ABOUT US Invivyd is on a mission to rapidly and perpetually deliver antibody-based therapies that protect vulnerable people from the devastating consequences of circulating viral threats, beginning with SARS-CoV-2. Our mission is also centered around developing products for use within vulnerable populations, such as the immunocompromised. By leveraging state-of-the-art viral surveillance, predictive modeling and advanced antibody engineering techniques, we are committed to developing a robust pipeline of product candidates which could be used in prevention or treatment of serious viral diseases, starting with COVID-19 and expanding into influenza and other high-need indications. THE HEART OF INVIVYD: OUR EMPLOYEES Our team is motivated by a collective mission-driven sense of urgency that permeates Invivyd's culture. We make decisions quickly, trust employees in their areas of expertise, and collaborate efficiently. As a result, Invivyd employees are both quick thinkers and motivated doers. Invivyd is a company comprised of motivated biopharmaceutical experts who are driven to make an impact on public health. Each employee sees working at Invivyd as a once-in-a-lifetime career opportunity to bring differentiated products to the market—for COVID-19, influenza and beyond. Our company operates as a hybrid company with employees working at our corporate headquarters in Waltham, Massachusetts and remotely. We have employees in over 25 states, with a critical mass in the greater Boston area and many employees in the northeast as well as California. Summary: The Director, Corporate Counsel will be responsible for providing legal advice to the business and substantive materials creation and review in connection with general corporate matters, including the corporate organization, securities laws and NASDAQ compliance, corporate governance, transactions support, and financing activities. Reporting to the Senior Director, Corporate Counsel, this position will be part of a dynamic Legal team. The ideal candidate will have strong law firm experience in securities laws, NASDAQ rules and regulations, corporate governance, and transactions; experience at biotech, biopharmaceutical or pharmaceutical company(ies) is a plus. The ideal candidate is someone who thrives in a fast-paced environment, who is a strategic problem solver, and who is proactive, flexible, detail-oriented, and hands-on. Responsibilities include, but are not limited to, the following: <ul> <li>Providing advice on the company's compliance with applicable securities laws and NASDAQ rules and regulations, including with respect to periodic SEC 1934 Act filings</li> <li>Drafting and/or reviewing (in collaboration with cross-functional team, auditors and outside counsel, as appropriate) of SEC filings, including 10-K, 10-Qs, Proxy Statement, 8-Ks, Section 16 reporting (Forms 3, 4 and 5), and ensuring compliance with SEC and NASDAQ rules and regulations</li> <li>Assisting with preparing materials for and conducting annual stockholder meetings</li> <li>Collaborating with the Senior Director, Corporate Counsel to support the Chief Legal Officer in maintaining and managing the company's corporate governance and corporate secretary matters relating to the company's Board of Directors and its committees, including Sarbanes Oxley compliance (e.g., drafting agendas, preparing or reviewing board mailing materials, supporting the drafting or reviewing of minutes and resolutions)</li> <li>Assisting on executive and director compensation matters, including providing advice and counsel on matters relating to plan documentation and related securities matters, including preparation of Form S-8 registration statements</li> <li>Supporting open window trading preclearance process. Collaboratively drafting communications and providing trainings for the company regarding insider trading laws and requirements. Supporting 10b-5 plan requirements</li> <li>Collaborating within the Legal team, Disclosure Committee and cross-functionally to advise on disclosure matters, including involvement in the review of earnings and other press releases, presentations, posters, manuscripts, significant internal communications and other announcements</li> <li>Providing support for transactions, as needed, including securities offerings, financings, investments, acquisitions and divestitures, and/or other strategic transactions, supporting internal teams and due diligence activities and working with outside counsel, as appropriate</li> <li>Supporting public company and other compliance efforts, including the development and ongoing review of policies and procedures, corporate governance materials, and the implementation of training initiatives</li> <li>Building and supporting the culture of the Legal department as a valued business partner, by working collaboratively with key stakeholders (including senior management, internal clients, Finance and other departments), gaining a deep understanding of the business and its needs, and implementing a pragmatic approach to advising consistent with those needs</li> <li>Monitoring and keeping senior leadership apprised of securities laws and corporate governance trends and developments</li> <li>Providing legal support for a diverse range of matters related to day-to-day operations of the company, as needed; collaborating cross-functionally with other departments, including Finance, Accounting, Human Resources, Program Management, and others on various projects, initiatives, and activities</li> </ul> Requirements: <ul> <li>Have a Juris Doctor (J.D.) from an ABA-accredited law school; be an attorney in good standing with license to practice in the state where you reside; and have the ability to obtain MA in-house counsel registration</li> <li>Have a minimum of 3 years of relevant SEC/public company experience at a law firm in a practice serving biotech/biopharmaceutical/pharmaceutical clients</li> <li>Experience at clinical-stage biotech or commercial-stage biotech/biopharmaceutical/pharmaceutical company(ies) is a plus</li> <li>Demonstrate comprehensive knowledge of the Securities Act of 1933, the Securities Exchange Act of 1934 and the rules and regulations of the SEC under those acts, and of the requirements of NASDAQ, as well as Sarbanes Oxley</li> <li>Demonstrate financial literacy and comprehension and articulation of corporate finance disclosure issues, and comfort discussing financial statement concepts</li> <li>Have an understanding of the Delaware General Corporation Law and be proficient in the principles and practice of foundational aspects of corporate law</li> <li>Have an understanding of the laws and regulations applicable to the development and commercialization of pharmaceutical products is a plus</li> <li>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</li> <li>Ability to analyze complex legal and regulatory material, communicate the implications in clear and simple language, and recommend appropriate courses of action</li> <li>General understanding of legal technology commonly used to support a corporate governance and securities law practice, including familiarity with securities filing software, entity and document management, and research resources</li> <li>Manage outside counsel for cost-efficient, time-optimized and high-quality deliverables</li> </ul> Additional Requirements: <ul> <li>Be a critical thinker who demonstrates exceptional judgment, self-management, impeccable ethics, and a high degree of personal and professional maturity</li> <li>Strong sense of accountability and ownership</li> <li>Highly organized and detail-oriented</li> <li>Exceptional multi-tasker with strong work ethic to deliver timely, high-quality work product</li> <li>Thrive in a fast-paced, rapidly evolving environment and view obstacles as opportunities</li> <li>Proactive in identifying issues, opportunities and pragmatic solutions for short and long-term success and growth for the business and Legal team</li> <li>Highly collaborative; ability to work independently and as a teammate in remote working environment</li> <li>Positive, growth mindset</li> <li>Interest and ability to learn the business and build relationships to effectively prioritize and deliver exceptional results</li> <li>Team player willing to support the Legal team and business on broader initiatives and pitch-in where needed</li> <li>Strong interpersonal, written and verbal communications skills, MS Office skills and computer skills</li> <li>Strong problem-solving and decision-making skills with demonstrated ability to think creatively and devise solutions to challenging problems</li> <li>Have a high-quality and continuous improvement orientation, ensuring we are staying current with relevant laws, regulations, guidance, policies and codes in how we identify and mitigate risk and provide solutions to the business</li> <li>Demonstrated ability to be a valued business partner</li> <li>Ability to periodically travel (e.g., to attend company and/or department meetings)</li> </ul> At Invidyd we strive to create a welcoming and inclusive environment. Here all applicants will receive equal consideration for employment without discrimination on the basis of race, color, religion, sex, sexual orientation, gender identity, national origin, protected veteran status, disability, or any other applicable legally protected characteristics. Invivyd is proud to be an equal opportunity employer. We do not accept unsolicited resumes from agencies.