Assistant General Counsel - Secretary & Securities Governance

AdsWizz; Washington (District of Columbia); On-site; USD 218,000 - 250,000; Full time

Job summary

Join a forward-thinking company as an Assistant General Counsel, where you will play a pivotal role in corporate governance and securities compliance. This key leadership position involves advising the Board of Directors, managing compliance with SEC regulations, and overseeing the execution of annual shareholder meetings. With a focus on best practices and regulatory adherence, you will ensure that the company operates within the legal framework while fostering a culture of transparency and accountability. If you have a passion for corporate law and a desire to make an impact in a dynamic environment, this opportunity is for you.

Qualifications

• 10+ years of legal experience in corporate governance and securities law.
• Expertise in SEC regulations and stock exchange compliance.
• Proven experience in preparing and filing securities reports.

Responsibilities

• Oversee corporate governance, securities compliance, and regulatory matters.
• Advise the Board on governance matters and fiduciary duties.
• Draft and maintain corporate governance documents.

Skills

Corporate Governance

Securities Law Compliance

SEC Regulations

Public Company Reporting

Drafting Skills

Negotiation Skills

Communication Skills

Education

Juris Doctor (JD)

Job description

Who We Are:

SiriusXM and its brands (Pandora, SiriusXM Media, AdsWizz, Simplecast, and SiriusXM Connect) are leading a new era of audio entertainment and services by delivering the most compelling subscription and ad-supported audio entertainment experience for listeners -- in the car, at home, and anywhere on the go with connected devices. Our vision is to shape the future of audio, where everyone can be effortlessly connected to the voices, stories and music they love wherever they are.

This is the place where a diverse group of emerging talent and legends alike come to share authentic and purposeful songs, stories, sounds and insights through some of the best programming and technology in the world. Our critically-acclaimed, industry-leading audio entertainment encompasses music, sports, comedy, news, talk, live events, and podcasting. No matter their individual role, each of our employees plays a vital part in bringing SiriusXM’s vision to life every day.

SiriusXM is the leading audio entertainment company in North America, and the premier programmer and platform for subscription and digital advertising-supported audio products. SiriusXM’s platforms collectively reach approximately 150 million listeners, the largest digital audio audience across paid and free tiers in North America, and deliver music, sports, talk, news, comedy, entertainment and podcasts. Pandora, a subsidiary of SiriusXM, is the largest ad-supported audio entertainment streaming service in the U.S. SiriusXM's subsidiaries Simplecast and AdsWizz make it a leader in podcast hosting, production, distribution, analytics and monetization. The Company’s advertising sales organization, which operates as SiriusXM Media, leverages its scale, cross-platform sales organization and ad tech capabilities to deliver results for audio creators and advertisers. SiriusXM, through SiriusXM Canada Holdings, Inc., also offers satellite radio and audio entertainment in Canada. In addition to its audio entertainment businesses, SiriusXM offers connected vehicle services to automakers.

How you’ll make an impact:

The Assistant General Counsel - Secretary & Securities Governance is a key leadership role responsible for overseeing corporate governance, securities compliance, and regulatory matters for the company. This position will serve as Assistant Corporate Secretary, ensuring the Board of Directors and senior management adhere to best governance practices while also managing the company’s compliance with securities laws and stock exchange regulations. The ideal candidate will have 10+ years of legal experience in corporate governance, public company reporting, and securities law compliance, with a deep understanding of SEC and stock exchange regulations.

What you’ll do:

• Serve as Assistant Corporate Secretary, overseeing board and committee meetings, including scheduling, agenda preparation, minute-taking, and documentation of resolutions.
• Advise the Board of Directors, executive leadership, and committees on corporate governance matters, fiduciary duties, and best practices.
• Draft and maintain corporate governance documents, including board charters, bylaws, shareholder agreements, and policies.
• Ensure corporate governance compliance with SEC regulations, stock exchange listing requirements (NYSE/NASDAQ), and Sarbanes-Oxley (SOX).
• Oversee the planning and execution of the annual shareholder meeting, including proxy statement preparation and compliance with SEC proxy rules.
• Working with the finance and external reporting teams. lead the preparation and filing of all securities regulatory filings, including 10-Ks, 10-Qs, 8-Ks, proxy statements, Section 16 filings (Forms 3, 4, and 5), and other required disclosures.
• Ensure compliance with securities laws, stock exchange rules, and corporate governance regulations.
• Oversee insider trading compliance, including administration of blackout periods, tracking stock ownership, and managing the company’s equity compensation plans.
• Monitor SEC, FINRA, and stock exchange rule changes, advising senior leadership on regulatory updates and their impact.
• Advise on M&A transactions, capital market activities, and corporate finance matters from a governance and securities law perspective.
• Assist with due diligence, regulatory filings, and disclosures related to equity offerings, private placements, and financing transactions.
• Ensure compliance with state and federal regulations, including corporate registrations and subsidiary governance.
• Oversee corporate compliance programs related to corporate governance, securities laws, and insider trading policies.
• Provide legal guidance on corporate structure, intercompany agreements, and entity management.
• Assist in internal investigations, regulatory inquiries, and risk management strategies.
• Work closely with senior executives, legal, finance, P+C, and investor relations teams to align corporate governance and securities compliance with business strategy.
• Manage relationships with external counsel, auditors, regulatory agencies, and corporate advisors.
• Train and mentor junior legal team members on corporate governance and securities law compliance.

What you’ll need:

• Juris Doctor (JD) from an accredited law school and active membership in a state bar.
• 7+ years of experience in corporate governance, securities law, and regulatory compliance at a public company or major law firm.
• Deep expertise in SEC regulations, stock exchange requirements (NYSE/NASDAQ), and Sarbanes-Oxley (SOX) compliance.
• Proven experience preparing and filing securities reports (10-K, 10-Q, 8-K, proxy statements, Section 16 filings, etc.).
• Strong knowledge of public company governance, shareholder relations, and securities compliance.
• Excellent drafting, negotiation, and communication skills.
• Must have legal right to work in the U.S.

At SiriusXM, we carefully consider a wide range of factors when determining compensation, including your background and experience. These considerations can cause your compensation to vary. We expect the base salary for this position to be in the range of $218,000 - $249,500 and will depend on your skills, qualifications, and experience. Additionally, this role might be eligible for discretionary short-term and long-term incentives. We encourage all interested candidates to apply.

Our goal at SiriusXM is to provide and maintain a work environment that fosters mutual respect, professionalism and cooperation. SiriusXM is an equal opportunity employer that does not discriminate on the basis of actual or perceived race, creed, color, religion, national origin, ancestry, alienage or citizenship status, age, disability or handicap, sex, gender identity, marital status, familial status, veteran status, sexual orientation or any other characteristic protected by applicable federal, state or local laws.

The requirements and duties described above may be modified or waived by the Company in its sole discretion without notice.

R-2025-04-79