Vice President, Associate General Counsel and Assistant Secretary

About this role

The mission of The New York Times is to seek the truth and help people understand the world. That means independent journalism is at the heart of all we do as a company. It’s why we have a world-renowned newsroom that sends journalists to report on the ground from nearly 160 countries. It’s why we focus deeply on how our readers will experience our journalism, from print to audio to a world-class digital and app destination. And it’s why our business strategy centers on making journalism so good that it’s worth paying for.

We are seeking an experienced corporate and securities counsel to join the legal team of The New York Times Company. This person will report to the Chief Legal Officer, serve as the Assistant Secretary to the Board of Directors, lead the in-house corporate and securities team, and oversee securities matters, public company governance, executive compensation and corporate transactions. The role will also oversee the Legal Operations function for the department, driving operational excellence, effective use of legal technology and thoughtful management of resources and outside counsel.

This is a hybrid role based in our New York City headquarters. You can typically expect to come into the office 3 days per week.

Responsibilities:

• Manage filings with the Securities and Exchange Commission, including annual and quarterly reports on Forms 10-K and 10-Q, current reports on Form 8-K, proxy statements, Forms S-8, and Section 16 filings, and ensure compliance with SEC and NYSE rules and regulations.

• Advise senior management on disclosure matters, including coordinating the review of earnings and other press releases, presentations, significant internal communications and other announcements.

• Serve as Assistant Secretary, leading and overseeing essential Board-related processes, policies and matters, including with respect to governance advice, the development of Board and Committee agendas, distribution of materials in connection with meetings, preparation of minutes, and, with other stakeholders, coordination of the annual shareholders’ meeting.

• Advise on executive compensation matters, including incentive plans and programs, equity administration and related public company disclosure considerations.

• Lead legal support for corporate transactions, including securities offerings, financings, investments, acquisitions and divestitures and other strategic transactions, including coordinating internal teams, managing due diligence activities and working with outside counsel.

• Support the Treasury group on banking agreements, insurance policies, pension management and other Treasury matters.

• Ensure support of domestic and international corporate law matters; oversee the corporate secretarial function of domestic and global legal entities.

• Lead legal support for a diverse range of matters related to day-to-day operations of the company; work with other departments, including Investor Relations, Corporate Communications, Controllers, Internal Audit, Treasury, Tax, Talent & Inclusion, Corporate Records, Shared Services Center and others on various projects.

• Drive public company and other compliance efforts, including the development and ongoing review of policies and procedures and the implementation of training initiatives.

• Monitor and keep senior management and Board members apprised of corporate governance trends and developments; engage in policy advocacy related to key responsibilities.

• Oversee the Legal Operations function for the Legal department, including partnering on budgeting and forecasting for the department, developing and administering processes for outside counsel and legal vendor management, driving continuous improvement in matter and knowledge management, overseeing corporate records management, and leading the strategy, implementation and optimization of legal technology tools and related reporting and metrics.

• Manage a team of two lawyers, two paralegals and an executive assistant in support of the above, and provide leadership and direction to legal operations professionals.

• Demonstrate support and understanding of our value of journalistic independence and a strong commitment to our mission to seek the truth and help people understand the world.

Basic Qualifications:

• Undergraduate and J.D. degrees from recognized institutions and a member in good standing of the New York bar.

• At least 12 years’ relevant work experience, principally in the areas of corporate and federal securities law and corporate transactions, with increasing levels of responsibility.

Preferred Qualifications:

• Experience managing lawyers and legal professionals.

• Familiarity with financial statements and accounting literature and comfort discussing underlying financial statement concepts, including accounting and tax; extensive ‘34 Act drafting experience.

• Experience partnering with or overseeing legal operations activities, such as budgeting and forecasting, outside counsel and vendor management, process improvement, legal technology implementation and use of metrics to inform decision-making, is strongly preferred.

• Ability to contribute to discussions of general business issues; to work well with a wide range of clients, from senior executives to operating personnel; and to work independently as well as to lead a project from conception to completion.

• Ability to analyze complex legal and regulatory material, communicate the implications in clear and simple language, and recommend appropriate courses of action.

• General understanding of legal technology commonly used to support a corporate governance and securities law practice, including familiarity with board portals, securities filing software, entity and document management, e-billing and matter management tools, and research resources.

REQ-020102 The annual base pay range for this role is between: $280,000 — $320,000 USD

For roles in the U.S., dependent on your role,

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