Job Description

Job Location: Red Cat Corporate - Salt Lake City, UT 84115Director of Government Contracting

Position Overview

The Director of Government Contracting will serve as the Company’s senior subject-matter expert and primary advisor for U.S. Government and Department of Defense (“DoD”) acquisition and contracting matters. This individual will provide strategic and practical guidance throughout the full government contracting lifecycle, from capture and solicitation review through proposal submission, contract negotiation, award, administration, modification, performance, dispute resolution, and closeout.

The Director will work closely with executive leadership, Legal, Finance, Sales, Business Development, Capture/Proposal teams, Program Management, Operations, and other functional organizations and will serve as a principal interface with Government Contracting Officers, acquisition officials, prime contractors, and other government contracting stakeholders.

A critical qualification for this position is substantial government-side experience as a Contracting Officer supporting a branch of the U.S. military or other DoD component. The successful candidate will bring the perspective and judgment of someone who has personally administered, negotiated, awarded, and managed federal contracts from the Government side and can translate that experience into effective contractor strategy, compliance, and risk management.

Key Responsibilities

Government Contract Administration and Compliance

Lead the administration and oversight of the Company’s U.S. Government prime contracts, subcontracts, task orders, delivery orders, Other Transaction Agreements (“OTAs”), and other government-related contractual instruments.

Interpret contractual requirements, statements of work, specifications, modifications, clauses, deliverables, schedules, funding requirements, and other governing documents and advise internal stakeholders regarding the Company’s obligations and rights.

Monitor contract performance and proactively identify contractual, regulatory, financial, schedule, performance, and compliance risks.

Ensure significant contract interpretations, negotiations, commitments, modifications, and decisions are appropriately documented and maintained.

Partner with Finance, Program Management, Operations, Legal, and other stakeholders to address labor categories, personnel assignments, funding, invoicing, deliverables, changes, and other contractual matters.

Manage contract modifications, requests for equitable adjustment, change-order issues, claims, disputes, cure or show-cause matters, and termination-related issues, as applicable.

Support contract closeout and records-retention requirements.

FAR, DFARS and Government Acquisition Expertise

Serve as the Company’s principal internal subject-matter expert regarding the Federal Acquisition Regulation (“FAR”), Defense Federal Acquisition Regulation Supplement (“DFARS”), applicable agency supplements, and other federal and DoD acquisition policies and requirements.

Maintain current knowledge of changes in government procurement statutes, regulations, policies, clauses, acquisition practices, and DoD contracting priorities.

Evaluate regulatory developments and brief executive leadership regarding:

• What has changed;
• Why the change was implemented;
• How the change affects the Company operationally, financially, contractually, or strategically; and
• What actions the Company should take in response.

Provide practical guidance concerning contract types, including firm-fixed-price, cost-reimbursement, time-and-materials, indefinite-delivery/indefinite-quantity contracts, task and delivery orders, and other acquisition structures.

Provide guidance concerning applicable government contracting requirements involving subjects such as allowable costs, cost or pricing data, commercial-product and commercial-service determinations, intellectual property and data rights, Government property, cybersecurity requirements, organizational conflicts of interest, procurement integrity, ethics, subcontracting, flow-down requirements, and other applicable compliance obligations.

Coordinate with Legal, Finance, Information Security, Export Compliance, and other subject-matter experts where specialized review is appropriate.

Proposal and Capture Support

Provide contracting and acquisition support throughout the Company’s business-development, capture, and proposal lifecycle.

Review Requests for Information (“RFIs”), Requests for Proposals (“RFPs”), Requests for Quotations (“RFQs”), Broad Agency Announcements, OTA solicitations, draft solicitations, and other acquisition documents.

Identify and communicate

• Material contractual requirements;
• Unusual or high-risk FAR, DFARS, or agency clauses;
• Mandatory flow-down requirements;
• Representations and certifications;
• Proposal and submission requirements;
• Contract type and acquisition structure;
• Data-rights and intellectual-property concerns;
• Pricing and cost requirements;
• Compliance obligations;
• Performance and delivery risks; and
• Terms that may materially affect price, staffing, schedule, technical performance, or business risk.

Participate in capture strategy, bid/no-bid, proposal review, and contract-risk discussions.

Advise Sales, Business Development, and Capture teams regarding potential acquisition strategies, contracting pathways, solicitation strategy, contract vehicles, and approaches for engaging Government acquisition organizations.

Identify contractual issues sufficiently early in the capture process to allow the Company to mitigate risk before proposal submission.

