Lead Counsel, Public Company Governance & Corporate Programs

Headquarters: United States URL: https://www.hubspot.com/ Lead Counsel, Public Company Governance & Corporate Programs Legal Remote - USA POS-20140 The Legal Team HubSpot's Legal team is a proactive, business-enabling partner — not a back-office function. We help our teams move fast, smart, and responsibly, balancing innovation with rigor so HubSpot can scale as a publicly traded, AI-native company while maintaining trust, compliance, and clarity. Role Summary This is a role for a senior governance attorney who has earned the confidence of boards and committees, not just supported them. You will be HubSpot's primary governance lawyer — owning the company's governance policy framework, the NG&S Committee, the operational backbone for all three Board committees, proxy governance and annual meeting, and governance-focused investor engagement. The governance attorney who succeeds here doesn't just maintain recurring programs — they actively improve how those programs work, bringing the same rigor to process design as to legal advice. HubSpot is building an AI-first legal function, and we want someone who sees that as an opportunity to do governance work at a higher level of quality and scale, not as an obligation to satisfy. This is an individual contributor role reporting to the Director of Corporate Legal. What You'll Do 1. Lead HubSpot's Governance Policy Framework • Own HubSpot's governance policy framework, including committee charters, governance practices, director independence analysis, related-party frameworks, and Board refresh and skills matrix legal analysis. • Lead the annual governance policy refresh, ensuring HubSpot's practices remain aligned with evolving NYSE requirements and governance best practices — and anticipating changes before they arrive. 2. Own the Nominating, Governance & Sustainability Committee • Serve as the substantive legal owner for the NG&S Committee, preparing materials, advising on agenda items, translating legal and governance requirements into practical recommendations, and supporting the committee chair. • Advise on director independence, related-party considerations, Board refresh, and skills matrix analysis, with the judgment to resolve most questions independently. 3. Run Board and Committee Operations • Own the operational backbone for the Board and its Audit, Compensation, and NG&S Committees as a shared service across all three committees. • Own the governance sections of HubSpot's annual proxy statement, including director biographies, skills matrix, committee descriptions, governance policy disclosures, and ESG and sustainability content, and lead the annual meeting process and logistics end-to-end. 4. Lead Governance-Focused Investor Engagement • Lead governance-focused investor engagement, including proxy advisor outreach related to Board composition and governance practices, and partner with Investor Relations on shareholder communications and proxy season strategy. • Engage directly with ISS, Glass Lewis, and significant shareholders on governance matters with the preparation and credibility to represent HubSpot's positions authoritatively. 5. Own Corporate Governance Programs • Own recurring corporate governance programs (governance filings, D&O questionnaires, governance surveys, and related compliance obligations) with disciplined execution and strong records practice. 6. Build an AI-First Governance Function • You have a point of view on how AI and automation can raise the quality and efficiency of recurring governance work, and you act on it. You will identify and implement process improvements (including AI-enabled workflows) that reduce friction, strengthen governance operations, and increase the team's operating leverage. • Build templates, play