Senior Equity Administrator

CHAOS Industries is redefining modern defense with a multi-product portfolio that gives the ultimate advantage—domain dominance. The company's products are powered by Coherent Distributed Networks (CDN™), empowering warfighters, commercial air operators, and border protection teams to act faster, adapt rapidly, and stay ahead of evolving threats. CHAOS Industries was founded in 2022 and has raised a total of $1 billion in funding from leading investors, including 8VC, Accel, and Valor Equity Partners. The company is headquartered in Los Angeles, with offices in Washington, D.C., San Francisco, San Diego, and London. For more information, please visit www.chaosinc.com. Role Overview: CHAOS is a late stage, Series D private company. As we grow, our cap table is becoming more complex: more employees holding equity, more financing rounds, and more liquidity events. We are hiring an Equity Administrator to own the day-to-day administration of our equity programs and keep our cap table accurate, compliant, and audit-ready. You will sit on the People team and partner closely with Legal, Finance, and our outside counsel and auditors. This is a hands-on role for someone who has already administered equity at a private company, understands how option grants, 409A valuations, tender offers, and preferred financings fit together, and takes pride in getting the details right. Responsibilities: Equity plan administration • Administer the company's equity incentive plan(s) end to end, including stock options, RSUs, early-exercise and restricted stock awards, and any ESPP or executive programs. • Process new grants, exercises, cancellations, forfeitures, repurchases, and transfers in [Carta / Shareworks / equity platform], and maintain grant documentation and board approvals. • Track vesting schedules, expiration dates, post-termination exercise windows, and plan share reserve availability; manage the equity-related aspects of employee onboarding and offboarding. • Coordinate 409A valuations, ensure grants are priced at or above fair market value, and track ISO/NSO limits and ISO $100K rule compliance. Cap table and corporate records • Maintain the fully diluted capitalization table, including common, preferred, options, warrants, SAFEs, and convertible notes, and reconcile it regularly to the stock ledger and legal records. • Prepare pro forma cap tables and waterfall analyses to support management, board, and investor requests. • Keep stockholder records, stock certificates or book-entry records, and transfer restrictions (ROFR, co-sale, lock-ups) current and enforceable. Fundraising rounds and corporate transactions • Support preferred equity financings: model pro forma ownership, prepare closing cap tables, issue new securities, and update the platform post-close in coordination with outside counsel. • Process conversions of SAFEs and convertible notes, option pool increases, and related board and stockholder approvals. • Assist with secondary transactions, M&A diligence, and IPO-readiness workstreams as they arise. Tender offers and liquidity programs • Help plan and execute company-sponsored tender offers and secondary liquidity programs, including eligibility analysis, participant communications, offer documentation, platform setup, proration, and settlement. • Coordinate with Legal, Tax, Payroll, and third-party providers on withholding, reporting, and funds flow for tender offer transactions. Accounting, tax, and compliance • Prepare monthly and quarterly stock-based compensation reports under ASC 718, including expense, forfeitures, and disclosures, and support the close process. • Support payroll on taxable events (NSO exercises, RSU settlements, disqualifying dispositions) and manage year-end tax reporting, including Forms 3921 and 3922 and 83(b) election tracking. • Prepare Rule 701 compliance analyses, Form D and blue sky filings support, and other securities law deliverables with outside counsel. • Serve as the primary point of contact for equity-related requests from external auditors and support internal controls over equity data. Employee experience and process • Respond to employee questions about grants, vesting, exercising, and taxes, and help build education materials, FAQs, and onboarding sessions. • Document and continuously improve equity processes, controls, and data integrity as the company scales. Basic Qualifications: • 3–5 years of equity administration experience, with at least part of that time at a venture-backed or privately held company. • Hands-on experience managing a private-company cap table and equity plans on a platform such as Carta, Shareworks, Ledgy, or Pulley. • Direct experience supporting at least one preferred financing round and at least one tender offer or structured secondary transaction. • Working knowledge of stock option mechanics (ISOs vs. NSOs, early exercise, 83(b) elections), 409A valuations, Rule 701, Section 16 basics, and ASC 718 stock-based compensation accounting. • Advanced Excel or Google Sheets skills, including pro forma and waterfall modeling, and strong data reconciliation habits. • Exceptional attention to detail and discretion when handling confidential compensation and ownership information. • Clear written and verbal communication, with the ability to explain complex equity concepts to employees at all levels. • A collaborative, service-oriented mindset and comfort working across Finance, Legal, People, and external advisors. Preferred Qualifications: • Certified Equity Professional (CEP) designation, or progress toward it. • Experience with international equity grants and mobile-employee tax considerations. • Exposure to IPO readiness, transfer agent onboarding, or public-company equity administration. • Familiarity with ESPP design and administration. • Experience with [ERP / HRIS, e.g., NetSuite, Workday, Rippling] integrations with equity platforms. Why CHAOS? • Health Benefits: Medical, dental, and vision benefits 100% paid for by the company • Additional benefits: 401k (+ 50% company match up to 6% of pay), FSA, HSA, life insurance, and more • Our Perks: Free daily lunch while you're working onsite, fully-stocked kitchen, unlimited PTO, casual dress code • Compensation Components: Competitive base salaries, generous pre-IPO stock option grants, relocation assistance, and (coming soon!) annual bonuses • Team Growth: 500+ employees and counting across 5 global offices Salary Range: $105,000 - $145,000 The stated compensation range reflects only the targeted base compensation range and excludes additional earnings such as bonus, equity, and benefits. If your compensation requirements fall outside of the range, we still encourage you to apply. The salary range for this role is an estimate based on a range of compensation factors, inclusive of base salary only. Actual salary offer may vary based on (but not limited to) work experience, education and/or training, critical skills, and/or business considerations. Recruiting Agencies: CHAOS Industries does not accept unsolicited resumes or outreach. Unsolicited submissions will not be reviewed or compensated. #LI-onsite