VP/Deputy General Counsel, Securities & Corporate Affairs - Assistant Corporate Secretary (Chesapeake)

Position Summary

The Vice President & Deputy General Counsel, Securities & Corporate Affairs, and Assistant Corporate Secretary is a senior legal leader within Dollar Trees Legal & Compliance Department. Reporting directly to the Chief Legal Officer, this role serves as a key advisor on SEC reporting, Nasdaq compliance, and corporate governance. The position provides strategic support to the Board of Directors, manages shareholder and investor outreach, and oversees the Corporate Secretarys office in partnership with the Senior Corporate Administrator.

This role also leads a small team responsible for enterprise contracts and privacy compliance, partnering closely with functions such as Finance, Investor Relations, Treasury, Procurement, IT, HR, and Marketing. The position is highly visible, requiring regular interaction with the CLO, executive leadership, and the Board of Directors.

Key Responsibilities

Securities Law Compliance & Finance Support

• Advise on U.S. federal securities law compliance and disclosure matters, including the Securities Act of 1933 and the Exchange Act of 1934.
• Oversee related policies and procedures (e.g., Regulation FD, Insider Trading, Corporate Governance Guidelines).
• In partnership with the Chief Accounting Officer and VPFinancial Reporting, prepare and/or review SEC filings, including 10-Ks, 10-Qs, and 8-Ks.
• Draft and file proxy statements and Section 16 filings; advise on SEC regulatory matters relevant to directors and executive officers.
• Support the Corporate Treasurer on financing matters, including credit facilities, bond offerings, commercial paper, and stock buybacks.
• Provide counsel to the Compensation Committee and executive officers on compensation and stock trading matters, including 10b5-1 plans.
• Monitor and advise on Nasdaq listing requirements.

Corporate Governance

• Assist in planning and scheduling meetings of the Board of Directors and standing committees.
• Serve as Assistant Corporate Secretary, including preparing Board/committee materials, drafting minutes, and preparing unanimous written consents.
• Coordinate annual Board evaluations and self-assessments.
• Manage processes related to the annual shareholders meeting, including proxy distribution, virtual meeting logistics, and investor/proxy advisor outreach.
• Manage relations with transfer agents, proxy solicitors, and inspectors of election for shareholder records and vote tabulation.
• Oversee entity management of domestic and international subsidiaries, including maintaining registrations and corporate records.

Corporate Legal Oversight

• Lead attorneys and staff responsible for vendor and services contracts (excluding real estate and merchandising).
• Partner with Procurement and Compliance to drive improvements in vendor risk management and contract lifecycle systems.
• Provide executive oversight of enterprise privacy compliance, ensuring policies and practices protect employee and customer data, while coordinating with incident response teams on breach notifications.

Required Qualifications

• 15+ years of prior experience in securities and/or governance roles at a publicly traded company or law firm (government service in a relevant field also considered).
• Extensive experience advising on SEC rules and NYSE or Nasdaq listing standards (Nasdaq preferred).
• Proven track record drafting disclosure documents, including proxy statements, earnings releases, Forms 10-K, 10-Q, and 8-K.
• Strong knowledge of corporate governance laws, regulations, and practices; familiarity with board portals (e.g., Diligent).
• Broad understanding of corporate contracts, risk mitigation, and vendor agreements.
• Demonstrated leadership managing attorneys and professional staff.
• Excellent communication and interpersonal skills, with proven ability to influence senior leadership and collaborate across functions.
• Highly detail-oriented with strong project management skills and ability to meet filing deadlines.
• J.D. from an accredited institution; strong academic credentials required.
• Active membership in good standing with at least one state bar.
• Business or finance coursework or experience preferred