Assistant General Counsel - Securities And M&A

JOIN THE TEAM THAT’S POWERING PROGRESS

Building cities. Driving commerce. Fueling Progress. For over 100 years, Allison has powered the vehicles and technology that move our world forward.

What powers us? Our employees. From the first person hired by James Allison in 1915 to the thousands across the globe who work for Allison today, we're driving progress everywhere because we employ top talent worldwide. In both the Allison Transmission and Allison Off-Highway Drive and Motion Systems business units, our team strives to Improve the Way the World Works.

Learn more about this role and how you can begin driving your career forward!

Benefits:

The below list features some of the benefits currently available. Eligibility may be subject to the terms and conditions of governing documents and available benefits may be subject to change at the company’s discretion.

• Choice of medical plans with prescription coverage

• Employer HSA contribution

• Dental & Vision Insurance

• Paid Parental Leave

• Short & Long-Term Disability

• Other voluntary benefits including: Critical Illness, Hospital Indemnity, Identity Theft Protection and Pet Insurance

• 401K with generous Company match & contribution

• Accrued Paid Time Off

• 12 Paid Holidays + 1 Floating Holiday

• Robust employee wellness program

• Tuition assistance program

Job Description:

Primary Purpose of the Role
The Assistant General Counsel, Corporate Securities serves as ATI's senior securities law specialist and a key member of the Legal leadership team, reporting directly to the Deputy Chief Legal Officer & Corporate Secretary. This role provides authoritative legal counsel and strategic guidance on all securities law compliance matters, SEC reporting obligations, corporate governance, and capital markets transactions. The AGC, Corporate Securities acts as a trusted advisor to the Board of Directors, executive leadership, and cross-functional business partners, exercising significant independent judgment in navigating complex regulatory environments and setting the strategic direction for ATI's securities compliance program.

Key Responsibilities

• Lead and own all aspects of ATI's SEC reporting program, including drafting and filing current and periodic reports (Forms 8-K, 10-Q, and 10-K), proxy statements, Section 16 reports, and all other required securities filings, with accountability for accuracy, completeness, and timeliness
• Chair the Disclosure Committee, establishing and enforcing disclosure controls and procedures and providing authoritative guidance to ensure the integrity of ATI's periodic reports
• Serve as primary legal advisor to the Board of Directors and its committees on corporate governance matters, NYSE listing requirements, and securities law compliance, including preparation and support for board and committee meetings
• Provide strategic legal counsel and proactive guidance to investor relations, corporate communications, corporate financial reporting, and executive leadership on disclosure obligations, securities law requirements, and related best practices
• Serve as the principal legal resource for equity compensation program design and administration, executive compensation disclosure, 10b5-1 plans, insider trading policy, and securities trading windows
• Lead legal support for capital markets transactions (debt and equity offerings), including managing outside counsel relationships and associated budgets
• Monitor and evaluate developments in securities law, corporate governance standards, SEC rulemaking, and NYSE listing standards, briefing executive leadership and the Board on implications for ATI and recommending proactive compliance strategies
• Drive continuous improvement in legal team processes and procedures related to securities compliance; contribute to the broader Legal department's operational excellence and legal technology initiatives
• Provide leadership, mentorship, and development support to junior legal team members and cross-functional partners on securities and governance matters

Key Performance Measures

• Timely, accurate, and complete SEC filings and disclosure; zero material restatements or compliance failures attributable to securities law counsel
• Quality and impact of strategic legal advice to the Board, executive leadership, and cross-functional stakeholders, as evidenced by business outcomes and stakeholder feedback
• Effective oversight and continuous improvement of ATI's disclosure controls and governance frameworks
• Successful execution of capital markets transactions with efficient outside counsel management and cost control
• Development and retention of legal team talent; demonstrated leadership and mentorship contributions

Competencies and Behaviors

• Exercises senior-level legal judgment and acts with integrity, transparency, and accountability in all matters; proactively surfaces issues and solutions to leadership
• Demonstrates strategic thinking and the ability to translate complex legal and regulatory developments into actionable business guidance
• Builds and sustains trusted relationships with the Board of Directors, executive leadership, and cross-functional stakeholders at all levels
• Leads decisively and with appropriate urgency in ambiguous or time-sensitive environments
• Influences outcomes constructively, including the ability to diffuse tensions and drive alignment across diverse stakeholders
• Models and fosters a collaborative, inclusive, and high-performance culture within the Legal team
• Demonstrates agility and a growth mindset; learns quickly and adapts approaches in response to a dynamic regulatory and business environment
• Maintains the highest standards of confidentiality with respect to sensitive corporate, regulatory, and personnel matters

Qualifications

• Juris Doctorate from an accredited law school
• Active bar admission in Indiana, or eligibility for admission under Indiana Admissions Rules
• Strong academic credentials from an accredited law school

Experience

Required:

• Minimum of six years of experience practicing securities and corporate governance law, with meaningful tenure at a premier law firm (AmLaw 100) and/or as in-house counsel at a publicly traded company
• Deep subject matter expertise in SEC disclosure and reporting requirements, Section 16 compliance, and corporate governance best practices
• Demonstrated experience advising boards of directors, audit committees, and executive leadership on securities law and governance matters
• Proven ability to independently manage complex, high-stakes legal matters with competing priorities and tight deadlines
• Exceptional written and verbal communication skills, with a demonstrated ability to synthesize complex legal issues for executive and board-level audiences
• Strong business judgment and the ability to serve as a practical, solutions-oriented advisor in a fast-paced public company environment

Preferred:

• Significant experience representing NYSE-listed companies on securities disclosure, capital markets transactions, and proxy/annual meeting processes
• Experience with M&A transactions involving public company targets or acquirors

Travel / Physical Demands

• Primarily office-based at ATI Headquarters. Some travel (less than 10%) may be required, including for board meetings, industry conferences, and transaction-related activities.

Allison Transmission is an equal opportunity employer. We have opportunities for all qualified applicants regardless of age, race, color, sex, religion, creed, national origin, disability, sexual orientation, gender identity/expression or veteran status.

If you are an individual with a disability or a disabled veteran requiring assistance and/or reasonable accommodations reviewing any of the careers information, please contact us at ati+ask4max@service-now.com.

Please note that Allison Transmission will make an offer of employment only to individuals who have applied for a position using our official application. Be on alert for possible fraudulent offers of employment. Allison Transmission will not solicit money or banking information from applicants.