Director, Assistant General Counsel - Executive Compensation
The Governance and Securities team is seeking an experienced attorney to join a dynamic group of legal professionals who support Capital One’s Board of Directors and corporate governance framework. You will serve as a trusted legal advisor to the Board, its Committees and senior management on executive compensation matters including plan design, compliance and fiduciary duties, and contribute to integration efforts during M&A transactions.
Key Responsibilities
- Serve as a trusted legal advisor to the Compensation Committee of Capital One’s Board of Directors and senior management on executive compensation matters, including incentive compensation plans, executive employment agreements, deferred compensation, severance plans and other compensatory arrangements
- Attend meetings of the Compensation Committee and prepare meeting materials, minutes and ongoing education programs for the committee.
- Executive Compensation legal lead on matters arising in private and public company mergers and acquisitions and other corporate transactions
- Partner with Capital One’s Executive Compensation team to support compensation design and equity plan initiatives
- Develop collaborative working relationships with internal and external partners (including Legal, Finance, Tax and third party vendors) to ensure that all actions, plans and programs pertaining to executive compensation complies with internal corporate governance guidelines and external regulatory requirements and reporting
- Closely monitor, review, analyze, and anticipate changes to proxy advisor policy changes, legislative changes, and SEC rules/disclosure. Develop recommendations considering implications from multiple stakeholders
- Lead executive compensation disclosure in SEC filings including the firm’s proxy statement and Form 10-K
- Accountable for delivering on Section 16 compliance
- Support special projects that enhance Capital One’s corporate governance framework.
Key Competencies
- Demonstrated expertise in the executive compensation field, including expertise in the Internal Revenue Code, SEC and other regulatory requirements
- Experience supporting boards of directors, committees, and senior management
- Ability to build strong relationships across many stakeholders and partner groups
- Ability to manage multiple projects, take on new responsibilities and handle novel issues
- Ability to rapidly synthesize new information and make timely decisions based on that information
- Proven ability to operate effectively in a complex, highly-regulated, and evolving environment
- Ability to work in a fast-paced environment with minimal supervision
- Strong organizational skills with impeccable attention to detail
- Excellent analytical, oral and written communication skills with the ability to explain sophisticated executive compensation concepts to all levels of the organization
Basic Qualifications
- Juris Doctor from an accredited law school
- Active member in good standing of a least one state bar
- At least 8 years of experience in an in-house counsel role or at a law firm in an executive compensation practice
Preferred Qualifications- Experience working on executive compensation matters at a financial institution
- Experience working directly with senior executives and the board of directors
- Experience supporting senior leadership and corporate transactions.
At this time, Capital One will not sponsor a new applicant for employment authorization, or offer any immigration related support for this position (e.g. H1B, F-1 OPT, F-1 STEM OPT, F-1 CPT, J-1, TN, E-3, and O-1, or any other forms of work authorization that require immigration support from an employer).
This role is designated as a hybrid position. You are expected to adhere to Capital One's hybrid policy regarding required on-site presence at your designated office location.
The minimum and maximum full-time annual salaries for this role are listed below, by location. Please note that this salary information is solely for candidates hired to perform work within one of these locations, and refers to the amount Capital One is willing to pay at the time of this posting. Salaries for part-time roles will be prorated based upon the agreed upon number of hours to be regularly worked.
McLean, VA: $230,400 - $263,000 for Director, Asst General CounselNew York, NY: $251,400 - $286,900 for Director, Asst General Counsel
Richmond, VA: $209,500 - $239,100 for Director, Asst General Counsel
Candidates hired to work in other locations will be subject to the pay range associated with that location, and the actual annualized salary amount offered to any candidate at the time of hire will be reflected solely in the candidate’s offer letter.
This role is also eligible to earn performance based incentive compensation, which may include cash bonus(es) and/or long term incentives (LTI). Incentives could be discretionary or non discretionary depending on the plan.
Capital One offers a comprehensive, competitive, and inclusive set of health, financial and other benefits that support your total well-being. Learn more at the Capital One Careers website. Eligibility varies based on full or part-time status, exempt or non-exempt status, and management level.
This role is expected to accept applications for a minimum of 5 business days.
