Assistant General Counsel, Governance & Executive Compensation (Mobility)

S&P Global•Centreville, VA

1d•Onsite

About The Position

S&P Global Mobility is seeking an energetic, business-minded and self-motivated attorney with 10-15 years of proven governance and executive compensation legal experience gained at a leading national law firm and/or in-house (ideally at a publicly-traded company) to join its corporate legal team. In this position, the successful candidate will interface with members of the company’s executive and HR teams to manage and execute on a broad range of initiatives in the areas of compensation committee and board governance and disclosure matters, executive compensation, incentive compensation plans, as well as retirement plans, health and welfare plans, and deferred compensation arrangements. The candidate will support a business of approximately $1.8 billion in revenue and 3,500 employees world-wide as it becomes an independent public company. S&P Global has recently announced the intent to separate our Mobility Segment into a standalone public company. At S&P Global Mobility, we provide invaluable insights derived from unmatched automotive data, enabling our customers to anticipate change and make decisions with conviction. Our expertise helps them to optimize their businesses, reach the right consumers, and shape the future of mobility. We open the door to automotive innovation, revealing the buying patterns of today and helping customers plan for the emerging technologies of tomorrow.

Requirements

J.D. from a top law school with exceptional academic credentials
At least 10-15 years of relevant experience gained at a leading law firm and/or in-house (ideally at a publicly-traded company) in roles of increasing responsibility
JD or LLM from an accredited law school and maintains active bar membership in at least one US state
Familiarity with securities law, disclosure requirements, registration rules, NYSE Listing Standards, and proxy advisor policies applicable to executive compensation programs
Demonstrated experience advising on the design, structuring, and implementation of cash‑ and equity‑based compensation programs, including executive and broad‑based incentive plans, as supporting compensation governance
Highly analytical and have exceptional business and legal issue identification and problem-solving skills
Requires a practical, business-oriented approach to problem-solving; candidate must be able to effectively counsel internal clients by providing them with clear, concise and commercial advice, and creative solutions where necessary, on established timelines to meet their business needs
Able to operate autonomously while being a team player who brings a positive, “can do” attitude to the workplace and works collaboratively with other members of the Legal team and with internal clients
This role is limited to persons with indefinite right to work in the United States

Nice To Haves

Successful track record of in-house or similar advisory experience
Experience with Diligent or similar electronic distribution portal for board materials and wDesk for SEC filings
Experience advising on and drafting equity award agreements, incentive plans and guidelines, executive employment, change‑in‑control, severance, and retention agreements, and nonqualified deferred compensation arrangements
Strong working knowledge of rules and regulations impacting compensation programs, including executive compensation tax rules such as Internal Revenue Code Sections 83, 409A, 162(m), and 280G
Excellent written communication and interpersonal skills
Experience supporting compensation related matters in connection with mergers and acquisitions, including due diligence and integration support

Responsibilities

Advise on all aspects of executive compensation, including corporate, securities, disclosure, tax and governance issues
Advise on equity, incentive compensation and commission plan design, interpretation and tax and regulatory compliance
Advise on efforts to prepare, implement and refine best-in-class practices, policies, guidelines, tools, programs and forms that align with the company’s employee engagement strategy, values and business goals
Advise on executive employment, severance and change-in-control agreements for compensation/benefit-related issues
Advise on governance best practices, ISS/Glass Lewis and Dodd-Frank and best practices developments
Advise on Compensation Committee agendas, resolutions, materials and minutes
Advise on Board of director independence and related-party transaction rules
Advise on Director and officer questionnaires and the annual board survey
Advise on Annual shareholder meeting, including the meeting script, logistics, and coordination with the inspector of elections and transfer agent
Advise on Federal and state securities law (including §16 insider transaction reporting, proxy filing, and Form 8-Ks), Dodd-Frank, Sarbanes–Oxley, tax code (including §409A), and NYSE requirements
Advise on Plan fiduciary and governance matters for the Pension Investment Committee of the Board

Benefits

Dynamic, fast-paced environment
Provide crucial support to the Compensation Committee, Leadership team, and the company at large
Ownership of independent projects and collaborate with stakeholders across the company
Exposure to company-initiatives and projects led by the Deputy General Counsel
Opportunity for growth and development
Health care coverage designed for the mind and body
Generous time off helps keep you energized for your time on
Access a wealth of resources to grow your career and learn valuable new skills
Secure your financial future through competitive pay, retirement planning, a continuing education program with a company-matched student loan contribution, and financial wellness programs
Perks for your partners and little ones, too, with some best-in class benefits for families
From retail discounts to referral incentive awards—small perks can make a big difference