Capital Markets Senior Counsel

Vanguard; Dallas (TX); Hybrid; USD 150,000 - 230,000; Full time

Job summary

Vanguard’s Global Fixed Income Legal team is seeking an experienced securities lawyer to serve as the primary legal advisor to fixed income research, trading and portfolio management teams across the U.S., UK and Europe. The role covers a broad spectrum of fixed income instruments and markets, requiring practical, commercially minded advice in a fast-paced trading environment.

The position involves advising on securities law, MNPI controls, cross-border matters, and reviewing complex transaction

Qualifications

• At least five years of relevant legal experience at a leading law firm and/or in-house.
• J.D. degree and active membership in good standing in at least one U.S. state bar (eligible for admission to the relevant state bar).
• Significant experience advising on Securities Act of 1933 registration requirements and exemptions (including Rule 144A, Reg S) and on the Securities Exchange Act of 1934 (anti-fraud provisions and MNPI).
• Demonstrated experience with fixed income instruments and markets, including debt issuance, trading, and settlement.

Responsibilities

• Advise on securities law matters under the Securities Act of 1933 and the Securities Exchange Act of 1934 for Fixed Income teams.
• Handle MNPI controls, information barriers, and wall-crossings for private-side activities.
• Review and negotiate offering and transaction documents (ABAs, indentures, purchase agreements, non-disclosure agreements).
• Advise on trading, market structure, and regulatory developments affecting fixed income funds; ensure compliance with trade reporting obligations.
• Collaborate with Compliance, Risk, Operations, and other Legal teams; manage outside counsel as needed.

Skills

Securities law

Fixed income

Contract drafting

Regulatory compliance

Cross-border

Education

J.D. degree

Bar admission

Job description

The Global Fixed Income Legal team is seeking an experienced securities lawyer to serve as a primary legal advisor to our Fixed Income research, trading, and portfolio management teams. The role covers a broad range of fixed income instruments and markets across the U.S., UK, and Europe. It also works closely with Compliance, Risk, and Operations colleagues.

Responsibilities

• Advise Fixed Income trading, research, and portfolio management teams on securities law matters under the Securities Act of 1933 and the Securities Exchange Act of 1934, including:
• public offerings and exempt offerings (Section 4(a)(2), Regulation D, Rule 144A and Regulation S);
• resale restrictions under Rule 144; and
• trading restrictions, market abuse, and insider trading.
• Advise on the handling of material nonpublic information (MNPI), information barriers, and wall-crossings, particularly for private-side activity such as private placements, bank loans, distressed debt, creditor committees, and restructurings.
• Review and negotiate offering and transaction documents, including offering memoranda, purchase agreements, indentures, credit agreements, assignment documentation (e.g., LSTA/LMA forms), non-disclosure agreements, and similar.
• Advise on trading and market structure matters, including best execution, TRACE and other trade reporting obligations, Treasury market and fixed income regulatory developments, and trading counterparty documentation.
• Advise on cross-border investment and trading matters involving U.S., Canadian, UK, and European markets.
• Monitor, interpret, and communicate regulatory developments affecting fixed income funds. Help in the development and maintenance of related policies, procedures, and training.
• Partner with Compliance, Risk, Operations, and other Legal teams, and manage outside counsel as needed.

Qualifications

• At least five years of relevant legal experience at a leading law firm and/or in-house. Experience advising investment advisers, asset managers, broker-dealers, banks, or other financial institutions is preferred.
• Juris Doctor (J.D.) degree and active membership in good standing in at least one U.S. state bar. Eligible for admission to the relevant state bar.
• Significant experience advising on the Securities Act of 1933, including registration requirements and exemptions, Rule 144A, Regulation S, and Rule 144.
• Significant experience advising on the Securities Exchange Act of 1934, including antifraud provisions (Section 10(b) and Rule 10b-5), and insider trading and MNPI.
• Demonstrated experience with fixed income instruments and markets, including how debt securities are issued, structured, traded, and settled.
• Familiarity with a broad range of fixed income products, including:
• investment grade and high yield corporate bonds;
• U.S. Treasuries, agency debt, sovereign, and supranational debt;
• emerging markets debt;
• agency and non-agency mortgage-backed securities (RMBS/CMBS);
• asset-backed securities (ABS), CLOs, and other structured products and securitizations;
• bank loans and leveraged loans; and
• private placements and Rule 144A and Regulation S securities;
• distressed debt and restructuring situations (i.e., bondholder groups and ad hoc committees).
• Experience with capital markets transactions and fixed income trading and investment activities.
• Strong analytical, drafting and negotiation skills, with the judgment to give practical, commercially minded advice in a fast-paced trading environment.
• Excellent communication and stakeholder management skills, including the ability to explain complex legal issues clearly to traders, portfolio managers, and senior management.

Nice To Haves

• Experience directly supporting fixed income research and trading desks, portfolio managers, or investment management businesses, whether in‑house or on secondment.
• Experience advising UCITS funds and other non‑U.S. investment vehicles, including eligible asset requirements and investment restrictions, particularly around securitizations.
• Experience advising on cross‑border investment and trading matters involving UK and European markets.

Sponsorship

Vanguard is not offering visa sponsorship for this position.

About Vanguard

At Vanguard, we don't just have a mission—we're on a mission. To work for the long-term financial wellbeing of our clients. To lead through product and services that transform our clients' lives. To learn and develop our skills as individuals and as a team. From Malvern to Melbourne, our mission drives us forward and inspires us to be our best.

How We Work

Vanguard has implemented a hybrid working model for the majority of our crew members, designed to capture the benefits of enhanced flexibility while enabling in‑person learning, collaboration, and connection. We believe our mission‑driven and highly collaborative culture is a critical enabler to support long‑term client outcomes and enrich the employee experience.