Senior Counsel-Investment Advisor

Fairygodboss; Cleveland (OH); On-site; USD 100,000 - 292,000; Full time

Benefits offered by this job

Medical/prescription drug coverage

Dental and vision options

401(k) with PNC match

Pension and stock purchase plans

Job summary

PNC is seeking an experienced Senior Counsel to support its Corporate Governance team. You will advise registered investment advisers and private funds, handling governance, disclosures, and regulatory filings with SEC interactions.

The role emphasizes collaboration with compliance, risk management, and senior leadership to balance legal risk with business objectives.

Qualifications

• J.D. from an accredited law school and licensed to practice in at least one jurisdiction.
• Experience with Investment Advisers Act and investment funds is preferred.
• Strong drafting, analytical, and client counseling capabilities.

Responsibilities

• Serve as legal advisor to registered investment advisers and funds.
• Provide regulatory guidance under Advisers Act and Investment Company Act.
• Draft and review advisory agreements, governance materials, and filings.
• Collaborate with compliance, risk, and business leaders to ensure compliance.

Skills

Drafting

Analytical

Client counseling

Regulatory compliance

Risk assessments

Negotiating

Education

J.D. from an accredited law school

Admission to practice law in at least one U.S. jurisdiction

Active State License - Multiple Issuers

Job description

Position Overview

At PNC, our people are our greatest differentiator and competitive advantage in the markets we serve. We are all united in delivering the best experience for our customers. We work together each day to foster an inclusive workplace culture where all of our employees feel respected, valued and have an opportunity to contribute to the company's success. As a Senior Counsel within PNC's Corporate Governance organization, you will be based in Pittsburgh or Philadelphia, PA; Birmingham, AL; Cleveland, OH or Washington, DC.

Job Profile

PNC's Corporate Governance Department is seeking an attorney to assist in supporting bank affiliated registered investment advisory businesses, including advisers or sub-advisers to private funds and private credit strategies. This position will focus, in part, on matters arising under the Investment Advisers Act of 1940 and, as applicable, the Investment Company Act of 1940.

It would be beneficial for the candidate to have some experience advising registered investment advisers, private funds, asset managers, financial institutions, or other investment management businesses. Familiarity with SEC regulation of broker-dealers and FINRA rules is desirable. The attorney will work closely with senior business leaders, compliance and risk partners, and PNC's government and regulatory affairs teams.

Key Responsibilities

• Serve as legal advisor to one or more registered investment advisers that advise private credit funds, and other investment vehicles, including certain funds registered under the Investment Company Act of 1940.
• Provide legal support on matters arising under the Investment Advisers Act of 1940, including governance, fiduciary obligations, disclosures, conflicts of interest, regulatory filings, SEC examinations, and ongoing compliance matters.
• Assist in advising on Investment Company Act matters affecting private credit and other investment fund structures, including regulatory status, exemptions, governance and compliance matters, and interactions with fund counsel.
• Assist in the structuring, launch, operation, and ongoing management of private investment funds and related advisory businesses.
• Draft, review, and update advisory agreements, sub-advisory agreements, engagement letters, offering materials, policies and procedures, and regulatory filings, including Form ADV and related disclosures.
• Partner closely with compliance, risk management, and business leadership to develop and maintain policies, procedures, and practices designed to ensure compliance with applicable legal and regulatory requirements.
• Represent PNC in interactions with regulators, external counsel, counter‑payers, investors, and other stakeholders.
• Advise on strategic initiatives involving private funds, separately managed accounts, and other investment products.
• Exercise sound judgment and manage legal matters independently while collaborating effectively with business, compliance, risk, and senior management teams.
• Assist in supporting PNC's capital markets advisory businesses and exempt reporting advisers, including advising on applicable Advisers Act obligations.

Qualifications

• J.D. (or equivalent) from an accredited law school.
• Admission in good standing to practice law in at least one U.S. jurisdiction.
• Three to eight years of legal experience in a law firm, financial institution, registered investment adviser, asset manager, investment company, or regulatory agency.
• Experience of the Investment Advisers Act of 1940, and its application to registered investment advisers, private funds, and sub‑advisory arrangements, is preferred.
• Experience advising private funds and registered investment is strongly preferred.
• Familiarity with SEC regulatory processes, examinations, and compliance programs is desirable.
• Knowledge of broker‑dealer regulation, FINRA requirements, banking regulation, or affiliated institutional asset management businesses is a plus.
• Excellent drafting, analytical, , and client counseling skills.
• Ability to manage complex legal and regulatory matters while balancing business objectives and risk considerations.

