Senior Corporate Counsel

Overview

This role is for a Senior Corporate Counsel to lead the corporate legal function within a high-growth technology company focused on consumer rewards. The position involves managing corporate governance, equity transactions, capital markets activities, IPO readiness, and corporate restructuring. The Senior Corporate Counsel will report to the General Counsel and collaborate closely with Finance, People, and Executive teams.

This is a full-time position based in the United States, with options to work from one of the US offices or remotely.

Responsibilities

Corporate Records and Governance

• Maintain and administer all corporate records, including board minutes, written consents, resolutions, and organizational documents across all entities
• Collaborate with the equity compensation team to manage the capitalization table and equity-related records with precision
• Draft, review, and execute board and stockholder consents for routine and non-routine corporate actions
• Oversee stock option plan administration, including grant approvals, exercises, early exercises, and forfeitures

Equity and Secondary Transactions

• Manage secondary market transactions such as tender offers, repricing, direct transfers, and structured liquidity programs
• Administer stock transfer processes, right of first refusal determinations, and transfer approval workflows
• Coordinate with cap table management platforms and transfer agents to ensure accurate and compliant transaction recording

Capital Markets and Financing

• Lead corporate legal workstreams for equity financing rounds, including Series rounds and related regulatory filings
• Support venture debt and credit facility transactions, including reviewing loan agreements, security documents, and covenant compliance
• Partner with outside counsel and Finance to manage legal aspects of complex financing structures

IPO Readiness and Public Company Preparation

• Own and drive the IPO readiness roadmap from a corporate governance and legal perspective
• Build and maintain systems, records, and policies required for public company compliance pre- and post-IPO
• Coordinate S-1 and related registration statement preparation with outside counsel and internal stakeholders
• Advise on corporate governance best practices, board committee structures, and public company disclosure obligations

Corporate Restructuring and Entity Management

• Manage corporate restructuring initiatives including subsidiary formations, mergers, dissolutions, and jurisdictional reorganizations
• Oversee foreign qualification filings and multi-entity compliance across all operating entities

Requirements

• J.D. from an accredited law school and active bar membership in good standing in at least one U.S. jurisdiction
• Minimum 12 years of legal experience with significant in-house experience at a high-growth technology or consumer company
• Direct in-house experience supporting one to two IPOs, including hands-on ownership of corporate governance preparation, S-1 drafting support, and post-IPO compliance buildout; prior law firm experience in this area is a plus
• Demonstrated experience managing equity financing rounds as the internal corporate counsel lead, including drafting and negotiating term sheets, stock purchase agreements, and investor rights agreements
• Experience with venture debt and credit facilities, including term sheets, loan documents, and lender negotiations
• Experience supporting corporate restructuring transactions such as entity mergers, dissolutions, and cap table simplification
• Deep familiarity with cap table management, equity plan administration, and secondary transaction mechanics
• Exceptional drafting skills and ability to work independently on complex corporate matters with minimal supervision
• Comfortable operating in a fast-paced, resource-efficient environment where you may be the sole internal resource on matters

Compensation and Benefits

• Base salary range: $283,904 – $390,405
• Equity participation available for full-time employees
• 401(k) plan with dollar-for-dollar match up to 4%
• Comprehensive medical, dental, and vision plans for employees and their pets
• Continuing education reimbursement up to $10,000 per year
• Employee Resource Groups focused on diversity and inclusion
• Flexible paid time off, 9 paid holidays, and a year-end week-long break
• Robust parental leave policies: 20 weeks paid for primary caregivers, 14 weeks for secondary caregivers, with flexible return-to-work schedules
• One-time $2,000 incentive to assist with childcare and related expenses for employees welcoming new family members
• Flexible work environment with options to work remotely or from office locations, with necessary hardware and software provided

Location

This position can be based in one of the organization's US offices or fully remote within the United States.

Equal Opportunity

The employer is an equal opportunity organization committed to diversity, inclusion, and respect for all individuals. There is no discrimination based on race, color, religion, gender, gender identity or expression, sexual orientation, age, national origin, marital status, veteran status, disability, or any other protected characteristic. Reasonable accommodations are provided to qualified individuals with disabilities or sincerely held religious beliefs as required by law.