Counsel, Securities and Corporate Governance

Job Type:

Regular

Plains All American is an industry-leading transportation and midstream provider specializing in transportation, storage, processing and marketing solutions for crude oil and natural gas liquids (NGLs). We own an extensive network of pipeline transportation, terminalling, storage and gathering assets in key crude oil and NGL producing basins and transportation corridors and at major market hubs in the United States and Canada. On average, Plains handles more than 6 million barrels per day of crude oil and NGL in its Transportation segment. The company is headquartered in Houston, Texas.

We are looking for highly-motivated individuals who enjoy working as part of a team in a dynamic and entrepreneurial work environment.

Position Overview:

Plains is seeking a highly skilled and experienced attorney with public company in-house experience in the areas of SEC reporting and compliance, capital markets transactions, corporate governance, executive and equity compensation, and investor relations. The successful candidate will work closely with the company’s general counsel and other senior leaders. This position requires a proactive and detail-oriented individual with excellent analytical, communication and organizational skills.

The selected candidate will be eligible for company benefits including Medical, Dental, Vision, Paid Time Off (PTO), and Free Parking.

Key Responsibilities:

SEC Reporting and Compliance:

- Review and assist with preparation and filing of annual (10-K), quarterly (10-Q) and current (8-K) SEC reports in partnership with finance and accounting colleagues.

- Oversee the preparation and filing of all Section 16 reports on behalf of executive officers and Board members.

- Administer and manage compliance with insider trading policies, including provisions relating to blackout periods and pre-clearance procedures.

Proxy Statement and Annual Stockholder Meeting:

- Primary responsibility for drafting, producing and filing the company’s annual proxy statement and related materials.

- Coordinate with and act as primary point of contact for proxy solicitor, financial printer, transfer agent, proxy tabulator and proxy advisory firms.

- Manage all aspects of the annual stockholder meeting.

Capital Markets and Bank Financing Transactions:

- Coordinate with treasury department, underwriters, outside counsel, accountants and others in connection with equity and debt offerings, bank financings and other capital markets transactions.

- Maintain effectiveness of shelf registration statements and coordinate filing of new registration statements as needed.

- Assist with management of share repurchase and ATM offering programs.

Board of Directors Support:

- Support the Chairman of the Board and General Counsel in preparing for Board and Committee meetings.

- Assist with agenda planning and preparation and review of Board and Committee meeting materials, including presentations, consents and resolutions.

- Attend and take minutes at Board and Committee meetings.

Corporate Governance Matters:

- Draft, review and update as necessary governing and governance documents, including, but not limited to, partnership agreements, LLC agreements, committee charters, insider trading policies, governance guidelines, code of business conduct, etc.

- Supervise paralegal regarding subsidiary maintenance.

Executive and Equity Compensation Matters:

- Work with outside compensation consulting firm and HR regarding executive and equity compensation matters.

- Assist/advise HR with respect to equity plan administration matters, including drafting of grant agreements and managing equity issuances upon vesting.

- Assist with investor outreach efforts regarding executive compensation as needed.

- Coordinate drafting and approval of new equity plans as needed.

Investor Relations:

- Collaborate with and advise the investor relations team on press releases, investor decks, Q&A preparation, website content and Regulation FD compliance and training.

- Consult with the investor relations team as needed regarding investor inquiries and other information requests.

Miscellaneous:

- Act as liaison with Nasdaq (or other applicable stock exchange) regarding compliance with listing standards.

- Coordinate with and act as the primary point of contact for the company’s transfer agent regarding share issuances, repurchases, dividends and other matters.

- Serve as transfer agent and maintain ownership records for unregistered classes of outstanding securities.

- Assist with review of sustainability reports.

- Coordinate annual D&O Questionnaire process.

- Coordinate quarterly dividend approval and disclosure process.

- Respond to audit confirmation requests.

Qualifications:

- Juris Doctor (JD) degree from an accredited law school.

- Admission to a state bar in the United States (Texas preferred).

- Minimum of 5-10 years of experience in corporate and securities law, including relevant in-house experience with a publicly traded company (familiarity with MLP or Up-C structure helpful but not required).

- Strong working knowledge of SEC regulations and reporting requirements.

- Excellent analytical and written and verbal communication skills.

- Ability to multi-task and work collaboratively with cross-functional teams as well as independently.

- Proficiency in using Word, Excel and PowerPoint.

- Familiarity with iManage, Diligent, Teams and Workiva a plus.

- Cleared criminal history (background) and satisfactory reference checks

- Compliance with the Company’s drug and alcohol policy including pre-employment D&A testing.

- This position is not eligible for employment-based visa sponsorship. Applicants must be authorized to work in the U.S. for the duration of their employment

#Plains

At Plains, our employees are our most valuable asset. Hard work is rewarded with competitive compensation and a top-tier benefits program designed to keep our employees safe, healthy and happy. We work hard to deliver the best results to our stakeholders and we also respect our employees need for personal and family time, which is reflected in our benefits program.

Salary details estimated by job boards such as Indeed, Glassdoor, and LinkedIn do not represent Plains’ compensation structure. We thank all candidates for their interest; however, only those selected for an interview will be contacted.

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