Associate General Counsel – SEC

Creating Peace of Mind by Pioneering Safety and Security

At Allegion, we help keep the people you know and love safe and secure where they live, work and visit. With more than 30 brands, 12,000+ employees globally and products sold in 130 countries, we specialize in security around the doorway and beyond. Additionally, in 2024 we were awarded the Gallup Exceptional Workplace Award, which recognizes the most engaged workplace cultures in the world.

Associate General Counsel – SEC (Remote)

The Associate General Counsel – Corporate & Securities role calls for a highly competent, proactive, detail- and business-oriented lawyer, leader and team player who has significant securities and corporate governance experience.  This role will report directly to the Deputy General Counsel, Labor & Employment, Assistant Corporate Secretary, and Chief Compliance Officer (DGC).  The Associate General Counsel will be responsible for ensuring compliance with securities laws, rules and regulations, as well as assisting the DGC and General Counsel in setting the strategic direction for the company’s corporate governance and securities matters and serve as a key advisor to the Company’s corporate finance, audit, treasury, communications, and executive compensation teams.  The successful candidate must have corporate governance experience.

The Associate General Counsel will be expected to provide practical, business-oriented advice and solutions to various matters – and must possess sound judgment, collaborative problem-solving skills, strong work ethic, and ability to influence others. In addition to the DGC, the corporate & securities team is comprised of a senior legal manager – corporate and securities and a corporate paralegal   and the Associate General Counsel will work as part of a collaborative team. This role will also interact with, and manage, outside counsel.

What Will You Do?

• Ensure compliance with securities laws, rules and regulations.
• Review and draft necessary sections of Forms 10-Q, 10-K, Regulation SD, registration statements, proxy statements and related filings; assist the DGC in preparing and reviewing Form 8-Ks.
• Review and provide guidance on Section 16 filings, including Form 144s.
• Review Irish statutory accounts and other Irish corporate filings with input from Irish outside counsel as needed.
• Analyze trends and best practices on securities and corporate governance matters, including environmental, social and governance (ESG) developments.
• Review various voting guidelines by ISS, Glass Lewis and individual investors, and help manage the company’s shareholder engagement program.
• Collaborate with investor relations and external reporting to prepare and review financial disclosures, earnings releases and scripts to ensure accuracy and transparency.
• Stay up-to-date with evolving securities laws and regulations and provide guidance to internal partners on compliance and disclosure matters.
• Assist in the preparation of the annual proxy statement and in preparing for and conducting annual shareholder meetings.
• Review and draft various corporate resolutions and other related documents.
• Maintain and update governance policies and practices, as appropriate.
• Review and advise on various communications materials.
• Oversight of corporate books.
• Provide legal support and guidance to Tax and Treasury, including capital markets transactions, re-financings, share repurchase programs, ISDAs and tax-related intercompany restructurings.
• Manage legal diligence in relation to various projects.
• Assist the DGC on ESG matters.
• Assist the DGC on M&A matters.
• Assist the DGC in the preparation of Board materials, as needed.
• Manage outside counsel on various corporate and finance matters.
• Other duties as required based on business and legal needs.

What Do You Need to Succeed?

• J.D. from an ABA-accredited law school and admission to practice law in the State of Indiana or ability to be admitted to the Indiana State Bar without taking the bar examination.
• 10+ years of legal experience, of which at least 5 years are spent directly on securities, corporate governance and corporate finance matters at a law firm or public corporation.  
• Deep familiarity and experience with SEC/NYSE rules and filings.
• Some experience with benefits and compensation matters is preferred.
• Experience with M&am