Join the World's Top Legal Talent Network

The Counsel, Securities and Governance will report to the Assistant Deputy General Counsel and Assistant Corporate Secretary and will work with colleagues in a large law department in a publicly traded, Fortune 100 international energy company.
 
Responsibilities May Include:

• Providing legal advice in connection with SEC and corporate governance matters, including but not limited to: 
• Drafting and/or reviewing proxy statements and Forms 8-K, 10-Q and 10-K 
• Oversight of the company’s insider trading program and Section 16 compliance, including drafting Forms 3, 4, and 5
• Responsibility for capital markets transactions, including debt offerings, share repurchase programs, exchange offers and/or tender offers and redemptions
• NYSE compliance, including annual and interim written affirmations
• Securities and Delaware law matters 
• Managing outside counsel retained in connection with the provision of advice and services
• Serving as a resource regarding SEC, corporate, and corporate governance legal issues for company lawyers, management and senior executives
• Assisting in preparation of, and benchmarking for, Board of Director materials and for Board of Director/committee meetings

Required Qualifications: 

• Legally authorized to work in the job posting country
• 4 or more years of experience handling SEC and corporate governance matters
• J.D. from a law school accredited by the American Bar Association
• A member in good standing of any U.S. bar
• Working knowledge of the Securities Act of 1933, the Securities Exchange Act of 1934, related rules and regulations, and other federal securities laws
• Experience preparing and filing all ’33 Act and ‘34 Act filings and information required by the securities laws
• Working knowledge of NYSE requirements 
• Excellent negotiation, presentation, collaboration and diplomacy skills, particularly for highly sensitive or confidential matters

Preferred Qualifications: 

• Experience with shareholder engagement, responding to stockholder proposals and planning of, preparing for and handling Annual Meetings of Stockholders 
• Experience preparing materials for board and committee meetings  
• Experience serving as in-house SEC counsel for a publicly traded company 
• Working knowledge of Delaware corporate, partnership and LLC laws
• Experience with regulatory enforcement, mergers and acquisitions, and master limited partnerships
• Ability to manage and prioritize assignments that may be broad in scope and complexity and that involve collaborative work with employees across different departments with varying degrees of seniority
• Mature judgment
• Excellent written and oral communication skills 
• Creative and innovative perspective to improve and to create processes and practices
• Ability to work well under pressure, meet deadlines and function independently and proactively without extensive supervision
• Ability to learn quickly and apply company policies, procedures, operations and industry practices
• Ability to easily and effectively communicate with Legal management, senior executives, and internal business clients
• Ability to work within broadly defined objectives

Total Rewards

At Phillips 66, providing access to high quality programs and care for you and your family is important to us. Maintaining a culture of well-being — physical, emotional, social, and financial — is essential for a high-performing organization. When we are at our best, we are poised to deliver exceptional results — personally and professionally. Benefits for certain eligible, full-time employees include:

• Annual Variable Cash Incentive Program (VCIP) bonus
• 8% 401k company match
• Cash Balance Account pension
• Medical, Dental, and Vision benefits with an annual company contribution to a Health Savings Account for employees on HDHP
• Total well-being programs and incentives, including Employee Assistance Plan, well-being reimbursement, and backup family care services

Learn more about Phillips 66 Total Rewards.

Phillips 66 has more than 140 years of experience in providing the energy that enables people to dream bigger and go farther, faster. We are committed to improving lives, and that is our promise to our employees and our communities. We are sustained by the backgrounds and experiences of our diverse teams, which reflect who we are, the environment we create and how we work together. We have been recognized by the Human Rights Campaign, U.S. Department of Labor and the Military Times for our continued commitment to inclusive practices and policies in the hiring and retention of those in the LGBTQ+ community and military veterans. Our company is built on values of safety, honor and commitment. We call our cultural mindset Our Energy in Action, which we define through four simple, intuitive behaviors: We work for the greater good, create an environment of trust, seek different perspectives and achieve excellence.

Learn more about Phillips 66 and how we are working to meet the world's energy needs today and tomorrow, by visiting phillips66.com.

To be considered

In order to be considered for this position you must complete the entire application process, which includes answering all prescreening questions and providing your eSignature on or before the requisition closing date of 03/20/2024.

Candidates for regular U.S. positions must be a U.S. citizen or national, or an alien admitted as permanent resident, refugee, asylee or temporary resident under 8 U.S.C. 1160(a) or 1255(a)(1).  Individuals with temporary visas such as E, F-1, H-1, H-2, L, B, J, or TN or who need sponsorship for work authorization now or in the future, are not eligible for hire.