Senior Counsel, KeyBanc Capital Markets Inc. - M&A Advisory and Capital Markets
About The Position
The Senior Counsel serves as a legal advisor to KeyCorp’s Institutional Bank, including KeyBanc Capital Markets Inc., primarily on M&A advisory engagements and capital markets transactions. Working within Key Legal, the role partners with business, risk, compliance, and control functions to facilitate transactions in a highly regulated financial services environment. It requires sound legal judgment, transactional execution skills, and the ability to balance business objectives with regulatory and risk-management considerations. The position advises investment banking deal teams and senior business stakeholders on corporate and finance transactions, including M&A advisory engagements and equity and debt capital markets transactions. The Senior Counsel drafts, reviews, and negotiates transaction documentation; advises on transaction structure; manages legal risks and external counsel; and monitors legal and regulatory developments affecting investment banking and securities activities.
Requirements
- Juris Doctor (J.D.) from an accredited law school.
- Active bar admission in at least one U.S. jurisdiction.
- At least 5 years of relevant transactional legal experience, including experience at a national or large regional law firm.
- Demonstrated experience with corporate and M&A transactions, capital markets transactions, credit agreements, and related loan documentation.
- Strong drafting, negotiation, and issue-spotting capabilities.
- Ability to manage multiple matters concurrently with appropriate judgment and prioritization.
- Ability to apply legal analysis in a commercial context to support business objectives.
- Ability to partner as a legal advisor with cross-functional investment banking deal teams.
- Ability to identify and escalate legal and regulatory risks appropriately.
- Ability to communicate complex legal concepts clearly and concisely, orally and in writing.
- Ability to work effectively with business and risk partners, as well as legal colleagues.
- Attention to detail, responsiveness, and follow-through.
- Ability to operate effectively in a fast-paced, regulated environment.
Nice To Haves
- General familiarity with banking and broker-dealer regulatory frameworks.
- Prior experience in an in-house legal department of a bank-based financial institution.
- Experience deploying AI (Microsoft Copilot) in legal practice.
Responsibilities
- Serve as a primary legal adviser to investment banking deal teams and senior business stakeholders.
- Counsel senior KBCM business leaders on M&A advisory engagements and capital markets transactions involving equity and debt issuances and related securities.
- Draft, review, and negotiate transaction documentation, including M&A engagement letters and capital markets underwriting agreements.
- Advise business partners on transaction structuring.
- Own legal risk positioning for M&A and capital markets businesses, including advising on regulatory, reputational, and conflicts-of-interest considerations in alignment with Key’s enterprise risk appetite and industry standards.
- Manage and oversee external counsel and internal partners, including Risk, Compliance, and Business Units, to support timely execution of engagement and transaction documentation while maintaining appropriate risk discipline.
- Monitor and assess legal and regulatory developments affecting investment banking and securities activities.
- Demonstrate Key’s Values and abide by Key’s Code of Conduct.
Benefits
- Eligible for incentive compensation, which may include production, commission, and/or discretionary incentives.
- Supportive team environment emphasizing professional development and work-life balance.
- Long-term career growth within Key’s Legal organization.
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What This Job Offers
Job Type
Full-time
Career Level
Senior
Education Level
Ph.D. or professional degree
