and minutes

▪         Assist on M& A transactions on behalf of the company, including performing due diligence activities and collaborating with various internal stakeholders and processes in connection with M& A transactions.

▪         Support team in preparation of quarterly and annual earnings releases and announcements

▪         Ensure compliance with SEC and stock exchange rules and regulations, including Sarbanes-Oxley, Dodd-Frank and NYSE listing standards, Regulation FD and insider trading, and public benefit corporation matters

▪         Work closely with Finance, HR and Stock Admin on matters including SEC filings, trading matters and administration of company’s stock plans (including 10b5-1 plan reviews), and executive compensation matters

▪         Advise on investor relations matters, including review of investor presentations, investor communications and other materials 

▪         Perform securities and corporate governance research including benchmarking

▪         Undertake other projects as required as part of a small legal team

Qualifications:

▪         4+ years of broad-based, securities, M& A and general corporate experience obtained through a combination of law firm and in-house practice, in good standing in home state and permitted to practice law as in-house counsel for a Delaware corporation

▪         Strong knowledge of U.S. securities laws and NYSE rules

▪         Experience with corporate governance and corporate secretarial responsibilities

▪         Strong experience in coordination and timely filing of disclosure documentation with SEC and stock exchanges

▪        Prior experience partnering with and providing support to Finance, Accounting, Stock Administration and Tax teams; familiarity with public company accounting, tax and finance processes is a plus