Corporate Counsel Securities and Corporate Governance

Profile

Corporate Counsel, Securities and Corporate Governance
The candidate will prepare, review and advise on public disclosures, including Forms 10-K, 10-Q and 8-K, and proxy statement. Advise on disclosure matters, including press releases, earnings materials, investor presentations, and other external communications. Assist with the preparation and planning for the annual shareholder meeting and shareholder engagements. Manage corporate compliance with SEC, NYSE and other legal requirements, including Section 16 matters, NYSE Listed Company Manual compliance requirements, Reg FD, and insider trading policy. Research and advise on emerging public company corporate governance and disclosure trends and issues, including ESG matters. Assist with preparation of Board and committee materials. Provide legal support and counsel to finance and treasury functions that may include banking and credit agreements, capital markets transactions, bond indentures, inter-company cash management and other financial matters; negotiate, draft, review and advise on related documentation. Assist with subsidiary entity management. Executive Compensation and Benefits. Provide legal advice related to executive compensation disclosures in SEC filings and SEC-filed ownership reports. Assist in managing equity incentive plans and operations. Oversee compliance with ownership and retention guidelines. Manage outside counsel assisting with foregoing matters. Other duties as assigned.

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