Contract Negotiation and Award

Lead or support negotiations with Government Contracting Officers, prime contractors, subcontractors, and other contracting parties.

Develop negotiation strategies and positions in coordination with executive leadership, Legal, Finance, Program Management, and other relevant stakeholders.

Review Government award documents before execution or acceptance and identify differences between the solicitation, proposal, negotiated position, and final award.

Identify new, unusual, or materially changed requirements and communicate associated obligations to responsible teams.

Escalate material contractual, financial, operational, or compliance risks to executive leadership.

Support cost and price negotiations and evaluate Government requests relating to pricing, cost support, indirect rates, labor categories, terms and conditions, and other commercial or financial matters.

Government and DoD Acquisition Relationships

Serve as a principal Company point of contact for Government Contracting Officers and other acquisition personnel.

Establish and maintain professional, credible relationships with Government acquisition organizations.

Respond to contracting and acquisition inquiries and coordinate appropriate responses with internal stakeholders.

Ensure Company commitments made during contracting discussions or negotiations are authorized, documented, understood, and communicated to responsible personnel.

Apply prior Government Contracting Officer experience to anticipate Government concerns, understand acquisition objectives, identify potential obstacles, and develop practical solutions consistent with applicable procurement requirements.

Prime Contract and Subcontract Management

Oversee significant government-related prime contracts and subcontracts, including contractual obligations associated with strategic DoD programs.

Coordinate with prime contractors regarding modifications, funding, performance requirements, deliverables, contractual disputes, and other contract-administration matters.

Review subcontract terms and mandatory Government flow-down clauses and advise the Company regarding subcontract compliance requirements.

Assist with negotiation and administration of subcontracts, teaming agreements, nondisclosure agreements, and other agreements supporting Government opportunities as appropriate.

Representations, Certifications and SAM.gov

Oversee the Company’s federal contracting registrations, representations, and certifications.

Maintain the Company’s SAM.gov registration and coordinate timely updates to required organizational information.

Review and, where appropriately authorized, approve or execute Government and prime-contractor representations and certifications.

Confirm that representations and certifications are accurate, current, appropriately supported, and executed by authorized personnel.

Maintain documentation supporting material representations and certifications.

Government Contracting Compliance Program

Partner with Legal, Finance, Information Security, Human Resources, Operations, and other functions to maintain an effective government-contracting compliance framework.

Support development and implementation of policies, procedures, controls, and training relating to Government contracting requirements.

Assist the Company in preparing for or responding to Government, prime-contractor, DCAA, DCMA, or other contract-related reviews and audits, as applicable.

Advise regarding contractor purchasing-system expectations, subcontract-management requirements, Government property, cost-accounting and billing matters, and other contractor-business-system requirements applicable to the Company’s contracts.

Identify compliance gaps and work cross-functionally to develop corrective-action plans.

Contract Records and Knowledge Management

Maintain organized and accessible records of material Government contracts and subcontracts, modifications, negotiations, certifications, contractual correspondence, interpretations, disputes, and significant decisions.

Maintain visibility into

• Active contracts and subcontracts;
• Key Government and prime-contractor points of contact;
• Contract deadlines and milestones;
• Funding and period-of-performance issues;
• SAM.gov registration deadlines;
• Active proposals requiring contracts support;
• Pending modifications and negotiations;
• Open contractual issues or disputes;
• Significant regulatory changes; and
• Leadership decisions relating to Government contracts.

Required Qualifications

• Minimum of seven (7) years, and preferably ten (10) or more years, of direct Government-side experience serving as a Contracting Officer supporting the U.S. Army, U.S. Navy, U.S. Air Force, U.S. Marine Corps, U.S. Space Force, or another Department of Defense component.
• Prior service as a warranted Contracting Officer with meaningful authority and responsibility for awarding, negotiating, administering, modifying, and/or terminating Government contracts.
• Demonstrated experience independently exercising Contracting Officer judgment on complex acquisitions. Contractor-side contracts-management experience alone will not satisfy the Government Contracting Officer experience requirement.
• Extensive working knowledge of the FAR, DFARS, applicable DoD acquisition regulations, and Government contracting practices.
• Significant experience with competitive procurements, source-selection processes, solicitation development or review, negotiations, contract awards, modifications, and post-award administration.
• Demonstrated experience with multiple federal contract types and acquisition strategies.
• Experience conducting or evaluating cost and price analyses and negotiating contractual and financial terms.
• Demonstrated ability to interpret complex contractual and regulatory requirements and translate them into practical business guidance.
• Experience resolving contract-performance issues, changes, disputes, claims, or other significant post-award matters.
• Strong written and verbal communication skills with the ability to advise senior executives and communicate effectively with Government acquisition officials.
• Strong judgment, attention to detail, documentation discipline, and ability to manage multiple high-priority contracting matters simultaneously.
• Bachelor’s degree from an accredited institution or equivalent combination of education and directly relevant Government acquisition experience.

