Senior Corporate Counsel

4 days ago

Santa Clara, California, United States Palo Alto Networks Full time

About the Role

Palo Alto Networks is seeking a highly skilled and experienced Senior Corporate Counsel or Director of Corporate Governance to join our dynamic corporate legal team. This role will play a crucial part in advising on a broad range of corporate and securities law matters, including SEC reporting, corporate governance, and subsidiary management.

Key Responsibilities

  • Prepare and review SEC filings, including reports on Forms 10-K, 10-Q, 8-K, and proxy statements for shareholder meetings.
  • Advise on compliance with rules and regulations applicable to public companies, including the Securities Act of 1933, the Securities Exchange Act of 1934, and Delaware law.
  • Oversee Section 16 reporting, including Forms 3, 4, and 5, ensuring compliance with reporting requirements.
  • Prepare Board of Directors and committee meeting materials, including agendas, minutes, resolutions, and board presentations.
  • Support review of earnings-related materials, including earnings releases, presentations, and other public-facing corporate communications.
  • Lead global corporate administrative efforts, including overseeing maintenance of domestic and international subsidiaries, supporting internal entity expansion, and advising on entity structuring, tax reorganizations, and related matters.
  • Provide legal support on executive compensation matters, equity plans, and equity administration, as well as advising on insider trading policy and 10b5-1 trading plans.
  • Provide legal support for capital markets transactions, such as financings, restructurings, credit facilities, and debt offerings.
  • Help mature, improve, build, and maintain the company's corporate policies and processes with scalable frameworks.
  • Develop strong working relationships across the company with cross-functional stakeholders, including Finance, Accounting, Treasury, Investor Relations, External Reporting, and the People teams.
  • Support the management of outside counsel on various matters, as needed.
  • Support and lead special projects as requested.

Requirements

  • Must be an attorney admitted to the bar in at least one U.S. state (CA or NY preferred), with a law degree from an ABA-accredited law school.
  • A minimum of 8 years of strong corporate and securities law experience, with significant experience in advising publicly traded companies.
  • Experience in-house at a publicly traded company preferred, with relevant prior experience from a top law firm.
  • Expertise in SEC reporting, corporate governance, securities law, and subsidiary management.
  • Experience with technology and/or cybersecurity companies is preferred.
  • Working knowledge of executive compensation arrangements and equity plans is preferred.
  • Working knowledge of shareholder activism and corporate preparedness is a plus.

About Us

Palo Alto Networks is a cybersecurity company that values diversity, collaboration, and innovation. We are committed to providing reasonable accommodations for all qualified individuals with a disability. If you require assistance or accommodation due to a disability or special need, please contact us at [emailprotected].

Palo Alto Networks is an equal opportunity employer. We celebrate diversity in our workplace and all qualified applicants will receive consideration for employment without regard to age, ancestry, color, family or medical care leave, gender identity or expression, genetic information, marital status, medical condition, national origin, physical or mental disability, political affiliation, protected veteran status, race, religion, sex (including pregnancy), sexual orientation, or other legally protected characteristics.

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