Lead Counsel, Public Company Governance & Corporate Programs

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HubSpotCorporate governance
Location: Remote - USA; Location: United States; Work location preference eligibility: RemoteFull-TimeLead
SalaryAnnual Cash Compensation Range: $165,600 — $265,000 USD
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Job Details

Experience
8-10+ years of corporate and securities law experience, with at least 3-4 years of meaningful in-house experience advising a U.S. public company on corporate governance matters.

Requirements

  • Have 8-10+ years of corporate and securities law experience at top law firms and/or in-house.
  • Have at least 3-4 years of meaningful in-house experience advising a U.S. public company on corporate governance matters.
  • Bring deep knowledge of public company governance, including Board and committee practices, director independence, governance policies, stock exchange requirements, and related-party frameworks.
  • Have experience supporting Boards and Board committees and advising directly on governance matters.
  • Have meaningful ownership of, or a senior role in, annual proxy statement preparation and annual shareholder meeting processes.
  • Have a track record of governance-related investor and proxy advisor engagement.
  • Have experience independently managing complex, recurring governance programs with strong legal judgment, execution, and records discipline.
  • Hold a JD from an accredited law school.
  • Have active bar membership in at least one U.S. jurisdiction.

Responsibilities

  • Own the governance policy framework, including committee charters, governance practices, director independence analysis, related-party frameworks, and Board refresh and skills matrix legal analysis.
  • Lead the annual governance policy refresh, keeping practices aligned with evolving NYSE requirements and governance best practices.
  • Serve as the substantive legal owner for the Nominating, Governance & Sustainability Committee, preparing materials, advising on agenda items, and supporting the committee chair.
  • Own the operational backbone for the Board and its Audit, Compensation, and NG&S Committees.
  • Own governance sections of the annual proxy statement and lead the annual meeting process and logistics.
  • Lead governance-focused investor engagement, including proxy advisor outreach, and partner with Investor Relations on shareholder communications and proxy season strategy.
  • Engage with ISS, Glass Lewis, and significant shareholders on governance matters.
  • Manage recurring governance programs, including governance filings, D&O questionnaires, governance surveys, and related compliance obligations.
  • Identify and implement process improvements, including AI-enabled workflows, and build templates, playbooks, and governance infrastructure.
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Annual Cash Compensation Range: $165,600 — $265,000 USD
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