Assistant General Counsel, Corporate Securities

Primary Function

A. O. Smith Corporation is seeking an experienced, business-oriented corporate attorney to join our Legal Department as Assistant General Counsel, Corporate & Securities. Reporting to the General Counsel and located in Milwaukee, Wisconsin, this attorney will be involved in a broad range of legal, corporate and department issues, with a focus on company’s securities and regulatory compliance, corporate governance, M&A transactions and corporate secretary matters.

Responsibilities

- U.S. Securities Compliance: Manage legal aspects of all SEC filings (10-K, 10-Q, 8-K, Section 16 reports/Form 4) and ensure compliance with NYSE listing standards. - Corporate Governance: Advise on board and committee matters, prepare board materials, maintain corporate records, and help draft the annual proxy statement. - Disclosure Controls: Help to develop and maintain disclosure controls and procedures, partnering with Finance, Internal Audit and Investor Relations on quarterly earnings releases, calls and scripts, as well as other analyst/investor meetings. - Corporate Policies: Oversee insider trading policies, trading windows and 10b5-1 plans. - Shareholder Relations: Support the annual stockholder meeting and partner with Investor Relations to manage shareholder proposals and proxy advisory relationships. - Corporate Transactions: Provide legal support for mergers, acquisitions, share repurchases, capital markets activities (debt/equity offerings) and other corporate transactions. - Due Diligence & Risk Management: Lead legal due diligence, analyzing risks related to legal and regulatory issues, compliance and liabilities. - Documentation & Negotiation: Draft, review and negotiate transaction documents, including letters of intent, confidentiality agreements and purchase agreements. - Enterprise Risk: Help design, implement and maintain enterprise-wide risk management frameworks and partner with Strategy, Internal Audit and Business Units to integrate risk management and mitigation plans across the enterprise. - Regulatory & Trade Compliance: Ensure compliance with all applicable laws and regulations, including antitrust laws, import/export activities and industry-specific regulations. - Outside Counsel Management: Manage external legal counsel and budgets.

Qualifications

- Must have earned a Juris Doctor degree - The successful candidate will have at least 7-10 years of broad experience as a securities and corporate transactions attorney advising global, publicly-traded manufacturing companies headquartered in the U.S. - Must demonstrate the highest standards of personal and professional integrity and character and promote ethical business behavior throughout the organization. - Must be a pragmatic, results-oriented lawyer with strong business acumen. - Preferred candidates will have in-house legal experience, preferably coupled with earlier experience at a major law firm. - Demonstrate a positive, professional, and collaborative demeanor to gain the confidence, trust and reliance of colleagues around the world. - Develop and maintain a strong network of relationships inside and outside the organization to support the objectives of the Legal Department and the Company - Must be a team player. - Achieve an understanding of the Company’s businesses, policies, people, goals and risks. - Speak in lay terms to a range of audiences about legal challenges of the Company - Willingness to travel to global locations, as needed.

We Offer

Competitive compensation package and comprehensive benefits plans which include medical and dental insurance, company-sponsored life insurance, retirement security savings plan, short- and long-term disability programs and tuition assistance.