Preferred Qualifications

• Ten (10) or more years of progressively responsible federal or DoD contracting experience.
• Senior-level or unlimited Contracting Officer warrant experience.
• Prior experience in the GS-1102 Contracting Series or equivalent military acquisition career field.
• DAWIA/Defense Acquisition Workforce contracting credentials or equivalent federal acquisition certifications.
• Experience supporting Army acquisition organizations, aviation, unmanned aircraft systems, autonomous systems, defense technology, or other defense programs.
• Experience with DoD research, development, prototype, production, and sustainment acquisitions.
• Experience with Other Transaction Authority and prototype/production OTAs.
• Experience with IDIQ contracts, task orders, delivery orders, multiple-award contract vehicles, and rapid-acquisition authorities.
• Familiarity with DCAA and DCMA processes and contractor-business-system expectations.
• Familiarity with Truthful Cost or Pricing Data requirements, cost principles, indirect rates, cost accounting, Government property, technical-data and software rights, and subcontract-management requirements.
• Familiarity with cybersecurity requirements applicable to DoD contractors, including relevant DFARS cybersecurity clauses and CMMC requirements.
• Familiarity with export-control requirements applicable to defense contractors, including ITAR and EAR considerations.
• Experience working within or advising a high-growth defense technology company.
• Existing security clearance or ability to obtain and maintain a U.S. Government security clearance if required by Company programs.

Leadership Competencies

The successful candidate will demonstrate the ability to operate as both a technical Government-contracting expert and a practical business partner. This individual should be comfortable challenging assumptions, identifying risk early, and providing clear recommendations rather than merely identifying contractual issues.

The Director will be expected to exercise sound independent judgment, understand the Government’s acquisition perspective, and help Company leadership distinguish between contractual requirements, negotiable positions, manageable business risks, and issues requiring escalation.

The ideal candidate has the credibility to engage directly with senior Government Contracting Officers and acquisition officials while also being able to explain complex Government contracting concepts to commercial, technical, financial, and executive stakeholders.

Position Priorities

The Director of Government Contracting will be expected to prioritize

• Contract Compliance: Ensure the Company understands and fulfills its Government contractual obligations.
• Risk Identification: Identify contractual and regulatory risks before they become performance or compliance problems.
• Acquisition Strategy: Apply Government-side acquisition experience to improve the Company’s capture, proposal, negotiation, and contracting strategies.
• Regulatory Awareness: Maintain current expertise regarding FAR, DFARS, DoD policy, and other acquisition developments affecting the Company.
• Government Relationships: Maintain professional, credible, and effective relationships with Government acquisition personnel.
• Business Enablement: Provide commercially practical contracting guidance that enables Sales, Capture, Programs, Finance, Legal, and executive leadership to pursue and perform Government business successfully.
• Documentation: Maintain defensible records of material contracts, modifications, negotiations, certifications, interpretations, and decisions.
• Leadership: Build a disciplined and scalable Government contracting function capable of supporting the Company’s continued growth in the defense market.

Background Check

This position will require successfully completing a post-offer background check. Qualified candidates with a criminal history will be considered and are not automatically disqualified, consistent with federal and state law.

EEO and ITAR/EAR Work Authorization Disclosure

Red Cat Holdings provides equal employment opportunities (EEO) to all employees and applicants for employment and prohibits discrimination and harassment of any type without regard to race, color, religion, age, sex, national origin, disability status, genetics, protected veteran status, sexual orientation, gender identity or expression, or any other characteristic protected by federal, state or local laws. This position requires direct or indirect access to hardware, software, technology or technical data controlled under the International Traffic in Arms Regulations (ITAR) and the Export Administration Regulations (EAR). Successful candidates for positions subject to ITAR/EAR restrictions must provide proof of U.S. Citizenship or Permanent Residence and must not require sponsorship for export-restricted work authorization.

E-Verify

The company participates E-Verify ensure eligibility for employment and compliance with Right to Work rules.

Compensation: Base pay, plus generous annual equity package and potential bonuses.

Qualifications