# Director, Assistant General Counsel - Executive Compensation

**Company**: Capital One
**Location**: McLean, VA
**Work arrangement**: hybrid
**Experience**: senior
**Job type**: full-time
**Salary**: $230,400 - $263,000 for Director, Asst General Counsel (McLean, VA), $251,400 - $286,900 for Director, Asst General Counsel (New York, NY), $209,500 - $239,100 for Director, Asst General Counsel (Richmond, VA)
**Category**: Legal
**Industry**: Finance

**Apply**: https://capitalone.wd12.myworkdayjobs.com/en-US/Capital_One/job/McLean-VA/Director--Assistant-General-Counsel---Executive-Compensation_R1005362?utm_source=yubhub.co&utm_medium=jobs_feed&utm_campaign=apply
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## Description

We are seeking an experienced attorney to join our Governance and Securities team as a Director, Assistant General Counsel - Executive Compensation. You will serve as a trusted legal advisor to the Board of Directors and senior management on executive compensation matters, including plan design, compliance, and fiduciary duties. You will also 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

- Attend meetings of the Compensation Committee and prepare meeting materials, minutes, and ongoing education programs for the committee

- Lead executive compensation legal 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 to ensure compliance with internal corporate governance guidelines and external regulatory requirements

- Closely monitor, review, analyze, and anticipate changes to proxy advisor policy changes, legislative changes, and SEC rules/disclosure

- 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 at 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 Capital One, we offer a comprehensive, competitive, and inclusive set of health, financial, and other benefits that support your total well-being.

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## Skills

### Required
- Internal Revenue Code
- SEC regulations
- executive compensation
- corporate governance

### Nice to have
- experience working on executive compensation matters at a financial institution
- experience working directly with senior executives and the board of directors

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