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Assistant Deputy General Counsel

Date: Jan 7, 2021

Location: Atlanta, GA, US, 30309

Company: Norfolk Southern Corp.

Requisition 20766: Assistant Deputy General Counsel 


Job Description

Primary Purpose:
The position focuses primarily on executive compensation, benefits and employment matters.  The position would be a primary lawyer and a subject matter expert in these areas at the Corporation. This position supports key business objectives of internal client departments of the Corporation, helping the Department providing quality legal advice timely and positioning NS for favorable outcomes. 


•    Provide legal advice and counseling on a wide range of employment matters, including hiring, performance management, leaves of absence and accommodation, employee discipline and terminations, reorganizations, relocation, and strategies for managing risk for employment matters

•    Advise on compliance on employment laws, including Title VII, the Americans with Disabilities Act (ADA), the Age Discrimination in Employment Act (ADEA), the Family and Medical Leave Act (FMLA), the Uniformed Services Employment and Reemployment Rights Act (USERRA) and other federal/state/local employment laws

•    Work with Human Resources and other departments to recommend, implement and improve employment-related policies and procedures

•    Advise and/or draft employment-related offer letters, consulting agreements, separation programs, separation/settlement agreements, non-compete & non-solicitation agreements, releases, and other related agreements.

•    Resolve threatened and pre-litigation employment matters

•    Work with outside counsel and in-house senior paralegal to manage individual employment litigation from inception through resolution, including setting case strategy and reviewing motions 

•    Assist in review of response to complaints filed with state and federal agencies (EEOC, DOL, etc.) and participate in mediations and settlement negotiations with respect to such complaints

•    Provide guidance as needed on labor relations under the Railway Labor Act

•    Keep apprised of changes in labor and employment laws to ensure policies and procedures are compliant with all legal requirements

Corporate Benefits, Executive Compensation and Other:


  • Provide legal advice (including to Human Resources, Tax, Finance, Accounting, and Corporate Secretary) on the design and operation of the company’s defined benefit pension plans, 401(k) plans, health and other welfare plans, fringe benefit arrangements, equity programs and non-qualified deferred compensation plans, and relocation programs  
  • Draft and/or review plan documents, summary plan descriptions, prospectuses, equity award agreements, and participant communications. 
  • Negotiate and review service contracts for third-party benefit administrators and benefit consultants.
  • Prepare or advise on preparation of materials for Compensation Committee and Board of Directors meetings, including resolutions, Committee reports, meeting agendas, and updates on changes in laws. 
  • Advise on draft proxy statement disclosure on executive compensation, including Compensation Discussion & Analysis (CD&A) for shareholder advisory vote on executive compensation, and for shareholder votes on equity and other compensation plans.
  • Manage securities law aspects of executive compensation and employee benefit plan matters. 
  •  Advise the ERISA fiduciary committees for the company’s retirement and welfare plans.
  • Advise and prepare materials regarding participant appeals of claims, and handle complex benefits plan litigation
  • Advise on issues concerning HIPAA compliance, particularly with respect to the Corporation’s drug and alcohol rehabilitation services (DARS) program and the Medical Case Management Plan
  • Analyze new legislation and rulemaking in areas of responsibility and initiating appropriate action plans.
  • Participate in related design and development of corporate policies, procedures, and associated training
  • Participate in shareholder engagement process, and advise with respect to compensation matters
  • Advise on laws governing lobbying and political contributions, including with respect to soliciting contributions for the Corporation’s political action committee

Experience and Education

Job Related Experience:

Minimum Level:
•    8 years experience handling executive compensation, benefits and employment matters and responsibilities associated with the position, either as external counsel to large public companies at a law firm, or as in-house counsel, with preference for some in-house experience.

Minimum Level:  Doctoral Degree (JD)  


Licenses or Certifications:
Georgia Bar license or ability to waive in after commencing employment


Skills and Abilities:

•    General understanding of business objectives
•    Risk prioritization.
•    Strong analytical skills and attention to detail
•    Sound judgment for resolution of corporate issues and achievement of business objectives.
•    Strong interpersonal skills
•    Communication skills (both written and oral)
•    Ability to self-motivate and work under minimal supervision, while also contributing to a team environment. 

New Headquarters – Atlanta, GA


Norfolk Southern is in the process of constructing a vibrant & modern corporate HQ in Midtown Atlanta, GA. Our HQ is scheduled for completion in the summer of 2021. To check out a sneak peek, we’ve linked a playlist below.




Company Overview


Norfolk Southern Corporation (NYSE: NSC) is a Fortune 300 organization and one of the nation’s premier transportation companies. Its Norfolk Southern Railway Company subsidiary operates approximately 19,500 route miles in 22 states and the District of Columbia, serves every major container port in the eastern United States, and provides efficient connections to other rail carriers.


We are a team of more than 20,000 employees working together to maintain our reputation as "The Thoroughbred of Transportation." As an industry leader, Norfolk Southern offers a competitive salary and an excellent benefits package.


At Norfolk Southern, we believe in celebrating our individuality. By leveraging the unique backgrounds and viewpoints of our employees, we can create a culture of innovation, respect, and inclusion. We know that employees thrive in a workplace where differing viewpoints, ideas, and experiences are freely shared and valued. As such, we encourage all employees to contribute their distinctive skills and capabilities to our organization.


Equal employment opportunities are available to all applicants regardless of race, color, religion, age, sex, national origin, disability status, genetic information, veteran status, sexual orientation and, gender identity. Together, we power progress. More information can be found at NS-EEO

Nearest Major Market: Atlanta