Securities Counsel

Varsity Tutors
Washington, DC
Jan 16, 2022
Jan 19, 2022
IT, Security Engineer
Full Time
About Varsity Tutors:Nerdy is a leading curated direct-to-consumer platform for learning and live online instruction. Nerdy's mission is to transform the way people learn through technology. The Company's purpose-built proprietary platform leverages technology, including AI and machine learning, to connect learners of all ages to experts and deliver superior value on both sides of the network. Nerdy's comprehensive learning destination provides learning experiences across 3,000+ subjects and multiple formats-including one-on-one instruction, small group classes, large format group classes, and adaptive self-study. Nerdy's flagship business, Varsity Tutors, is one of the nation's largest platforms for live online tutoring and classes. Learn more about Nerdy at recently announced our plan to go public via a SPAC/merger with TPG Pace Tech Opportunities (NYSE ticker PACE), with a $1.7 billion market valuation. Current investors include: TCV, Learn Capital, and the Chan Zuckerberg Initiative.About the Job:We are searching for an experienced and motivated Securities Counsel to join our growing in-house legal team and provide legal support for all of our entities under the direction of the Chief Legal Officer, in addition to working with the finance team (CFO and Controller) and executive team. The ideal candidate will have approximately 5-10 years of corporate securities experience in private practice or at a publicly-traded company. The candidate must be detail-oriented and have the ability to exercise sound legal judgment. The position will be based out of our corporate headquarters in St. Louis, MO; however, remote candidates may be considered.Qualifications:J.D. from an accredited law school and licensed to practice law in at least one US jurisdiction, preferably Missouri or Delaware5-10+ years of relevant work experience in a law firm and/or in-house, preferably in corporate securities, M&A, investor relations, executive compensation, capital and debt financing, tax (corporate and partnership), and corporate governanceAbility to make sound judgment calls under pressureAbility to prioritize and manage numerous tasks quickly, accurately, and efficiently in a fast-paced environment and under deadline pressureAbility to resolve ambiguities and provide legal guidance in uncertain situationsStrategic thinking to provide business advice and solutionsAbility to work in and maintain a highly confidential and privileged environmentStrong presentation and negotiation skills, solid business instincts and judgment, and outstanding written and verbal communication skillsAbility to work independently with strong drive and motivation to achieve resultsDemonstrated ability to perform research and analysis as requested and make written recommendations regarding courses of action to the Chief Legal Officer and other executivesFamiliarity with Google applications and other office-related technologiesResponsibilities:Advise on implementation and compliance matters under SEC rules and regulations, NYSE listing standards, Sarbanes-Oxley Act of 2002, and other corporate governance rules and regulations, including in the context of an Emerging Growth CompanyReview and/or prepare all public disclosure documents, including SEC securities filings, including, but not limited to: proxy statements, Forms 10-K, 10-Q, 8-K, and Section 16 filings/reportsAdvise on disclosure matters, including press releases, earnings materials, investor presentations, and other external communicationsAssist with establishing and updating corporate governance and Board of Directors and committee matters, including preparing for and participating in Board and committee meetings, as required or necessaryAssist in all M&A and corporate capital markets transactionsKeep current on applicable laws, regulations, and enforcement actions to identify emerging trends and risks; keep senior management informed of trends and risks; and help implement related policies, procedures, and training programs as neededCreate business-oriented legal reports and correspondence and effectively present legal information to senior management, committees, and the Board of DirectorsAdvise management and/or the Stock Plan Administrator on executive compensation issues and matters related to the Company's equity compensation plansProvide legal advice and support on subsidiary structure and legal entity management (experience with the legal and tax aspects of umbrella partnerships/Up-C structures (and TRAs) and SPAC structures a plus)Advising and counseling senior executives to verify corporate compliance in all areas affecting the business, subsidiaries, and affiliatesAnalyze and draft legal memoranda assessing the merits and respective legal risks and opportunities with focus of different problem-solving approachesStrong desire to work on securities compliance legal matters and eagerness to support a dynamic business within an in-house legal teamCoordinating internally and externally across different functional areas in addressing corporate governance, disclosure and risk management issues, including educating and training colleaguesUnderstanding legal issues facing platform or marketplace companiesProvide timely and practical legal support to different business groups and unitsOther duties as may be assignedVarsity Tutors Leadership PrinciplesRelentless Focus on Customers * Comfort with Ambiguity * Ownership * Simplify * Intellectual Curiosity * Build Teams * Think Big * Insist on High Standards * Bias for Action * Build Trust * Go Deep * Have Conviction * Deliver Results * Are Right, a LotBenefits/Culture:Healthcare Plans (Medical, Dental, Vision, Life)401k Company PlanPTO plus a floating holidayPaid VTO ("volunteer time off" to do community service/charity work)52 hours of Free Learning Sessions per year for you or immediate families members and free access to our Virtual School Day classes and School@Home programOnce in a lifetime opportunity to help revolutionize how the world learns!Varsity Tutors is committed to creating a diverse environment and is proud to be an equal opportunity employer. All qualified applicants will receive consideration for employment without regard to race, color, religion, gender, gender identity or expression, sexual orientation, national origin, genetics, disability, age, or veteran status. (INDHP)