Description:

Position Summary:
Reporting to the SVP, Legal and working closely with business leadership, the Securities and Corporate Governance Counsel will play a lead role in all public company matters and ongoing compliance, corporate governance, and corporate financing transactions. The successful candidate will be a pragmatic, creative and business-focused attorney with significant experience across multiple disciplines including, securities, corporate governance, and related counseling. They will collaborate with internal, cross-functional team members as well as interface with outside counsel and a broad range of vendors.

Responsibilities:

Manage day-to-day securities work in conjunction with outside counsel and internal stakeholders with direct oversight of public company SEC filings and advise the business with respect to securities and public disclosure requirements
Review and comment on corporate communications and related public company disclosures as needed to ensure consistency with securities laws
Monitor and advise 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
Support the SVP, Legal, as needed, on corporate governance, ethics and compliance matters, including Board agendas, corporate policies, Board committee charters, minutes, resolutions/consents and related activities
Advise on equity, executive compensation, and stock administration matters working in conjunction with the Finance and HR teams
Advise senior management on internal securities matters, including Reg FD, trading windows, 10b5-1 plans and Section 16 compliance
Collaborate with other legal team members to train and advise all employees on insider trading matters, company code of conduct and other corporate governance policies
Collaborate with other legal team members to ensure A Biotechnology Company's compliance with FDA, HHS/OIG, FCPA, and GDPR requirements and other applicable laws, rules and regulations and stay abreast of relevant industry-wide developments
Maintain and update the company diligence data room, and respond to diligence requests from third parties

Qualifications:

J.D. with strong academic credentials from a nationally recognized law school
Active member of the Massachusetts State Bar, California State Bar, or licensed to practice in state of residence with 4+ years of experience practicing at a major law firm or equivalent experience
Strong preference for at least 2+ years in-house with a pharmaceutical or biotech company
Significant knowledge of US securities law and experience in advising public companies of their reporting requirements
Significant responsibility for 1933 Act equity and debt securities offerings and 1934 Act matters, including proxy statements, periodic reporting on Forms 10-K, 10-Q and 8-K
Strong understanding of Nasdaq regulations
Direct experience advising public companies on corporate governance matters
Direct experience working with corporate leadership
A preferred candidate is one who wants to develop professionally by learning about new subject matters and thinking strategically
Meticulous attention to detail required
Team-focused and cross-functional, collaborative work style are critical
Exceptional critical thinking and problem-solving skills
Ability to work in a fast-paced, high-volume environment and meet deadlines
Excellent verbal and written communication skills, including strong listening skills
Self-motivated, enthusiastic and intellectually curious
Strong sense of accountability and ownership, highly collaborative with the ability to independently and effectively manage a substantial workload in a fast-paced, rapidly evolving environment
Ability to travel periodically as needed