Senior Corporate Counsel

Palo Alto Networks; California (MO); On-site; USD 180,300 - 291,500; Full time

Job summary

Palo Alto Networks is seeking a Senior Corporate Counsel to support corporate governance, securities law, and compensation matters. The role is based in Santa Clara, CA, reporting to the Senior Director, Corporate, Securities, and M&A, and requires self-sufficiency and strong business judgment.

The candidate will collaborate across Accounting, Equity, Finance, Investor Relations, People, and Tax, and handle multiple regulatory and governance tasks in a fast-paced, global environment.

Qualifications

• Must be an attorney admitted to the bar in at least one U.S. state and eligible for in-house status in California.
• At least 5 years of legal experience in corporate/securities or compensation matters.
• Experience in proxy statement preparation and SEC reporting.
• Advanced knowledge of SEC rules, listing requirements and related governance.

Responsibilities

• Assist with preparation and review of SEC filings, annual proxy statements, and registration statements.
• Advise on executive compensation and employee benefits, including equity plan administration.
• Assist with corporate governance materials, Board/Committee materials, and public-company policies.
• Support external communications review, including earnings materials and investor presentations.
• Support Section 16 reporting and 10b5-1 plan compliance.
• Provide legal support on equity compensation and strategic transactions including M&A.
• Oversee subsidiary maintenance, entity structuring, and tax reorganizations.

Skills

Corporate law

Securities law

Executive compensation

Proxy statements

Stakeholder collaboration

Education

JD

Job description

Job Summary

Palo Alto Networks is looking for a highly skilled and experienced Senior Corporate Counsel to join our dynamic corporate legal team. You will play a key role assisting on our company’s corporate governance, securities law, and compensation matters. You will work closely with your primary stakeholders, including Accounting, Equity, Finance, Investor Relations, People, and Tax, while being an important resource for your colleagues on a global basis. This position will be located in Santa Clara, CA, and report to the Senior Director, Assistant General Counsel, Corporate, Securities, and M&A.

This is an exciting opportunity for someone who is intellectually curious, creative, and able to identify and resolve legal and business issues that arise in the context of the company’s strategic goals and risk thresholds. This position requires a high degree of self-sufficiency, independent judgment, and a results-oriented approach.

Your Career

Senior Corporate Counsel

Your Impact

• Assist with preparation and review of SEC filings, including periodic and current reports, our annual proxy statements for shareholder meetings, and registration statements.
• Advise on a broad range of executive compensation and employee benefits matters, including equity plan administration, securities law compliance, governance and related processes.
• Assist with corporate governance matters, including preparing Board and Committee materials and maintaining and operationalizing public-company policies.
• Support review of public-facing corporate communications, including earnings materials and investor presentations.
• Support oversight of Section 16 reporting, 10b5-1 plans, and related compliance programs.
• Provide legal support on equity compensation and benefits aspects of strategic transactions, including M&A.
• Assist in overseeing maintenance of subsidiaries, supporting internal entity expansion, and advising on entity structuring, tax reorganizations and related matters.
• Support the management of outside counsel on various matters.

Qualifications

Required Experience

• Must be an attorney admitted to the bar in at least one U.S. state, and eligible to obtain registered in-house counsel status in California. Must have a JD or equivalent.
• At least 5 years of legal experience, with significant experience in advising on corporate and securities law and/or compensation and benefits matters.
• Experience in proxy statement preparation, in particular regarding compensation-related matters.
• Advanced knowledge of SEC reporting requirements, securities laws, and stock exchange listing requirements.
• Experience quickly issue-spotting, analyzing, and clearly communicating advice on comply legal issues.
• Ability to lead, act, and provide direction in the face of ambiguity.
• Excellent interpersonal skills, sound business judgment, and strategic thinking.
• Strong collaboration skills to successfully work across business functions and geographies.
• Self-start who is intellectually curious, and thrives in a dynamic environment.

Compensation Disclosure

The compensation offered for this position will depend on qualifications, experience, and work location. For candidates who receive an offer at the posted level, the starting base salary (for non-sales roles) or base salary + commission target (for sales/com-missioned roles) is expected to be the annual range listed below. The offered compensation may also include restricted stock units and a bonus. A description of our employee benefits may be found here.

$180,300.00 - $291,500.00/yr

Our Commitment

We’re trailblazers that dream big, take risks, and challenge cybersecurity’s status quo. It’s simple: we can’t accomplish our mission without diverse teams innovating, together.

Accommodation for Disabilities

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 [e-mail].

Equal Opportunity Employer

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.

EEO Statement

All your information will be kept confidential according to EEO guidelines.

Immigration Sponsorship

Is role eligible for Immigration Sponsorship? No. Please note that we will not sponsor applicants for work visas for this position.