Legal Specialist, Securities & Governance

About the role

The Legal Specialist, Securities & Governance is a key member of the Securities & Corporate Governance team, supporting Board and committee governance, securities compliance and SEC filings, executive and director matters, annual proxy and stockholder meeting activities, and governance technology. This role requires sound judgment, discretion, attention to detail, and the ability to independently drive assigned workstreams while collaborating with attorneys, senior leaders, directors, executive officers, and cross-functional partners.

Securities Compliance and Disclosure

• Own recurring Section 16 compliance, including gathering and validating transaction information and preparing and filing Forms 3, 4, and 5, subject to appropriate attorney review.
• Manage recurring insider trading compliance processes, including preclearance, Rule 10b5-1 plan administration, and stock ownership guideline monitoring.
• Support the preparation, review, and filing of SEC reports and other securities filings, and independently manage recurring NYSE compliance filings.
• Support annual proxy statement and stockholder meeting activities, including planning, information collection, document review, disclosure support, and coordination with internal and external stakeholders.
• Coordinate annual director and executive officer questionnaires, including system configuration, distribution, tracking, first-pass review, and follow-up.
• Manage related-party transaction monitoring and reporting and participate in the review of potential conflicts of interest.
• Maintain accurate director, executive officer, committee, corporate officer, and Section 16 reporting-person information.
• Conduct first-pass research and analysis of routine securities and governance matters, identify potential issues or inconsistencies, and escalate appropriately.
• Partner with Legal, Finance, Investor Relations, Total Rewards, Communications, outside counsel, auditors, and other stakeholders on time-sensitive filings and disclosure projects.

Board and Committee Governance

• Coordinate Board and committee workstreams, including calendars, agendas, timelines, materials, approvals, meeting follow-up, and maintenance of governance records and reference materials.
• Draft agendas, timelines, resolutions, written consents, minutes shells, and related governance materials using established precedent.
• Coordinate with attorneys, senior management, presenters, committee stakeholders, and administrative teams to obtain, review, and finalize materials.
• Manage Board and committee books and related workflows through Diligent or similar platforms, including document organization, permissions, electronic signatures, and historical records.
• Coordinate director onboarding, orientation, continuing education, committee assignments, and offboarding.
• Communicate directly and professionally with directors and executive officers regarding governance matters, requirements, signatures, system access, and other routine matters involving sensitive and confidential information.

Technology, AI, and Process Improvement

• Serve as a key administrator and internal resource for Diligent Boards, Diligent Questionnaires, Workiva, Section 16 filing tools, and other governance and disclosure systems.
• Drive thoughtful adoption of AI, intelligent automation, and other technology-enabled solutions to improve governance and securities processes, controls, data quality, and Board material delivery.
• Develop scalable procedures, templates, checklists, controls, and system resources that promote accuracy, consistency, and efficiency.
• Lead defined process-improvement and technology projects, coordinate cross-functional contributors, support adoption, and monitor relevant emerging technology developments.

Required qualifications

• Bachelor's degree, paralegal certificate, or comparable combination of education and relevant professional experience.
• 2+ years of relevant corporate, securities, governance, or paralegal experience.
• Demonstrated ability to handle confidential, complex, and sensitive matters with sound judgment and discretion.
• Ability to independently drive assigned matters, conduct appropriate research, collaborate effectively, recommend practical next steps, and escalate issues as appropriate.
• Excellent drafting, research, communication, organizational, and project-management skills, with strong attention to detail and a proactive, responsive, service-oriented approach to competing priorities and deadlines.

Preferred qualifications

• 3+ years of relevant corporate, securities, governance, or paralegal experience.
• Experience supporting public-company Board, committee, securities compliance, and disclosure processes.
• Experience implementing process improvements, intelligent automation, AI-enabled solutions, controls, templates, or other technology-enabled workflows.
• Notary public commission.