Assistant General Counsel – Corporate

This is a fully remote position, open to applicants in California.

📋 Description

• Take ownership of Marqeta's quarterly and annual SEC reporting cycle, including 10-K, 10-Q, and 8-K filings, collaborating closely with Finance, external counsel, and the Disclosure Committee.

• Act as the primary author and coordinator for the annual proxy statement and related shareholder meeting materials, encompassing CD&A, governance disclosures, and Rule 14a-8 shareholder proposals.

• Draft, review, and manage all Form 8-K filings for significant events, such as executive appointments, earnings releases, equity offerings, and corporate transactions.

• Supervise Section 16 reporting responsibilities (Forms 4, 144) for all executive officers and directors, in close partnership with the Deputy General Counsel and external counsel.

• Provide essential support for Marqeta's Disclosure Committee, facilitating cross-functional reviews and certification processes with Finance, Investor Relations, and executive leadership.

• Keep abreast of SEC rulemaking developments, NYSE listing standards, and proxy advisory guidance (ISS/Glass Lewis) that could impact Marqeta's disclosure obligations.

• Assist the Deputy General Counsel in managing the Marqeta Board of Directors and its committees, including the Audit Committee, Compensation Committee, Payments Innovation Committee, and Nominating & Governance Committee.

• Prepare materials for board and committee meetings, such as legal memos, management presentations, and action items, coordinating through Marqeta's secure board portal (Diligent).

• Draft and finalize minutes for board and committee meetings; oversee DocuSign execution and the maintenance of board records.

• Help manage corporate governance formalities, including director questionnaires, annual certifications, committee charters, and board policies.

• Assist in conducting executive sessions and assessments of director independence in collaboration with external counsel.

• Implement and enforce Marqeta's Insider Trading Policy, managing trading window communications, pre-clearance requests, blackout periods, and insider designations.

• Oversee the adoption, modification, and termination of Rule 10b5-1 plans in compliance with SEC requirements, including the latest cooling-off period regulations.

• Collaborate with the People/Total Rewards team on equity plan administration matters that require legal oversight, including EIP and ESPP issues with securities compliance implications.

• Aid in equity-related disclosures within SEC filings, proxy statements, and shareholder communications.

• Provide legal support for corporate transactions, including equity offerings, reverse stock split mechanics, and other capital markets matters as they arise.

• Work with external counsel on corporate governance issues under Delaware law and Marqeta's certificate of incorporation and bylaws.

• Review and provide advice on indemnification agreements for directors and officers.

• Support subsidiary governance, including maintaining records and signing authorities in collaboration with the global Legal, People, and Finance teams.

• Offer guidance on general corporate matters, serving as a knowledgeable resource for the Corporate Legal team on securities and governance inquiries.

• Establish and nurture strong working relationships with Finance, Investor Relations, People, and the executive team to ensure that legal work is integrated into business processes rather than added later.

• Function as a practical, solutions-oriented legal partner to business stakeholders, capable of translating complex securities law obligations into clear, actionable guidance.

• Manage and coordinate relationships and costs with outside counsel, including those related to securities, governance, and M&A matters.

• Identify and implement process improvements throughout the Corporate Legal function, including materials management, governance calendaring, and compliance workflows.

⛳️ Requirements

• Juris Doctor (J.D.) degree and active membership in good standing in at least one U.S. state bar (California or New York preferred).

• 10 to 15 years of legal experience, with a significant and demonstrable focus on public company securities, SEC disclosure, and corporate governance.

• Substantial, hands-on experience in drafting SEC filings, including proxy statements, 10-Ks, 10-Qs, and 8-Ks.

• Experience supporting a public company board of directors and its committees, including the preparation of materials and minutes.

• Strong working knowledge of insider trading regulations, Section 16 compliance, and equity compensation disclosure.

• Experience at a top law firm is preferred; in-house experience at a public company in a corporate or securities role is required.

• Ability to work independently, manage multiple time-sensitive projects, and escalate issues appropriately in a lean, high-performing team environment.

• Excellent written communication skills are essential, as this role requires clear and precise legal drafting and the ability to communicate effectively with directors, executives, and the investing public.

🏝️ Benefits

• Multiple health insurance options

• Flexible time off – take what you need

• Retirement savings program with company contributions and after-tax contributions

• Equity in a publicly traded company and an Employee Stock Purchase Program

• Family-forming benefits, fertility support, and up to 20 weeks of Parental Leave

• Free therapy sessions, financial and professional coaching, and legal advice

• Monthly stipend to support our remote work model

• Annual “development dollars” to promote our employees' growth and development

• Through Flex First, the freedom to live and work wherever you and your family thrive