Overview
Senior Director, Associate General Counsel – Securities at Clarivate. This role supports and takes significant responsibility for all aspects of Clarivate’s public company obligations, primarily focused on U.S. public company disclosure, compliance and corporate governance, multi-jurisdiction corporate compliance, corporate finance transactions, and related matters across the organization.
Responsibilities
- Provide expert legal advice on corporate securities and SEC reporting and compliance matters, including SEC filings (10-K, 10-Q, 8-K) and other disclosures, shareholder proposals, shareholder engagement, executive compensation disclosures, Section 16 filings, Section 13 filings, and related regulatory compliance.
- Partner with cross-functional teams on reviewing earnings and other communications to ensure accurate and timely disclosures to investors, regulators, and the public.
- Manage the annual shareholder meeting and oversee the preparation of the proxy statement.
- Support the General Counsel in organizing board and committee meetings, drafting materials and resolutions, managing communications, maintaining minutes and records, and onboarding new directors.
- Coordinate with senior executives and board members to ensure effective communication and follow-up on board actions.
- Advise on corporate governance policies and practices to ensure compliance with laws, listing requirements, and best practices, including board structure and executive compensation.
- Collaborate with internal and external teams (finance, investor relations, treasury, tax, compliance, sustainability, communications) to manage legal risk.
- Develop and maintain internal policies and controls for securities law compliance, including Regulation FD, Regulation G, insider trading policies, and 10b5-1 plans.
- Counsel on executive compensation, equity plans, stock administration, and related policies.
- Monitor regulatory developments in cyber security, ESG, and related areas to determine legal obligations and disclosures.
- Support sustainability reporting and the corporate secretary function in day-to-day records and filings.
- Support subsidiary governance and legal entity management globally, including intercompany arrangements and annual filings.
- Act as primary point of contact with regulatory bodies such as the SEC and the NYSE; own disclosure procedures and internal controls; refine processes for diligence and disclosure.
- Occasional travel for Board and internal meetings.
Qualifications
- JD or LLM from an accredited law school and active bar membership in at least one US state.
- 10+ years of relevant corporate and securities experience at a law firm or in-house in a public company (corporate or securities compliance).
- Deep knowledge of SEC rules and regulations, Sarbanes-Oxley, listing exchange requirements, and related laws; ability to provide business-oriented solutions.
- Extensive knowledge of corporate governance principles and practices, including expectations of institutional investors and proxy advisory firms.
- Proven track record in supporting or managing corporate secretary functions for a publicly traded company, including maintaining corporate records and board materials.
About the Team
The role is part of Clarivate’s Legal, Risk & Compliance (LRC) team, comprising approximately 75 professionals globally. The team acts as strategic business partners to key stakeholders across the company.
Compensation and Hours
Compensation: The expected base salary for this position is $216,000 - $270,000 per year. Eligible for incentive/bonus earnings. Benefits include medical, dental, vision, life insurance, 401(k) with match, vacation, sick time, volunteer time, and more.
Hours: Full-time, hybrid position with work in or near New York or Philadelphia; flexible with time zones.
Equal Opportunity
Clarivate is an equal opportunity employer. We comply with applicable laws and regulations governing non-discrimination in all locations.
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