M&A Advisory Lawyer (Assistant General Counsel - VP)

About this role:
Wells Fargo is seeking an experienced attorney to provide legal advice to investment bankers on all aspects of M&A transactions across various asset classes and industries, including buy-side and sell-side advisory engagements, joint ventures, spin-offs, restructurings, SPACs, minority investments, and other strategic business combinations.
In this role, you will:

• Provide front-line legal support to deal teams, senior management and compliance, risk and control partners, acting as a trusted advisor while proactively managing legal, regulatory, and reputational risk
• Draft, review, and negotiate engagement letters and related side letters, and align terms with firm policy
• Negotiate appropriate NDAs and joinders
• Participate in business approval forums such as the M&A Commitment Committee
• Review and advise on fairness opinions, and coordinate with the Investment Banking Opinion Committee
• Draft and/or review Board materials and advise on proxy and other public disclosure language tied to advisory work
• Identify, evaluate, and manage conflicts of interest across mandates, including tree-staffing and staple financing scenarios, working closely with the Transactional Conflicts Office and other stakeholders to design practical and appropriate mitigations
• Consult on cross-border guidance and "rules of the road" for jurisdictions relevant to advisory roles, including UK Takeover Code considerations, "cash confirmation" transaction and other local regulatory overlays, and harmonize advice with EMEA/APAC legal counterparts
• Support special situations such as pre-transaction structuring, shareholder activist defense, hostile takeovers, and SPAC-related assignments
• Draft and formulate firm policies
• Monitor litigation risk and developments (for example, Delaware corporate law trends), coordinate strategy with outside counsel where authorized, support regulatory inquiries within CIB, and brief deal teams and management on impact and response options
• Lead and refresh training sessions for bankers, update templates, guidance notes and policies, and help implement process changes that improve consistency and control
• Provide clear, timely escalations on high-priority issues and deliver commercially grounded solutions that balance client objectives with regulatory expectations

Required Qualifications:

• 5+ years of Law experience, or equivalent demonstrated through one or a combination of the following: work experience, training, military experience, education
• Active State Bar membership or the equivalent in a country outside the United States

Desired Qualifications:

• Experience as a practicing attorney advising on a variety of M&A strategic transactions and private placements at a global investment bank.
• Fairness opinion experience (reviewing analyses and related disclosures) and familiarity with proxy/public disclosure requirements in advisory contexts.
• Familiarity with cross-border transactions and jurisdiction-specific requirements and securities regulations is a plus.
• Proven ability to manage outside counsel and collaborate effectively with Compliance, Risk, Conflicts, and business partners.
• Demonstrated ability to collaborate effectively across teams and manage multiple priorities.
• High level of responsiveness, commercial mindset, and ability to operate under pressure and tight deadlines across multiple live transactions.
• Ability to focus on both detail and big-picture issues.
• Excellent drafting, negotiation, communication and interpersonal skills.

Job Expectations:

• Ability to work at the job posting location
• Ability to work a hybrid schedule, in office at least 3 days a week

Pay Range
Reflected is the base pay range offered for this position. Pay may vary depending on factors including but not limited to achievements, skills, experience, or work location. The range listed is just one component of the compensation package offered to candidates.
$191,000.00 - $305,000.00
Benefits
Wells Fargo provides eligible employees with a comprehensive set of benefits, many of which are listed below. Visit Benefits - Wells Fargo Jobs for an overview of the following benefit plans and programs offered to employees.

• Health benefits
• 401(k) Plan
• Paid time off
• Disability benefits
• Life insurance, critical illness insurance, and accident insurance
• Parental leave
• Critical caregiving leave
• Discounts and savings
• Commuter benefits
• Tuition reimbursement
• Scholarships for dependent children
• Adoption reimbursement

Posting End Date:
23 Jan 2026
* Job posting may come down early due to volume of applicants.
We Value Equal Opportunity
Wells Fargo is an equal opportunity employer. All qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, disability, status as a protected veteran, or any other legally protected characteristic.
Employees support our focus on building strong customer relationships balanced with a strong risk mitigating and compliance-driven culture which firmly establishes those disciplines as critical to the success of our customers and company. They are accountable for execution of all applicable risk programs (Credit, Market, Financial Crimes, Operational, Regulatory Compliance), which includes effectively following and adhering to applicable Wells Fargo policies and procedures, appropriately fulfilling risk and compliance obligations, timely and effective escalation and remediation of issues, and making sound risk decisions. There is emphasis on proactive monitoring, governance, risk identification and escalation, as well as making sound risk decisions commensurate with the business unit's risk appetite and all risk and compliance program requirements.
Applicants with Disabilities
To request a medical accommodation during the application or interview process, visit Disability Inclusion at Wells Fargo .
Drug and Alcohol Policy
Wells Fargo maintains a drug free workplace. Please see our Drug and Alcohol Policy to learn more.
Wells Fargo Recruitment and Hiring Requirements:
a. Third-Party recordings are prohibited unless authorized by Wells Fargo.
b. Wells Fargo requires you to directly represent your own experiences during the recruiting and hiring process.