Senior Director and Associate General Counsel - Corporate Governance

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Requirements:

• A J.D. from an accredited law school and admitted to the bar of (and in good standing in) at least one US state/district (preferably New York, California, Washington, Delaware, DC, or Maryland).
• 10+ years of strong corporate and securities law experience, with both significant experience in an AmLaw 100 law firm and in-house experience at a publicly traded company
• Strong communication skills, including organized, relevant, timely, concise and to-the-point communications
• An openness to working through novel or complex situations
• Good people management and influencing skills
• Strong skills in advocating for company protection while maintaining a collaborative approach and the confidence to know when to flex or maintain position
• The ability to thrive in a dynamic, fast-paced environment and to manage time-sensitive matters, multitask with ease and maintain presence of mind

Responsibilities:

• Lead the preparation of IonQ NYSE submissions and SEC filings, including proxy statements, 10-Ks and 10-Qs, in compliance with applicable SEC regulations.
• Lead preparation of the Company’s proxy statement and Company’s annual meeting materials in collaboration with partners
• Ensure the proper and timely filing of Form 4s and Form 8-Ks
• Lead, diligence, execute, implement and help integrate mergers and acquisitions and strategic investments, partnering with our Corp Dev team and outside counsel
• Provide legal support on executive compensation matters, equity plans, and equity administration, as well as advising on our insider trading policy and 10b5-1 trading
• Drive corporate governance matters, including Board and committee agendas, compliance with fiduciary duties, advisor independence, related party transactions, etc.
• Prepare/review board and committee materials and minutes, and maintain corporate records
• Review and advise on public- and investor-facing press releases, calls and presentations and other MNPI disclosures, ensuring compliance with RegFD, 10b5 and other SEC regulations
• Provide counsel on legal and regulatory developments impacting corporate liability
• Ensure compliance with SEC, CFIUS, and other global regulatory requirements
• Create, review, and maintain thoughtful, repeatable, and defensible corporate governance, ethics, and corporate compliance policies and trainings
• Train IonQ officers and employees on relevant laws, regulations and corporate policies
• Develop strong working relationships across the company with cross-functional stakeholders, including in Finance/Treasury, Corporate Development, Accounting/Tax/Equity, Marketing, Investor Relations and People teams as well as IonQ’s functional/subfunctional leaders
• Manage outside counsel on all of the above matters
• Support and lead special projects as requested