Sr Corporate Counsel

F5; Seattle (WA); Hybrid; USD 225,600 - 338,400; Full time

Job summary

F5 is looking for a Senior Corporate Counsel to join their Seattle team. This role focuses on corporate governance, SEC compliance, and supports strategic growth initiatives including M&A. The ideal candidate should have a J.D. with significant experience in legal matters related to public companies, and a strong regulatory background.

The position offers an opportunity to engage with executive leadership and be involved in critical governance activities. F5 emphasizes a collaborative environment with a commitment to diversity and inclusion.

Qualifications

• Licensed to practice law in Washington State or ability to obtain.
• Strong experience in corporate governance and SEC reporting.
• Proven track record advising on M&A transactions.

Responsibilities

• Advise on corporate governance and SEC reporting matters.
• Lead legal support for strategic transactions and M&A.
• Manage outside counsel on transactions and governance matters.

Skills

Corporate governance expertise

Securities regulation knowledge

M&A transaction experience

Negotiation skills

Legal risk management

Education

J.D. with 8–12+ years of relevant legal experience

Job description

At F5, we strive to bring a better digital world to life. Our teams empower organizations across the globe to create, secure, and run applications that enhance how we experience our evolving digital world. We are passionate about cybersecurity, from protecting consumers from fraud to enabling companies to focus on innovation.

Everything we do centers around people. That means we obsess over how to make the lives of our customers, and their customers, better. And it means we prioritize a diverse F5 community where each individual can thrive.

Position Summary

This role is based in Seattle, Washington, with opportunities for hybrid collaboration. As a Senior Corporate Counsel, you will serve as a key legal partner supporting F5’s corporate governance, corporate development, and strategic priorities. You will work closely with executive leadership and engage on matters with visibility to the Board, playing a meaningful role in enabling F5’s strategic growth, capital market activity, and governance evolution. This is a senior individual contributor role with primary responsibility for corporate governance, securities matters, mergers and acquisitions, and other strategic transactions.

What You’ll Do

Advise on Corporate Governance and Securities Matters

• Support corporate governance and SEC reporting matters
• Draft, review, and advise on SEC filings, including Forms 10‑K, 10‑Q, 8‑K, proxy statements, registration statements, and Section 16 filings
• Prepare and review board and committee materials, resolutions, and minutes, and support subsidiary governance and entity management
• Support Board and committee engagement, including advising on governance and disclosure considerations
• Partner with Finance and Investor Relations to run the earnings‑cycle process, including alignment across messaging, Q&A, investor materials, and supporting disclosures
• Support annual meeting and proxy processes, including disclosure and shareholder engagement
• Advise on capital market activities, as needed
• Provide strategic guidance on disclosure, including materiality, risk factors, and consistency across public communications
• Advise on corporate and securities laws and regulations, governance best practices, ensuring alignment with legal and fiduciary requirements

Lead Legal Support for Strategic Transactions (M&A)

• Act as the lead legal advisor on transactions, partnering directly with Corporate Development and senior leadership to shape deal strategy, structure, and execution
• Lead and drive all legal phases of domestic and cross‑border M&A, strategic investments, and other strategic transactions
• Structure, negotiate, and execute transactions, including due diligence, documentation, and post‑closing integration
• Draft, review, and negotiate transaction documents (e.g., NDAs, LOIs, purchase agreements, and ancillary agreements)
• Partner with Finance on debt financing transactions and related documentation, as needed
• Identify and mitigate legal risks while enabling efficient, business‑focused deal execution

Manage Outside Counsel

• Oversee outside counsel on transactions and governance matters
• Drive high‑quality, cost‑effective legal support aligned with F5’s business priorities

Provide Strategic Legal Counsel

• Deliver clear, pragmatic legal advice to senior leaders and cross‑functional partners
• Translate complex legal issues into actionable business guidance
• Support broader corporate legal matters, including entity structuring and intercompany arrangements

Drive Operational Excellence

• Build and scale legal frameworks, processes, templates, and playbooks to support governance rigor and transaction execution
• Enhance efficiency and consistency across legal support for a growing, global organization

Model F5 Values

• Uphold F5’s Code of Ethics and LeadF5/BeF5 behaviors
• Operate with integrity, accountability, and a strong partnership mindset

Experience

What You Bring

• J.D. with 8–12+ years of relevant legal experience (in‑house and/or law firm)
• Strong experience advising corporate governance, securities, SEC reporting, and public company compliance
• Significant experience supporting M&A transactions, strategic investments, and corporate development activities
• Experience managing and directing outside counsel

Knowledge & Skills

• Outstanding drafting, negotiation, and issue‑spotting skills
• Deep understanding of corporate and securities law, deal structures, and risk allocation
• Executive presence with the ability to operate autonomously on high‑stakes, complex matters
• Excellent judgment and ability to balance legal risk with business objectives
• Strong communication skills with the ability to influence senior stakeholders
• Highly collaborative with a proven ability to work cross‑functionally
• Demonstrated ability to balance legal risk with commercial objectives in a fast‑moving environment
• Ability to manage competing priorities and drive matters forward with limited oversight

Preferred

• Background at a top‑tier law firm with experience advising public companies on complex corporate governance, securities and M&A matters
• Experience in a public company
• Experience with complex commercial agreements and technology transactions
• Familiarity with international transactions and multi‑jurisdictional governance

Qualifications

• Licensed to practice law in Washington State (or ability to obtain, including via a Washington “House Counsel” license, if applicable)

The annual base pay for this position is: $225,600.00 - $338,400.00

Equal Employment Opportunity

It is the policy of F5 to provide equal employment opportunities to all employees and employment applicants without regard to unlawful considerations of race, religion, color, national origin, sex, sexual orientation, gender identity or expression, age, sensory, physical, or mental disability, marital status, veteran or military status, genetic information, or any other classification protected by applicable local, state, or federal laws. This policy applies to all aspects of employment, including, but not limited to, hiring, job assignment, compensation, promotion, benefits, training, discipline, and termination. F5 offers a variety of reasonable accommodations for candidates. Requesting an accommodation is completely voluntary. F5 will assess the need for accommodations in the application process separately from those that may be needed to perform the job. Request by contacting [e-mail].