Securities and Corporate Governance Counsel/Assistant Corporate Secretary

About the role

Built on meritocracy, our unique company culture rewards self-starters and those who are committed to doing what is best for our customers.

Brown & Brown is seeking a Securities and Corporate Governance Counsel/Assistant Corporate Secretary to join our growing team in Daytona Beach, FL!

The Securities and Corporate Governance Counsel/Assistant Corporate Secretary supports the Chief Securities and Corporate Governance Counsel/Corporate Secretary in overseeing corporate governance, public company compliance, equity compensation, entity management, and transactional support for mergers and acquisitions. This role plays a critical part in ensuring compliance with SEC and NYSE requirements, maintaining accurate corporate records, and supporting the Board of Directors and senior management in governance and strategic transactions.

The ideal candidate has deep experience in public company governance, securities law compliance, and cross functional collaboration within a complex corporate environment.

How You Will Contribute

Corporate Governance & Board Support

• Assist in the administration of corporate governance processes for the Board of Directors and its committees, including preparation of agendas, resolutions, minutes, and governance materials.
• Coordinate logistics for Board and committee meetings, including annual meetings, special meetings, and executive sessions.
• Support director onboarding, education, independence assessments, and annual evaluations.
• Maintain and update corporate governance documents, including bylaws, committee charters, governance guidelines, and policies.

SEC, NYSE & Public Company Compliance

• Support compliance with SEC reporting requirements, including Forms 10 K, 10 Q, 8 K, proxy statements, Section 16 filings (Forms 3, 4, and 5), and investor disclosures.
• Assist with NYSE listing standards of compliance, including annual certifications, governance requirements, and coordination with internal stakeholders.
• Monitor regulatory developments and evolving best practices in corporate governance and securities law.
• Support annual shareholder meeting preparation, including proxy materials, inspectors of elections coordination, and vote tabulation.

Equity Compensation & Insider Compliance

• Assist in the administration of equity compensation plans, including stock incentive plan and employee stock purchase programs.
• Coordinate equity grants, vesting events, exercises, and terminations with internal and external stakeholders.
• Support insider trading compliance, including blackout periods, preclearance procedures, and policy administration.
• Maintain accurate equity and Section 16 records and documentation.

Entity Management & Subsidiary Governance

• Oversee corporate records and entity management for domestic and international subsidiaries, including formation, dissolution, qualifications, and annual filings.
• Maintain minute books, resolutions, certificates, and organizational charts for legal entities.
• Coordinate with external service providers and local counsel to ensure ongoing compliance across jurisdictions.

Mergers, Acquisitions & Strategic Transactions

• Provide governance, securities, and entity support for mergers, acquisitions, divestitures, and other strategic transactions.
• Assist with due diligence, board and shareholder approvals, statutory filings, and post-closing integration of governance and entity structures.
• Support preparation of transaction related SEC disclosures, press releases, and governance approvals.

Cross Functional Collaboration

• Partner closely with Legal, Finance, Accounting, Team Resources, Investor Relations, Internal Audit, and external advisors.
• Serve as a trusted governance and compliance resource for senior leadership and business teams.

Skills & Experience to be Successful

• Juris Doctor (JD) is required.
• 5-7 years of experience in corporate governance and securities compliance at a public company or major law firm.
• Strong working knowledge of SEC reporting, NYSE listing standards, and public company governance requirements.
• Experience supporting equity compensation programs and insider compliance.
• Demonstrated ability to manage sensitive information with discretion, integrity, and professionalism.
• Travel is required.

Preferred

• Experience at a large cap or globally operating public company.
• Exposure to M&A, joint ventures, or complex corporate transactions.
• Familiarity with entity management platforms and equity administration systems.
• Experience supporting board committees such as Audit, Compensation, or Governance.

Teammate Benefits & Total Well-Being

We go beyond standard benefits, focusing on the total well-being of our teammates, including:

• Health Benefits: Medical/Rx, Dental, Vision, Life Insurance, Disability Insurance
• Financial Benefits: ESPP; 401k; Student Loan Assistance; Tuition Reimbursement
• Mental Health & Wellness: Free Mental Health & Enhanced Advocacy Services
• Beyond Benefits: Paid Time Off, Holidays, Preferred Partner Discounts and more.

• Not reflective of all benefits.
• Enrollment waiting periods or eligibility criteria may apply to certain benefits.
• Benefit details and offerings may vary for subsidiary entities or in specific geographic locations.

Recruiting Vendor Disclosure Statement

Brown & Brown does not accept unsolicited resumes from external recruiters, recruitment vendors or employment agencies ("Recruiting Vendors"). Recruiting Vendors must have a valid written agreement and received prior written authorization from an authorized Brown & Brown representative before submitting candidates for any publicly posted role. Any unsolicited resumes submitted to Brown & Brown or its employees become the property of Brown & Brown, and no fees will be paid for such submissions. Additional information regarding this policy can be found on our careers page.