PNC is an in‑office company that fosters a supportive culture where employees can thrive and achieve balance. We encourage candidates to connect with their recruiter and hiring manager to understand workplace expectations and ensure the role aligns with their goals.

PNC will not provide sponsorship for employment visas or participate in STEM OPT for this position.

Job Description

• Performs significant and complex legal work while regularly interacting with management. Oversees legal research, analysis, consultation, and documentation within a framework of legal compliance and risk management.
• Responsible for managing the expense for outside counsel relationships, provides strategic direction on when to leverage outside counsel.
• Works with outside counsel combining their advice with analysis and feedback from internal stakeholders to provide practical guidance.
• Networks with outside organizations to advance legal interests and legal health of the corporation and its industry.

PNC Employees take pride in our reputation and to continue building upon that we expect our employees to be:

• Customer Focused - Knowledgeable of the values and practices that align customer needs and satisfaction as primary considerations in all business decisions and able to leverage that information in creating customized customer solutions.
• Managing Risk - Assessing and effectively managing all of the risks associated with their business objectives and activities to ensure they adhere to and support PNC's Enterprise Risk Management Framework.

Preferred Skills

• Legal Compliance
• Legal Consulting
• Legal Practices
• Legal Risk
• Regulatory Compliance
• Risk Assessments

Competencies

• Business Ethics
• Decision Making and Critical Thinking
• Effective Communications
• Establishing and Maintaining Trust
• External Resource Management
• Influencing Through Expertise
• Legal Analysis
• Legal Function
• Negotiating
• Problem Solving

Work Experience

Roles at this level require a Juris Doctorate (J.D.) degree from an accredited law school and licensed to practice law in at least one jurisdiction. Industry-relevant experience is typically 8+ years.

Education

JD (Required)

Certifications

Active State License - Multiple Issuers

Licenses

No Required License(s)

Language Assessments

No Required or Preferred Language Assessments

Pay Transparency

Base Salary: $100,000.00 - $291,850.00

Salaries may vary based on geographic location, market data and on individual skills, experience, and education. This role is incentive eligible with the payment based upon company, business and/or individual performance.

Application Window

Generally, this opening is expected to be posted for two business days from 04/08/2026, although it may be longer with business discretion.

Benefits

• medical/prescription drug coverage (with a Health Savings Account feature), dental and vision options
• employee and spouse/child life insurance
• short and long-term disability protection
• 401(k) with PNC match, pension and stock purchase plans
• dependent care reimbursement account
• back‑up child/elder care
• adoption, surrogacy, and doula reimbursement
• educational assistance, including select programs fully paid
• a robust wellness program with financial incentives
• maternity and/or parental leave
• up to 11 paid holidays each year
• 9 occasional absence days each year, unless otherwise required by law
• between 15 to 25 vacation days each year, depending on career level
• years of service

To learn more about these and other programs, including benefits for full time and part‑time employees, visit pncthrive.com.

Disability Accommodations Statement

If an accommodation is required to participate in the application process, please contact us via email at [e-mail]. Please include 'accommodation request' in the subject line title and be sure to include your name, the job ID, and your preferred method of contact in the body of the email. Emails not related to accommodation requests will not receive responses. Applicants may also call 877-968-7762 and say \"Workday\" for accommodation assistance. All information provided will be kept confidential and will be used only to the extent required to provide needed reasonable accommodations.

At PNC we foster an inclusive and accessible workplace. We provide reasonable accommodations to employment applicants and qualified individuals with a disability who need an accommodation to perform the essential functions of their positions.

Equal Employment Opportunity (EEO)

PNC provides equal employment opportunity to qualified persons regardless of race, color, sex, religion, national origin, age, sexual orientation, gender identity, disability, veteran status, or other categories protected by law.

This position is subject to the requirements of Section 19 of the Federal Deposit Insurance Act (FDIA) and, for any registered role, the Secure and Fair Enforcement for Mortgage Licensing Act of 2008 (SAFE Act) and/or the Financial Industry Regulatory Authority (FINRA), which prohibit the hiring of individuals with certain criminal history.

California Residents

Refer to the California Consumer Privacy Act Privacy Notice to gain understanding of how PNC may use or disclose your personal information in our hiring practices.