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Legal Counsel – Corporate Governance and Securities

Posted Sep 06
Full Time
RemoteDallas, Texas

We can’t predict what the future holds, but we know Texas Instruments will have a part in shaping it.

About the Job

Texas Instruments is seeking an attorney with significant corporate governance, executive compensation and securities experience.  This position reports to the Vice President, Assistant Secretary & Assistant General Counsel overseeing corporate governance, capital markets/SEC compliance and mergers & acquisitions.

Key Roles and Responsibilities:

  •      Provide support on corporate governance and Board matters, including monitoring and ensuring compliance with Board and Committee responsibilities and the development, implementation and compliance of corporate governance policies
  • Prepare materials for presentation to the Board of Directors
  • Oversee general compliance, planning and advice on relevant state law and stock exchange-related issues
  • Advise management on securities law concepts related to public disclosures and trading
  • Prepare and review the company’s Proxy Statement and other compensation-related securities filings
  • Plan for and help execute annual stockholders meeting
  • Advise and counsel on executive compensation matters, including the company’s deferred compensation program, incentive programs and overall executive compensation philosophy
  • Support to the Human Resources and Executive Compensation functions by providing legal advice and drafting of legal documents related to stock-based and other incentive plans
  • Provide legal support and advice with respect to the preparation and filing of ’33 and ’34 Act filings, including Forms 8-K, 10-Q, 10-K, Section 16 reports
  • Drive stakeholder awareness and informed decision-making on ESG matters 



Minimum requirements:

  • Law degree from accredited law school
  • Member in good standing of Texas state bar
  • 5+ years of legal practice in corporate governance, securities and executive compensation with another major public corporation or a law firm
  • Demonstrated ability to direct and manage outside counsel
  • Application of legal knowledge and skills and negotiating tactics to different situations
  • Ability to manage competing interests in a highly demanding environment 

Preferred qualifications:

  • Excellent written and oral communications skills along with detail orientation and the ability to work well in a cross-functional team environment. Writing skills must be above-average
  • Experience with mergers & acquisitions and other corporate transactions, including debt offerings and other financings and investments

Why TI?

  •      Engineer your future. We empower our employees to truly own their career and development. Come collaborate with some of the smartest people in the world to shape the future of electronics.
  •      We’re different by design. Diverse backgrounds and perspectives are what push innovation forward and what make TI stronger. We value each and every voice, and look forward to hearing yours.  Meet the people of TI
  •      Benefits that benefit you. We offer competitive pay and benefits designed to help you and your family live your best life. Your well-being is important to us.

About Texas Instruments

As a global semiconductor company, we design, manufacture, test and sell analog and embedded processing chips to nearly 100,000 customers. Our products enable electronics everywhere and in things you experience every day – from health care, smart homes and connected cars to drones, smart phones and more. Our passion to create a better and more sustainable world by making electronics more affordable through semiconductors drives us to make our technology smaller, more efficient, more reliable and more affordable.


Texas Instruments is an equal opportunity employer and supports a diverse, inclusive work environment. All qualified applicants will receive consideration for employment without regard to race, color, religion, creed, disability, genetic information, national origin, gender, gender identity and expression, age, sexual orientation, marital status, veteran status, or any other characteristic protected by federal, state, or local laws.

If you are interested in this position, please apply to this requisition.

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