Senior VP, General Counsel — Commercial & Compliance

Education - It's in Our DNA At Barnes & Noble Education (“BNED”) we are dedicated to making tomorrow a better, more inclusive, and smarter world by servicing all who work in education. As a leading solutions provider for the education industry, we are committed to driving affordability, accessibility, and achievement at hundreds of academic institutions nationwide by ensuring millions of students are equipped for success in the classroom and beyond. Together, our teams work to elevate lives through education. The Vice President, Associate General Counsel serves as a corporate generalist with a primary focus on commercial contracts, while also providing oversight of litigation and employment matters and supporting corporate governance and SEC compliance as needed. This highly visible role is instrumental in managing the company’s agreements with school partners and strategic vendors. The position works closely with senior leadership across key functions to draft, review, and negotiate contracts that align with business goals. Additionally, the VP, Associate General Counsel helps shape and implement compliance programs and corporate policies to ensure adherence to applicable laws and regulatory standards. How You'll Make an Impact Draft, review, and negotiate a broad range of commercial agreements—including customer and vendor contracts, NDAs, licensing, consulting, employment, marketing, and promotional agreements—while identifying and mitigating legal risks and supporting strategic business objectives. Lead the contract review process in partnership with the contracts administration and operations teams; ensure alignment between legal requirements and business goals through close collaboration with cross-functional stakeholders. Manage litigation matters and provide legal support to the HR team on employment-related issues, including investigations, employee relations, and policy interpretation. Develop, implement, and maintain corporate compliance programs, legal policies, and procedures to support risk management and ensure adherence to applicable laws and regulations. Support corporate governance functions, including board and committee operations, governance policies, and regulatory compliance initiatives. Advise on and assist with SEC and state filings, including registration statements, prospectuses, periodic reports, and other public disclosures. Provide counsel on employment law matters, including employee agreements, policy development, and regulatory compliance. What You'll Need to Succeed Education: Juris Doctor (JD) from an accredited law school and admission to the NJ Bar (NY Bar admission preferred but not required). Minimum 8 years of legal experience, including preferably at least 3 years in-house at a company. Experience: Strong background in contract law, with experience negotiating and drafting a variety of commercial agreements. Knowledge of employment law. Proficiency in managing litigation. Experience handling public company corporate governance and compliance matters. Familiarity with ‘33 Act compliance, SEC filings, and state public disclosures. Skills & Competencies: Exceptional problem-solving, analytical, and research skills with the ability to handle complex legal matters. Proven ability to multi-task and manage shifting priorities in a fast-paced environment. Strong interpersonal and communication skills, with the ability to collaborate across all levels of the organization. Demonstrated leadership abilities and team-building skills. Note: This is a hybrid role requiring in-office attendance three (3) days per week. Applicants should be within a commutable distance to the Basking Ridge, NJ area. How We Elevate Our Employees We believe your success is our success, so our benefits package is designed specifically to support you in every aspect of your life. At BNED, we offer a variety of programs and resources to support the physical, mental, and financial well-being of our employees by offering a competitive total rewards package for full-time employees, which includes medical, dental, and vision plans, 401k, life insurance, commuter benefits, paid time off with paid holidays, and a broad range of other benefits. The hiring range for this position is $240,000 – $250,000 per year. This range represents the base salary only. The position is also eligible for bonus compensation, with a target bonus of 25% of base salary. Additionally, this role is eligible for equity-based incentives, subject to the terms of the applicable program. Actual compensation will be determined based on factors such as relevant experience, skills, and qualifications. Our Commitment to Diversity, Equity, & Inclusion At Barnes & Noble Education we empower everyone. Our mission is to support students, faculty, and schools, serving as a catalyst to meet the evolving needs of the education system and a new generation of students. That starts with fostering an environment for our employees where diversity and individuality is celebrated. Barnes & Noble Education is an Equal Employment Opportunity and Affirmative Action Employer committed to diversity in the workplace. In the spirit of inclusivity, qualified applicants will receive consideration for employment without regard to age, ethnicity, ability, gender, gender expression, gender identity, nationality, protected veteran status, race, religion or sexual orientation.

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