About LumenLumen connects the world. We are igniting business growth by connecting people, data and applications – quickly, securely, and effortlessly. Together, we are building a culture and company from the people up – committed to teamwork, trust and transparency. People power progress.Lumen’s commitment to workplace inclusion and employee support shines bright. We’ve made the Newsweek 2024 Greatest Workplaces for Diversity list and achieved a perfect score of 100 on the Human Rights Campaign Corporate Equality Index (CEI) for the fifth consecutive year. Plus, we’re the top employer in the communications and telecom industry, ranking 12th overall across all industries in The American Opportunity Index.We’re looking for top-tier talent and offer the flexibility you need to thrive and deliver lasting impact. Join us as we digitally connect the world and shape the future.The RoleLumen is seeking an accomplished public company attorney to serve as Head of Corporate Governance and Securities, including leading the Corporate Secretary function for the Board. This position will be part of the senior leadership team of the Legal Department and play a key role across the company's in-house corporate and Board operations. This person will report to and partner with Lumen's Chief Legal Officer to ensure adherence to public company reporting requirements and corporate formalities, prepare and deliver timely, accurate and high quality materials for the Board, as well as its committees and the stockholders of the company, and help lead entity management and governance. This is an exceptional opportunity for someone to build and shape a world class governance function, with potential to broaden their scope and leadership in the department, during a period of transformation and innovation at an established company.This role is subject to a hybrid in-office/remote work arrangement with a preference for the successful candidate to sit in Los Angeles, Denver, Seattle, or San Francisco however, Lumen is open to other locations on the West Coast and in the Rockies.The Main Responsibilities
Advise on and support corporate securities and SEC reporting and compliance matters, including SEC periodic reports, Section 16 filings, proxy statements, annual reports, earnings releases/calls, investor presentations, and other external communications. Specifically, provide advise on Regulation S-K, Regulation FD, Non-GAAP measures, disclosure and general anti-fraud requirements, and risk factors and litigation disclosures.
Oversee preparation of annual proxy statement and annual stockholders meeting, including responses to stockholder proposals and no-action requests for exclusion of proposals.
Support insider trading policy and compliance program, including advising on trading windows and 10b5-1 plans, ensuring compliance with Section 16 filing requirements, and providing clearances for trading.
Support Lumen's Board of Directors and principal Board committees (e.g., Audit Committee; Compensation Committee; Risk and Security Committee; Governance and Nominating Committee), including preparation of Board and committee materials and meeting minutes.
Advise on corporate governance matters, including corporate law questions, charter and bylaw provisions, governance guidelines, independence and related party transactions matters, Board committee charters, and other governance policies.
Engage with stockholders on public company governance-related matters, including participating in engagement calls and meetings with investors and proxy advisors.
Provide legal support for Treasury activities, including share repurchase programs, capital market transactions (e.g., registered debt offerings and refinancings) and corporate finance matters.
Collaborate with and other Lumen in-house attorneys, personnel, and outside advisors (including outside counsel) on corporate matters.
Advise and work closely with a variety of key stakeholders, including senior executives, Accounting, Investor Relations, Treasury, Tax, Risk, Compliance, HR, ESG, and business functions.
What We Look For in a CandidateThe ideal candidate will be an outstanding corporate, securities, and governance lawyer, who brings broad commercial and strategic capabilities as well. Specifically, the successful candidate will have:
JD degree with excellent academic credentials.
12+ years of relevant securities ('33 and '34 Act) and corporate governance experience, including both law firm and in-house public company experience.
Experience with general corporate matters, including debt financing and M&A transactions is strongly preferred.
Experience with telecommunications and technology companies preferred, though not required. Experience in a highly regulated industry will be an advantage.
Excellent interpersonal, written and oral communications skills and a high level of EQ.
Excellent project management skills, well organized, with the ability to thrive in a fast-paced work environment and manage numerous projects simultaneously under deadline pressure
A high level of intellectual, professional and interpersonal agility and flexibility, combined with strong analytical and problem-solving skills
Team oriented and able to work collaboratively and effectively with business clients, counterparts in other functions involved in Board and governance activities, including Finance, Treasury, Accounting, Human Resources and the office of the CEO, as well as other legal department members
Unquestioned ethics and integrity, sound judgement and high tolerance for ambiguity
Legal StatementsIn any materials you submit, you may redact or remove age-identifying information such as age, date of birth, or dates of school attendance or graduation. You will not be penalized for redacting or removing this information.CompensationThe starting salary for this role differs based on the employee's primary work location. Employees typically do not start at the top of the range, though compensation depends on each individual's qualifications.Location Based Pay Ranges$236,410 - $315,210 in these states: AR, ID, KY, LA, ME, MS, NE, SC, and SD.$248,850 - $331,800 in these states: AZ, AL, FL, GA, IN, IA, KS, MO, MT, NM, ND, OH, OK, PA, TN, UT, VT, WV, WI, and WY.$261,300 - $348,390 in these states: CO, HI, MI, MN, NV, NH, NC, OR, and RI.$273,740 - $364,980 in these states: AK, CA, CT, DE, DC, IL, MD, MA, NJ, NY, TX, VA, and WA.As with the pay range variety that's based on the region of a country, specific offers are determined by various factors such as experience, education, skills, certifications and other business needs.Requisition #: 335551Background ScreeningIf you are selected for a position, there will be a background screen, which may include checks for criminal records and/or motor vehicle reports and/or drug screening, depending on the position requirements. For more information on these checks, please refer to the Post Offer section of our FAQ page (https://jobs.lumen.com/global/en/faq) . Job-related concerns identified during the background screening may disqualify you from the new position or your current role. Background results will be evaluated on a case-by-case basis.Pursuant to the San Francisco Fair Chance Ordinance, we will consider for employment qualified applicants with arrest and conviction records.Equal Employment OpportunitiesWe are committed to providing equal employment opportunities to all persons regardless of race, color, ancestry, citizenship, national origin, religion, veteran status, disability, genetic characteristic or information, age, gender, sexual orientation, gender identity, gender expression, marital status, family status, pregnancy, or other legally protected status (collectively, “protected statuses”). We do not tolerate unlawful discrimination in any employment decisions, including recruiting, hiring, compensation, promotion, benefits, discipline, termination, job assignments or training.DisclaimerThe job responsibilities described above indicate the general nature and level of work performed by employees within this classification. It is not intended to include a comprehensive inventory of all duties and responsibilities for this job. Job duties and responsibilities are subject to change based on evolving business needs and conditions.Salary RangeSalary Min :236410Salary Max :364980This information reflects the anticipated base salary range for this position based on current national data. Minimums and maximums may vary based on location. Individual pay is based on skills, experience and other relevant factors.This position is eligible for either short-term incentives or sales compensation. Director and VP positions also are eligible for long-term incentive. To learn more about our bonus structure, you can view additional information here. (https://jobs.lumen.com/global/en/compensation-information) We're able to answer any additional questions you may have as you move through the selection process.As part of our comprehensive benefits package, Lumen offers a broad range of Health, Life, Voluntary Lifestyle and other benefits and perks that enhance your physical, mental, emotional and financial wellbeing. You can learn more by clicking here. (https://centurylinkbenefits.com)Please be advised that Lumen does not require any form of payment from job applicants during the recruitment process. All legitimate job openings will be posted on our official website or communicated through official company email addresses. If you encounter any job offers that request payment in exchange for employment at Lumen, they are not for employment with us, but may relate to another company with a similar name.Note: For union-represented postings, wage rates and ranges are governed by applicable collective bargaining agreement provisions.Application Deadline10/18/2024