ROLE OVERVIEW

Navia Benefit Solutions is seeking a versatile, business-minded Associate General Counsel to serve as the senior-most legal hire beneath the General Counsel and a de facto second-in-command within a high-growth, sponsor-backed organization at a pivotal stage of its evolution. As a Shore Capital platform investment in the Employee Benefits TPA space, Navia is actively scaling its capabilities and building the legal, risk, and compliance infrastructure required to support rapid expansion, new lines of business, and long-term value creation.

This is a highly visible, newly created role with genuine room to grow. Reporting directly to the General Counsel, the Associate General Counsel will own substantive legal domains outright, lead the commercial contracting function, and act as a strategic partner to executive and functional leaders across the Navia entities. The role is scoped with an explicit path to Deputy General Counsel for a candidate who demonstrates the judgment, ownership, and leadership to grow into the department's clear number two.

The position blends hands-on legal rigor with forward-looking commercial insight. The right candidate will play a critical part in enabling growth—standing up the legal foundation for Navia's non-bank-trustee (NBT) / HSA custody strategy, de-risking vendor and fintech relationships, while translating complex regulatory requirements into clear, actionable guidance for senior leadership.

We are seeking a candidate who thrives in fast-paced, high-accountability settings, brings strong intellectual curiosity and sound judgment, and treats legal work as a growth enabler rather than a bottleneck.

ABOUT NAVIA BENEFIT SOLUTIONS

We are a people-first benefits administrator powered by a fast-growing team of creative thinkers, problem solvers, and doers, all focused on elevating the client and participant experience. For more than 50 years, Navia has helped employers nationwide simplify complex benefits, supporting over a million participants across FSAs, HSAs, HRAs, retirement, and lifestyle accounts.

Our mission is simple: create better lives by delivering a seamless, exceptional benefits experience through intuitive technology and high-touch service. If you are passionate about service, driven to improve how benefits work, and excited to help build a modern legal function inside a scaling organization, you will fit right in.

ABOUT SHORE CAPITAL PARTNERS

Shore Capital, a Chicago-based private equity firm with an office in Nashville, is an investor in lower-middle market companies in the Healthcare, Food and Beverage, Business Services, Industrial, and Real Estate industries.

Shore's strategy is to support management partners to grow faster with less risk through access to capital, world-class board and operational resources, and unmatched networking, development, and shared learnings across the portfolio.

From 2020–2025, Shore received recognition from Inc. Magazine as a 6x Top Founder Friendly Investor and by Pitchbook Research for leading U.S. Private Equity deal volume for the past 10 years, from 2015–2024. Shore targets investments in proven, successful private companies with superior management teams, stable cash flow, and significant potential to grow through industry consolidation and organic growth to generate value for shareholders.

Shore has approximately $17 billion of assets under management and additional investment platforms to which it provides business and operational consulting services.

KEY RESPONSIBILITIES

Retirement, Fintech & Consumer-Directed Benefits Law•

Serve as legal lead for Navia's NBT / HSA custody strategy, advising on the legal architecture required to pursue and sustain non-bank trustee status, including the internal audit function as a legal precondition under Treas. Reg. § 1.408-2(e).

• Advise on retirement, fintech, and consumer-directed benefit (CDH) matters spanning HSAs, FSAs, HRAs, 401(k), commuter, and lifestyle accounts, including custody, trust, and money-movement structures.

• Provide legal support for fiduciary and trust compliance, trust operations and reconciliation, and AML/BSA and sanctions readiness as the platform's regulated financial-services footprint expands.

• Translate IRC §125, §129, §223, and §408 requirements and related guidance into practical product, operational, and contractual positions.

Commercial Contracting & Vendor Management

• Lead and mentor the contracts pod (a contract manager and contract attorney), owning intake, quality, and turnaround for the enterprise's commercial agreement flow.

• Draft, redline, and negotiate vendor, client, and partner agreements across FSA/HRA/HSA/COBRA/401(k)/wellness/commuter lines—including SOWs, order forms, MSAs, BAAs, DPAs, and AI addenda.

