Director, Securities and Corporate Governance
At Lyell, our vision is to develop curative cell-based immunotherapies for solid tumor cancers. We have innovative science originating from our founder’s world class labs and a unique and disruptive approach to research and development. Our company is first and foremost focused on understanding the science. We are a learning organization, dependent on deep collaborative relationships between all of our colleagues, partners and founders. Our culture is based on Science, Respect, Courage and Collaboration and it reflects who we are and the environment we are creating.
The incumbent is responsible for the provision of legal support and counsel to employees, executives and board members on a range of corporate, governance, securities law and corporate matters. This role is primarily responsible for securities law compliance, disclosure and reporting, including assisting with the preparation of earning releases and other public announcements, general corporate and board governance matters and bring thought leadership and a proactive approach in the area of securities law and corporate governance and compliance.
KEY ROLE AND RESPONSIBILITIES:
- Manage the preparation and filing of periodic and annual reports and other securities-law filings, including Securities and Exchange Commission filings on Form 10-K, Form 10-Q, Form 8-K, and proxy materials
- Assist in the preparation of earnings releases, annual meetings and other relevant public announcements in collaboration with key stakeholders including finance and investor relations functions
- Assist with board and committee meeting logistics, including coordinating, preparing, and distributing board/committee materials, meeting agendas, notifications, minutes and governance matters
- Provide legal advice and support with respect to acquisitions, global stock plans, executive compensation, subsidiary management, investor relations, shareholder outreach and other corporate matters
- Contribute to innovative corporate governance policies and best practices by recommending policies and procedures, while balancing governance needs and the company's goals
- Collaborates with corporate legal team to keep senior management and board members apprised of corporate governance trends and developments
- Partner with cross-functional teams including Finance, Controller, Communications (Investor Relations and Public Relations) and other Legal professionals on various projects
- Assist in transactions material to the business such as due diligence, document drafting and review and project management
- Identifies and addresses key legal issues and provide support as required
- Determine and oversees the budget for outside counsel related to transactions; and
- Manage the use of outside counsel for transactions and determines which outside counsel to use considering cost, speed of review and technical expertise.
- BA/BSc and JD from an accredited law school with a minimum of 15 years’ experience
- Active membership in a state bar required
- Minimum of 10 years of management-level focus of practice on corporate and securities law (including '33 and '34 Act reporting), including broad exposure to corporate governance and compliance matters
- In-house experience at a publicly traded biotech/pharma company
KNOWLEDGE, SKILLS AND ABILITIES:
- Knowledge of current laws, regulations and industry standards related to securities and corporate governence
- Proven executive presence and ability to interact comfortably with executives and senior management
- Demonstrated ability to thrive in a fast-paced and unstructured environment; sense of urgency in responding to time-sensitive matters; and the ability to manage several simultaneous projects under deadline pressure
- Proven ability to work efficiently both independently and in cross-functional teams, multitask with ease, and skillfully manage internal and external stakeholders
- Proficient with software programs and computer applications, including Microsoft Office, Google Docs, Slack, Box, etc.
- Strong verbal/written communication and analytical skills with an understanding of scientific/technical information and terminology
- Demonstrated strong interpersonal skills with the ability to take on various projects as assigned
At Lyell, we believe that highest performing teams include people from a wide variety of backgrounds and experiences who respectfully challenge each other. We are committed to building an open, diverse and inclusive culture for all employees.
Lyell is proud to be an equal opportunity employer and does not discriminate on the basis of race, color, citizenship status, national origin, ancestry, sex, sexual orientation, age, religion, creed, physical or mental disability, medical condition, marital status, veteran status or any other characteristics protected under applicable federal, state and local laws.
The Company complies with all laws respecting equal employment opportunity and does not discriminate against applicants with regard to any protected characteristic as defined by federal, state, and local law. This position requires you to work onsite at the Company’s facilities and the Company requires that all employees working in its facilities be fully vaccinated (except as required by applicable law). Therefore, this position requires you to be fully vaccinated from COVID-19, subject to reasonable accommodations for medical or religious reasons, and/or as otherwise required by applicable law. The Company considers you fully vaccinated once 14 days have passed since you received either the second dose in a two-dose COVID-19 vaccine series or a single-dose COVID-19 vaccine. The vaccine must have been FDA approved, have emergency use authorization from the FDA, or, for persons fully vaccinated outside of the U.S., be listed for emergency use by the World Health Organization.”
We’ve learned from experience that some of the best people don’t always match our requirements perfectly - if you’re interested and think you could fit, please don’t hesitate to apply.