General Counsel

XTI Aerospace, Inc. (Nasdaq XTIA) is the developer of the innovative TriFan 600 vertical lift crossover airplane (VLCA). At the forefront of aviation innovation, XTI believes its TriFan 600 vertical takeoff and landing (VTOL) aircraft will revolutionize regional mobility with its ability to take off and land vertically, like a helicopter, and fly fast and far in a quiet, pressurized cabin, like a business aircraft. Our cutting-edge technology, sustainability and safety are at the core of our mission.

We are seeking an experienced and dynamic lawyer to join our executive team as General Counsel and play a critical role as a member of the senior management team. The General Counsel will serve as a member of and the chief legal advisor to the executive team and advisor to the Board of Directors. This role is crucial in overseeing all legal, regulatory, and compliance matters related to the Company including finance, corporate governance, operations, intellectual property, contracts, litigation, and securities compliance. The ideal candidate will have experience in capital raising, SEC reporting and disclosure and corporate law. Some familiarity with the aviation industry is a plus but not required.

KEY RESPONSIBILITIES

Legal Strategy & Leadership

- Develop and implement the legal strategy aligned with the company’s business objectives.

- Provide counsel to the CEO, executive leadership team, and Board of Directors on legal matters, risks,

and compliance issues.

- Lead and manage the in-house legal team and coordinate with external legal advisors.

Corporate Governance & Compliance

- Oversee corporate governance practices, ensuring compliance with NASDAQ listing requirements and

other relevant regulations.

- Manage securities law compliance, including public company reporting, SEC filings, and insider

trading policies.

- Ensure the company’s adherence to all applicable laws and regulations, including FAA and other

aviation-related regulations.

Contract Management

- Negotiate, draft, and review key contracts and agreements, including those related to partnerships,

suppliers, customers, and intellectual property.

- Oversee contract management processes to mitigate risk and ensure alignment with business goals.

Regulatory & Risk Management

- Develop and implement risk management policies and procedures.

- Monitor and advise on regulatory developments in the VTOL sector.

Litigation & Dispute Resolution- Manage and oversee litigation, arbitration and dispute resolution activities.

- Work with outside counsel to manage complex legal matters and minimize potential liabilities.

Intellectual Property

- Work with outside counsel to protect and manage the company’s intellectual property portfolio,

including patents, trademarks, and trade secrets.

Ethics & Corporate Responsibility

- Promote a culture of ethical behavior and corporate responsibility across the organization.

- Ensure compliance with all applicable laws and regulations related to corporate social responsibility,

environmental impact, and sustainability.

Requirements

- Juris Doctor (JD) from an accredited law school;

- Experience working with NASDAQ-listed companies or in a publicly traded environment;

- Proven leadership abilities with experience managing inside/outside legal teams and working with

executive leadership;

- Excellent negotiation, communication, and interpersonal skills;

- High ethical standards and the ability to handle confidential and sensitive information with integrity

Preferred Location - Dallas, TX

Benefits

- Competitive salary and performance-based incentives

- Stock options and equity participation

- Comprehensive benefits package, including health, dental and vision insurance

- Opportunities for professional growth and development

- A dynamic and innovative work environment at the cutting edge of aviation technology