• Standardize the contracting playbook—templates, fallback positions, compliance-gate sequencing, and a reusable terms bundle deployable across the Navia, Igoe, and ThrivePass entities.

Regulatory, Privacy & Compliance Partnership

• Partner with Compliance and a standalone Privacy Officer on HIPAA/CMIA, ERISA, DOL, and multistate privacy obligations (CCPA/CPRA, Washington My Health My Data, Nevada SB 370, and emerging state regimes).

• Advise on AI governance and the responsible deployment of AI across claims, service, and operational use cases, including disclosure, human-oversight, and no-training positions.

• Support enterprise risk ownership by framing residual-risk acceptance for named business owners and preparing clear, defensible board-level materials.

Corporate, Transactional & Growth Support

• Support M&A and integration activity—diligence, contract assignment and assumption, and post-close legal integration—as the enterprise grows through acquisition.

• Advise on entity and intercompany structure across the enterprise, including intercompany services and platform/servicing arrangements.

Function Building & Leadership

• Help scale the LRC function from the ground up as a growth enabler, improving process, cadence, and self-service across the business.

• Prepare executive- and board-ready work product and communicate legal risk to non-lawyers with clarity, confidence, and commercial judgment.

• Operate as a dependable thought partner to the General Counsel and the executive leadership team, with the runway to grow into a Deputy General Counsel role.

REPORTING & STRUCTURE

The Associate General Counsel reports directly to the General Counsel and leads the commercial contracts pod (a contract manager and a contract attorney). The role partners closely with the LRC Chief of Staff, the Compliance Director (CDH), a standalone Privacy Officer, and the internal audit function supporting NBT/HSA readiness. It is positioned as the senior-most legal hire in the department, with a defined path to Deputy General Counsel.

WHY THIS ROLE

This is a high-visibility, high-ownership legal role offering the opportunity to:

• Partner directly with the General Counsel and executive leadership team.

• Own substantive legal domains and stand up the legal foundation for a new, regulated line of business.

• Build scalable legal and contracting infrastructure in a growth-oriented, sponsor-backed organization.

• Grow into a Deputy General Counsel role and help position the platform for a successful exit.

ADDITIONAL INFORMATION ON SHORE CAPITAL PARTNERS

The following resources provide deeper background on Shore Capital Partners, its investment philosophy, team culture, and notable portfolio outcomes.

Learn more: www.shorecp.com

 Education & Licensure

• J.D. from an accredited law school and active membership in good standing in at least one U.S. state bar (Washington admission or eligibility for in-house/registered status a plus).

Experience

• 7–12+ years of progressive legal experience, ideally combining law-firm training with meaningful in-house experience.

• Experience in a private equity–backed, multi-entity, or high-growth environment strongly preferred; comfort operating with sponsor and board visibility.

• Demonstrated ownership of a substantive legal domain and a commercial contracting workload, with a track record of building process, not just clearing queues.

Substantive & Technical Expertise

• Depth in benefits, healthcare, or financial-services regulation—strong command of ERISA, HIPAA/CMIA, and IRC §125/§129/§223/§408.

• Working knowledge of trust/custody and non-bank-trustee frameworks (Treas. Reg. § 1.408-2(e)), and/or AML/BSA and fintech money-movement concepts, is a significant differentiator.

• Sophisticated commercial contracting skills across vendor, client, and technology agreements, including data-protection and AI terms.

• Multistate privacy fluency (CCPA/CPRA, Washington MHMD, Nevada SB 370) and comfort advising on AI governance.

Personal Attributes

• High integrity, professionalism, and accountability—treats named ownership of risk as a duty.

• Self-starter who operates independently while remaining highly collaborative across legal, compliance, and the business.

• Strong executive communication—translates detailed legal analysis into crisp, decision-ready guidance.

• Intellectual curiosity and first-principles thinking, with the ability to connect legal detail to strategic and commercial outcomes.

• Organized, adaptable, and comfortable managing competing priorities in a fast-moving environment.