Description: <div id="jobDescriptionText" class="jobsearch-jobDescriptionText"><div> H.B. Fuller is a leading global adhesives provider focusing on perfecting adhesives, sealants and other specialty chemicals across all industries throughout the world. While our products are virtually invisible, they play a vital role in ensuring the quality of modern life and we are committed to connecting what matters to solve some of the world's biggest adhesion challenges. We are looking for the best and the brightest to charge ahead into the future of adhesives with us. As a global company we are striving to reach the entire world with our products and to do that, we need you. We need your unique skills and passion. We need the creative spirit of our world’s best new professionals and scientists to continue innovating. H.B. Fuller’s 7,000 employees serve customers in more than 100 countries. The company is headquartered in St. Paul, Minnesota, and has a direct sales or manufacturing presence in 42 countries. Position: Sr. SEC Legal Counsel Location: St. Paul, MN (Candidate would be required to relocate to Minneapolis although the role offers hybrid 2-3 days/week - OR - may reside within a commutable distance in neighboring State with ability to be onsite as hybrid) The Sr. SEC Legal Counsel will be a key member of the Law Department, reporting to the Assistant General Corporate and Transactional Counsel, responsible for advising on public company matters, including SEC filings and other public disclosures, corporate governance, board and shareholder items, and securities law compliance matters in addition to other responsibilities. The successful candidate will be capable of collaborating with various legal and business stakeholders and administering the day-to-day matters relating to H.B. Fuller’s public company disclosure and corporate governance matters. This will include managing the Company’s SEC filings consisting of proxy statements, 8-Ks, 10-Ks, 10-Qs, Forms SD, and 4s, etc. Primary Duties: This individual will be involved in a variety of key responsibilities to include: Public Company Reporting <ul> <li>Advise on public company matters, including preparation and review of SEC filings (proxy statements, 8-Ks, 10-Ks, 10-Qs, Form 4s, Form SD, etc.) and other public disclosures, corporate governance, board and shareholder items, and securities law compliance matters</li> <li> Provide substantive legal advice on securities law compliance matters, investor relations matters and presentations, press releases, SEC and NYSE requirements, and corporate governance best practices</li> <li> Participate in and handle various corporate governance activities and assist with preparation of Board and committee materials</li> <li> Collaborate within the department and across business and corporate functions to address legal issues, assess risk and provide advice to protect the company</li> <li> Provide legal support and counsel to finance and treasury functions, including banking and credit agreements, capital markets transactions, bond or private placements issuances, inter-company cash management and other finance matters; negotiate, draft, review and advise on related documentation</li> <li> Assist with the preparation and planning for the annual shareholder meeting and other shareholder engagements</li> <li> Provide oversight for less experienced attorneys or staff and corporate function personnel</li> <li> Provide project management for projects related to this area</li> </ul> Executive Compensation Matters <ul> <li> Advise on executive compensation matters, including plans related to deferred compensation plans, stock plans, related prospectuses, and other executive benefit plans</li> <li> Draft and review stock grant agreements and related disclosure</li> <li> Collaborate with human resource personnel on executive compensation practices and plans</li> </ul> Subsidiary Management and Transactional Matters and Other <ul> <li>Review and advise on various transactional matters, including commercial contracts and matters related to corporate functions including tax and treasury matters</li> <li> Corporate subsidiary management and governance on a global scale</li> <li> Develop and present training on various matters to internal clients</li> </ul> Required Qualifications: <ul> <li> Law Degree from an accredited law school and Minnesota State Bar membership</li> <li> 5+ years of experience in drafting and reviewing public company SEC filings, preferably in a law firm and/or public multinational corporate setting</li> <li> Detailed understanding of public company disclosure and reporting requirements as well as experience in a broad range of securities and financial transactions</li> <li> Knowledge of corporate governance standards and trends</li> <li> Experience in or interest in learning global subsidiary management and governance</li> <li> 2+ years of experience working with financial printers and vendors on SEC filings</li> <li> Advanced organizational skills, ability to juggle multiple priorities, meet varied deadlines, and work in a fast-paced environment</li> <li> Strategic thinker with an ability to communicate at all levels of the company</li> <li> Strong attention to detail and accuracy</li> <li> Ability to work effectively in a complex environment with a high degree of collaboration</li> <li> Able to travel domestic and international 10%</li> </ul> Preferred Qualifications: <ul> <li>Familiarity with equity and executive compensation plans</li> <li> Experience as a practicing commercial transactional attorney with demonstrated ability to collaborate with internal client personnel</li> <li> Advanced securities and corporate law background including experience with the Securities Exchange Act of 1934, and corporate governance principles for publicly-traded companies</li> <li> 5+ years of demonstrated knowledge and experience advising publicly traded companies on SEC filings and other public disclosures, corporate governance, board of director and shareholder items, and securities law compliance matters</li> <li> Ability to provide effective counsel to clients on complex legal matters</li> <li> Advanced verbal, written, and interpersonal communication skills</li> <li> Familiarity or ability to learn and comprehend key laws and regulations applicable to the Company’s global businesses, including antitrust and competition laws, antibribery and FCPA, international law, and to make decisions based on this knowledge</li> </ul> Employees receive full benefits, including medical, dental, insurance, 401k contribution, paid time off and paid Holidays. All employees qualify for an annual cash bonus based on business performance. Annual raises are based on company and individual performance. To all recruitment agencies: H.B. Fuller does not accept agency resumes unless directly engaged by Human Resources. Please do not forward any resumes to Human Resources or any employees. H.B. Fuller is not responsible for any fees related to unsolicited resumes. At H.B. Fuller, we are proud to be an Equal Opportunity Employer and are committed to providing all applicants and employees with equal employment opportunity. We subscribe to the Office of Federal Contract Compliance Programs (OFCCP) policy of employing and promoting individuals based on their merits, regardless of race, color, religion, sex, national origin, age, disability, veteran status, sexual orientation, gender identity or expression, marital status, citizenship status, or any other protected classification. </div> </div>
Posted: 09-Dec-2022
Updated: 06-Sep-2024
Closed: 30-Nov-2023
Practice Areas: Corporate
Specialties: Capital Markets, Compliance/Regulatory, Cross-Border, Finance, Public Company, Securities
Experience: 5+ years
Employer Type: In-House

Sr. SEC Legal Counsel

H.B. Fuller