Senior Counsel, Corporate Securities & Governance

Talently; Dallas (TX); On-site; USD 225,000 - 250,000; Full time

Job summary

Talently is seeking a Senior Counsel, Corporate Securities & Governance to guide public company compliance, governance, and compensation matters. The role reports to senior leadership and partners with Finance, HR, Investor Relations, and Corporate Communications.

The position emphasizes preparing SEC reports, proxy materials, and equity plan administration, with a focus on strategic governance and shareholder engagement.

Qualifications

• J.D. from an accredited law school with active admission in at least one U.S. state bar.
• Minimum of five years of legal experience in corporate and/or securities law.
• Experience supporting a publicly traded company with SEC reporting, securities compliance, and governance.
• Strong knowledge of federal securities laws, SEC requirements, NYSE listing standards, and public company compliance.
• Hands-on experience with Forms 10-K, 10-Q, 8-K, proxy statements, and Section 16 reporting.
• Strong legal research, drafting, analytical, communication, and relationship-building capabilities.
• Ability to operate independently while partnering with executives and cross-functional teams.
• Experience supporting annual shareholder meetings, shareholder engagement, and shareholder proposals.
• Familiarity with board governance best practices and public company compliance programs.

Responsibilities

• Manage and support a broad range of public company legal and securities matters, including SEC reports, proxy materials, and Section 16 filings.
• Coordinate with Finance and other stakeholders to ensure filings are accurate, timely, and compliant.
• Assist with Disclosure Committee meeting prep, documentation, and insider trading policy administration.
• Monitor securities regulations and NYSE changes and communicate impacts to internal teams.
• Provide counsel on executive and director compensation arrangements and related disclosures.
• Oversee equity compensation plans and related compliance requirements.
• Support the Board and committees with governance materials, resolutions, and corporate docs.
• Assist with annual shareholder meeting logistics, proxy materials, and shareholder communications.
• Advise on shareholder proposals and investor engagement matters.

Skills

SEC filings

Section 16 reporting

Proxy statements

Corporate governance

Executive compensation

Compensation committee

Equity plan administration

NYSE listing standards

Disclosures

Shareholder governance

Education

J.D. from accredited law school

Job description

Job Title: Senior Counsel, Corporate Securities & Governance

Salary: $225,000-$250,000 + Bonus

Skills: SEC, SEC filings, 10-K, 10-Q, 8-K, Proxy statements, Section 16, corporate governance, executive compensation, compensation committee, equity plan administration, disclosure, disclosures, proxy, shareholder, meeting, meetings, agreements, vendor, licensing, commercial agreements, NYSE

About the Opportunity:

Our client is a well-established organization within the health and human services sector with a growing presence across the communities it serves. The company is seeking a Senior Counsel to provide legal guidance across public company compliance, securities matters, corporate governance, executive compensation, and select operational matters.

Responsibilities:

• Manage and support a broad range of public company legal and securities matters, including preparation and review of periodic and current SEC reports, proxy materials, and Section 16 filings.
• Coordinate with Finance and other internal stakeholders throughout the SEC reporting process to help ensure filings are accurate, timely, and compliant.
• Assist with the company's Disclosure Committee, including meeting preparation, documentation, follow‑up, and administration of insider trading policies and procedures.
• Monitor developments in securities regulations, corporate law, and NYSE requirements and communicate relevant changes and potential business impacts to internal stakeholders.
• Provide counsel regarding executive and director compensation arrangements, equity programs, Compensation Committee matters, and associated public company disclosures.
• Assist with the administration and legal oversight of equity compensation plans and related compliance requirements.
• Support the Board of Directors and its committees through preparation of governance materials, policies, resolutions, and other corporate documentation.
• Assist with the company's annual meeting of shareholders, including proxy materials, governance requirements, shareholder communications, and related legal matters.
• Advise on shareholder proposals, shareholder engagement activities, and other matters involving the company's investor base.
• Serve as a legal resource to Finance, Human Resources, Investor Relations, Corporate Communications, and operational leadership on securities, governance, disclosure, and compensation issues.
• Provide practical legal support on operational matters, including resident agreements, licensing and regulatory questions, vendor relationships, service arrangements, and other commercial contracts.
• Work with internal business partners and outside counsel on disputes, regulatory matters, investigations, and other legal issues as needed.

Must-Have Skills:

• J.D. from an accredited law school with active admission and good standing in at least one U.S. state bar.
• Minimum of five years of legal experience, with a concentration in corporate and/or securities law.
• Demonstrated experience supporting a publicly traded company with SEC reporting, securities compliance, and corporate governance.
• Strong knowledge of federal securities laws, SEC requirements, NYSE listing standards, and public company compliance practices.
• Hands‑on experience with Forms 10-K, 10-Q, 8-K, proxy statements, and Section 16 reporting.
• Strong legal research, drafting, analytical, communication, and relationship‑building capabilities.
• Ability to operate independently while partnering effectively with executives and cross‑functional teams.
• Comfortable working in a dynamic environment where legal priorities may span both strategic corporate matters and day‑to‑day operational needs.
• Experience supporting annual shareholder meetings, shareholder engagement, and shareholder proposals.
• Familiarity with board governance best practices and public company compliance programs.

Nice-to-Have Skills:

• Understanding of executive compensation, equity compensation arrangements, Compensation Committee responsibilities, and related disclosure requirements.
• Experience in a regulated industry.
• Familiarity with state licensing requirements and operational legal matters.
• Background reviewing vendor contracts, licensing arrangements, service agreements, and other commercial agreements.
• Experience coordinating with external counsel, financial advisors, auditors, or compensation consultants.