VP, Assistant General Counsel & Assistant Secretary, Corporate Securities & Governance

Job Description:

JOB SUMMARY:

This position is based on‑site and requires four days per week in the Brea office to support collaboration and business needs.

The VP, Assistant General Counsel & Assistant Secretary, Corporate Securities & Governance serves as a key member of the Legal & Compliance leadership team responsible for overseeing public company securities compliance, corporate governance, and Board support functions. This role ensures the company’s full compliance with U.S. securities laws, NYSE listing standards, and evolving governance best practices while partnering closely with executive leadership, Finance, Investor Relations, and the Board of Directors.

This leader will drive excellence in disclosure, governance processes, and stakeholder engagement while enabling the business to operate effectively as a public company.

ESSENTIAL DUTIES & RESPONSIBILITIES:

Securities Law Compliance & Disclosure

• Lead and manage all regulatory obligations under the Securities Act of 1933, Securities Exchange Act of 1934, and NYSE Listing Standards

• Oversee preparation, review, and filing of all SEC reports and disclosures including: Form 10-K, Form 10-Q, and Form 8-K; Proxy statements; Registration statements; Section 16 filings (Forms 3, 4, and 5)

• Drive continuous improvement in disclosure controls and procedures ensuring accuracy, consistency, and compliance

• Support and coordinate Disclosure Committee processes including materials preparation and meeting execution

• Administer and enhance the company’s insider trading compliance program including policy development, training, and monitoring

Corporate Governance & Board Support

• Serve as Assistant Secretary supporting the Board of Directors and its committees in fulfilling governance responsibilities

• Draft, review, and maintain minutes for Board and committee meetings ensuring accuracy and legal sufficiency

• Prepare and maintain core governance documents and policies including committee charters, corporate governance guidelines, and related materials

• Advise the Board, committees, and executive leadership on corporate governance matters, emerging trends, and regulatory developments

• Support Board and committee meeting planning, materials coordination, and governance workflows

Annual Meeting & Shareholder Engagement

• Lead the planning and execution of the annual meeting of shareholders

• Manage shareholder proposals including evaluation, response strategy, and related disclosures

• Partner with Investor Relations and external advisors on shareholder engagement and governance communication strategies

Corporate Administration & Infrastructure

• Manage the relationship with the company’s transfer agent and oversee equity recordkeeping processes

• Oversee subsidiary management including maintenance of corporate records, entity governance, and compliance requirements

• Ensure alignment of global subsidiary governance practices with enterprise standards

Executive Compensation & Equity Programs

• Provide legal support for executive compensation and equity compensation programs including: Equity plan administration; Disclosure requirements (e.g., proxy compensation tables); Coordination with HR, Finance, and external advisors

• Advise on governance and regulatory considerations related to compensation programs

Corporate Function Legal Support

• Provide ongoing legal support to corporate functions including: Investor Relations (earnings releases, investor communications, disclosure considerations); Treasury (financing transactions, capital markets activities, and related disclosures)

• Partner cross-functionally to ensure legal and regulatory compliance across corporate initiatives

Team Leadership

• Directly manage and develop a small matrixed team of professionals fostering capability, accountability, and professional growth

• Drive operational excellence, process improvement, and scalability within the corporate legal function

Job Requirements:

MINIMUM QUALIFICATIONS:

• J.D. from an accredited law school and active bar membership

• Significant experience in securities law and corporate governance at a public company and/or major law firm; experience in a multinational public company environment preferred

• Deep knowledge of SEC reporting requirements, NYSE sta