Director, Securities & Corporate Governance

About the Role

The Director, Securities and Corporate Governance role supports the MiniMed business, a newly established public company following its initial public offering in March 2026. This position reports to the Deputy General Counsel and serves as a key legal advisor on securities, corporate governance, strategic transactions, and entity management. This role is hybrid and requires at least three days per week on-site at the Northridge, CA office.

Responsibilities

• Ensure compliance with all laws and regulations relevant to areas of responsibility, including securities laws and Nasdaq listing standards.
• Advise on reporting/disclosure requirements, including preparation of periodic reports and other SEC and Nasdaq filings such as registration statements, Forms 10-K, 10-Q, and 8-K.
• Lead the preparation of proxy statements, response to shareholder proposals, and annual shareholder meetings.
• Advise on insider trading and Section 16 issues for directors and executive officers, including SEC filings, 10b5-1 plans, and trading policies.
• Provide legal and corporate governance support for the Board of Directors, including preparation of meeting materials.
• Support the investor relations function, including review of quarterly earnings communications and investor presentation materials.
• Participate in shareholder communications and engagement.
• Partner with cross-functional teams on projects presenting securities and/or corporate governance issues.
• Advise on external governance trends, SEC and Nasdaq developments, and best practices.
• Partner with Human Resources on executive compensation practices, including senior management agreements, stock plan administration, incentive bonus plans, severance plans, and public company disclosure considerations.
• Support Treasury, including financing transactions and credit facility compliance.
• Manage board and committee operations, maintain corporate records, ensure regulatory compliance, and advise leadership on governance and disclosure matters.
• Provide legal support for M&A, divestitures, and other strategic transactions, including drafting and negotiating transaction agreements.
• Stay updated on legislative, regulatory, and judicial developments impacting securities law and corporate governance.
• Mentor and provide guidance to junior legal professionals.

Minimum Qualifications

• Juris Doctor (J.D.) degree from a top-tier law school and admitted to the bar in at least one U.S. jurisdiction.
• Minimum of 10+ years of progressive experience practicing in securities, corporate governance, corporate transactions and executive compensation/benefits, with experience in large law firms as well as in-house counsel roles.
• 7+ years of leadership experience.

Preferred Qualifications

• Experience working with public or private company Boards of Directors and executive-level management on corporate governance matters.
• Strong judgment and ability to provide practical, effective counsel and find alternative solutions.
• Strong work ethic and team player with the ability to connect with people and build trust.
• Ability to work collaboratively and effectively in a fast-paced environment and manage multiple projects simultaneously.
• Good communication (oral and written) and interpersonal skills; proactive in providing counsel to stakeholders.
• Solution-oriented team player, calm under pressure.
• Executive presence with strong communication and presentation skills with senior executives and Board members.
• Effective time/project management and ability to respond to changing priorities.
• Problem solver able to drive resolution in challenging situations.

Additional Information

Travel may be required up to 20% to support business and legal needs.