Job Description Summary
Immuneering is seeking an Associate General Counsel, Securities and Corporate Law who will help build and lead Immuneering's corporate legal function. This is a hybrid/remote, Senior Director level position, reporting to the General Counsel and Corporate Secretary. This position will be only the second attorney hire in a small but growing legal department and presents opportunities to grow with the company and have a strategic impact.
- Assisting the General Counsel in advising the Board of Directors and its committees and preparing meeting materials.
- Preparing and reviewing all SEC filings, including periodic and current reports, proxy statements and Section 16 reports in collaboration with internal and external accounting and legal teams
- Advising on equity, executive compensation, and stock administration matters, working in conjunction with the Finance and HR teams
- Advising senior management on internal securities matters, including trading window, 10b5-1 Plans and Section 16 compliance.
- Working on corporate governance matters, including assisting in the preparation and review of certain corporate policies and providing training to employees on those policies
- Assisting with the management of outside counsel, including budget and oversight of outside counsel work product.
- Monitoring and advising on the potential impact of new and proposed securities laws and regulations; NASDAQ rule changes; ISS and other proxy advisory firms', as well as institutional investors', voting policy changes; and developments, trends and evolving best practices in corporate governance and ESG.
- Preparing, reviewing and negotiating a diverse range of agreements common to the biotechnology industry, while proactively identifying and helping manage risk profile of the company.
- Working collaboratively with company management, colleagues and various business units to support corporate activities; provide risk management and mitigation counseling
- Working with internal teams to draft and review earnings releases, press releases, and shareholder and investor communications, particularly for compliance with applicable securities laws.
- Supporting capital markets and other strategic transactions including equity offerings, licensing and collaboration transactions, including management of transaction documents and diligence process.
- Collaborating with Human Resources to apply employment laws evenly and fairly across all personnel level
- Providing high quality, timely and practical legal advice in a wide array of practice areas and special projects as needed to help resolve critical legal and business issues arising from across the organization.
- Other duties as assigned
What is Required
- J.D. degree from a national law school and strong academic credentials
- 5-8 years of leading law firm and/or in-house biotechnology/pharmaceutical industry experience, preferable a mix of in-house/firm experience
- Active member of the New York State Bar, Massachusetts State Bar, California State Bar or licensed to practice in state of residence
- Strong knowledge of U.S. securities law
- Experience in corporate governance matters
- Excellent written and oral communication skills
- Understanding of, and experience with, the life sciences industry and the applicable regulatory framework strongly preferred
- Ability to prioritize, handle multiple tasks and work independently under tight deadlines
- Proven track record of delivering, independently and consistently, complex projects under challenging circumstances
- Real-time pragmatic risk management capabilities in a landscape with shifting regulations and guidance and capability to provide long-term vision for the company.
- Demonstrated leadership qualities including experience coordinating and working collaboratively with cross-functional teams, as well as providing sound business and legal judgment, and strategic and analytical thinking.
- Self-motivated, enthusiastic and intellectually curious with strong interpersonal skills
- Flexible and a demonstrated ability to adapt