Sr Counsel Securities & Governance

Ulta Beauty, Inc.•Bolingbrook, IL

7h•Hybrid

About The Position

Position is located at corporate offices in Bolingbrook, IL (Hybrid work schedule – approx. 6 days in office per month) As Senior Counsel, Securities & Governance, you will serve as a senior legal advisor within Ulta Beauty’s growing Legal, Risk & Governance department, supporting a Fortune 500 retailer with more than 60,000 associates globally. This role functions as a trusted partner to the enterprise leadership team and the Finance & Accounting and Executive Compensation groups on a broad range of securities, corporate governance, and transactional matters. The Senior Counsel manages multifaceted matters, with an emphasis on SEC reporting, public company governance, capital markets activities, and investor communications. As Senior Counsel, you will operate in a hybrid environment, balancing remote work with regular on-site collaboration while playing a critical role in supporting Ulta Beauty’s dynamic, growing business and helping to design and strengthen a best-in-class corporate governance framework that drives accountability and embeds ethical rigor into every decision. This newly created position will report to the Vice President, Assistant General Counsel & Assistant Secretary. The ability to develop and maintain positive and effective relationships with business partners at all levels across the enterprise as well as with colleagues within the Legal, Risk & Governance team is a must. The ideal candidate will bring significant securities and governance experience, outstanding business acumen, and a proactive, solutions-focused approach to advising internal stakeholders on complex legal and reputational issues. This is a unique opportunity to join an outstanding in-house legal, risk & governance solutions team and work at the nation’s largest specialty beauty retailer.

Requirements

Juris Doctor (JD) and active state bar membership in Illinois (or ability to obtain Illinois bar admission)
Minimum 5 – 10 years of in-house and/or law firm experience advising public companies
Expertise in corporate governance, securities law, finance functions, and SEC reporting
Demonstrated success serving as a trusted advisor to C-suite executives and cross-functional corporate leaders
Demonstrated trustworthiness and unwavering discretion in handling highly confidential legal and corporate information
High emotional intelligence and interpersonal effectiveness to build trust across functions and executive teams
Exceptional written and verbal communication skills
Ability to anticipate changes in regulatory environment to prepare the company for compliance
Proactive, solution-oriented mindset and comfort navigating ambiguity in a fast-moving regulatory and market landscape
Resilience and adaptability to change, crises, and evolving compliance demands
Collaborative style and strong partnership skills to integrate legal counsel into strategic, cross-functional initiatives
Proven ability to effectively manage multiple complex matters simultaneously and flexibility to shift focus and priority as business needs change while also consistently maintaining strong attention to detail, accuracy, and quality
Promotion of ethical behavior and integrity in corporate decision making
Influence good decisions with inquisition, experience, research, data, logic, and common sense
Dynamic, results-oriented cross-functional collaborator on strategic initiatives, operational transformations, and regulatory challenges
Reliability of completing strategic initiatives on time, well done, and under budget.
Use of metrics and benchmarking to assess results and identify opportunities for improvement
Positive energy, enthusiasm, flexibility, confidence, and the ability to work collaboratively as well as cross- functionally in a dynamic, fast-paced environment
Business minded and strategic thinking with an enterprise view considering impacts across the company

Nice To Haves

Fortune 500 or Big Law background with high-stakes governance and public securities matters
Degree or certification in finance or accounting
Proven track record leading capital markets or M&A transactions
Experience with international or global businesses and legal entities

Responsibilities

Develop, update, and enforce corporate governance policies and charters to align with SEC requirements, stock-exchange standards, and emerging best practices.
Assist the VP, Assistant GC & Assistant Secretary with facilitating Board and committee meetings—developing agendas and preparing board materials.
Oversee maintenance of corporate records for domestic and international legal entities, ensuring accuracy and accessibility.
Provide support to the Executive Compensation team on executive compensation matters, including executive compensation plans, equity programs, incentive structures, and related disclosures.
Partner with Enterprise Risk Management team to develop durable risk management reporting frameworks and integrate ERM insights into SEC filings and governance structures.
Support the preparation, review, and filing of Forms 10-K, 10-Q, 8-K, proxy statements, and Section 16 officer/director reports (Forms 3, 4, and 5).
Ensure adherence to stock-exchange listing standards, Regulation FD disclosures, and other public-company obligations.
Manage responses to SEC comment letters and coordinate with external counsel and auditors to resolve reporting issues.
Maintain insider-trading policies, blackout calendars, and related-party transaction procedures.
Ensure ongoing Sarbanes-Oxley (SOX) compliance by partnering with Internal Audit on control testing, remediation plans, and quarterly certifications.
Counsel technical accounting teams on GAAP/IFRS interpretations, restatements, and audit adjustments; liaise with external auditors on related topics.
Advise Finance on structuring debt and equity financings, credit facilities, and capital markets transactions, including negotiation of key deal documents.
Advise Internal Audit on legal risk assessments, control remediation, and investigation protocols.
Support Tax and Treasury on tax planning, transfer-pricing issues, hedging arrangements, and compliance with withholding and reporting obligations.
Partner with Investor Relations on earnings-release reviews, shareholder presentations, and analyst calls to ensure legal accuracy and regulatory compliance.
Support special projects, as assigned by the VP, Assistant GC & Assistant Secretary.
Drive cost discipline and operational excellence in executing initiatives that support the company’s and legal department’s key strategic imperatives.
Provide services within established budgets and communicate project costs to business partners for transparency.
Deliver all legal services using a consultative approach and model accountability and responsiveness by communicating proactively and meeting service commitments timely.
Independently supervise outside counsel and develop and effectively manage outside counsel budgets.