Corporate Governance & Securities Specialist; Req

Herndon, VA

Overview

* HYBRID opportunity for candidates' willingness to work on-site in our Herndon, Virginia headquarters office a few days a week. *

The Corporate Governance & Securities Specialist supports and coordinates the Company's Board and committee processes, public-company securities workflows, equity administration, proxy and annual-report processes, and corporate-governance matters. Reporting to the Deputy General Counsel, this individual contributor independently executes established processes and coordinates confidential, deadline-driven work involving directors, executives, outside counsel, auditors, transfer agents, brokers, and internal business functions, with attorney supervision and escalation of substantive or nonroutine matters as appropriate.

• Administer the Board portal and coordinate Board and committee calendars, meetings, agendas, materials, access, approvals, electronic votes, written consents, signatures, and follow-up items.
• Attend Board and committee meetings; prepare accurate first drafts of minutes, resolutions, consents, and related governance records for attorney review; and maintain official minute books, charters, calendars, and corporate records.
• Support director onboarding and proxy-related questionnaires; coordinate information collection and documentation for independence and eligibility processes; and support subsidiary-governance actions, including annual meetings, officer and director changes, and other corporate actions, with attorney supervision as appropriate.

• Administer EDGAR and EDGAR Next, including access, delegations, filer information, credentials, and periodic updates.
• Coordinate the internal Section 16 process, including transaction intake, coordination with outside counsel, prepare and review draft Forms 3, 4, and 5, approvals, signatures, filing confirmation, and recordkeeping, with attorney oversight of substantive determinations.
• Coordinate preparation and filing of non-earnings Forms 8‑K including calendars, exhibits, proofing, signatures, EDGAR acceptance, and website posting.
• Process insider trading requests, compliance officer approvals/denials, and lifting trade restrictions through Equity Edge.
• Administer and monitor completion of quarterly disclosure and risk questionnaires, identify responses requiring attorney review, elevate exceptions, and maintain controls, checklists, and backup procedures for time‑sensitive filings.

• Serve as Legal project coordinator for the proxy statement filing and production and distribution process, leading cross-functional data collection and managing schedules, drafts, comments, approvals, DTC, transfer‑agent, distribution, and website requirements.
• Plan and coordinate Annual Meeting of Shareholders.
• Administer restricted-stock and other equity grants and vests based on approved documentation and established procedures; coordinate among Legal, HR, Payroll, Accounting, the transfer agent, and the broker or plan administrator; and elevate discrepancies or nonroutine matters for attorney review.
• Administer relevant equity, broker, transfer‑agent, and issuer platforms; process or coordinate DWAC and other equity transactions; reconcile and distribute reports; investigate and coordinate resolution of exceptions; and support platform or provider transitions.

• Provide administrative and coordination support for the Legal department.
• Support and coordinate domestic and international entity matters with attorney supervision, including work with entity‑management…