Senior Corporate Counsel / Managing Senior Counsel, Corporate

Company Description

Our Mission

At Palo Alto Networks® everything starts and ends with our mission:

Being the cybersecurity partner of choice, protecting our digital way of life.

Our vision is a world where each day is safer and more secure than the one before. We are a company built on the foundation of challenging and disrupting the way things are done, and we’re looking for innovators who are as committed to shaping the future of cybersecurity as we are.

FLEXWORK is an employee-centric reimagining of how we work. We built FLEXWORK based on employee feedback – it is about flexibility, trust, and choice whenever possible. It’s been a journey of disruption that has yielded the best of our values. We offer as much flexibility as possible, and choices that enable you to be most productive, including benefits that meet your needs and learning opportunities that you feel passionate about.

Job Description

Your Career

Join a dynamic legal team and work on M&A as well as a broad range of corporate and securities law matters. You will be part of a fast-moving, collaborative legal team working on important strategic matters impacting Palo Alto Networks’ future and growth. You will work closely with your primary stakeholders, including Corporate Development, Finance, Accounting, Treasury, and Investor Relations, while being an important resource for your colleagues on a global basis. This position will be an in-office position located in Santa Clara, CA and report to a senior member of the legal team.

This is an exciting opportunity for someone who is intellectually curious, creative, and able to operate independently in identifying and resolving legal and business issues that arise in the context of the company’s strategic goals and risk thresholds. Our ideal candidate is also diplomatic, assertive and able to provide crisp, timely and practical legal advice with a solution-oriented mindset, while working well under pressure and in stressful situations.

We expect office-based employees to be in the office four days per week, with one day working from where they choose. We believe being together facilitates casual conversations and those magic moments where we can work on issues and ideas informally. These moments build capability and deepen trusted relationships and allow our people to feel safe in taking risks and being disruptive. Like so many companies, we are working through the details and things could change …. but in general if a role is deemed office-based we want our teams to be together four days per week. 

Your Impact

• Work closely with the Corporate Development team and other key company stakeholders to successfully implement Palo Alto Networks’ strategic vision through the structuring, diligence, negotiation, conclusion and integration of complex strategic transactions, including M&A and investment activity
• Support in connection with corporate governance, the board of directors, executive compensation, capital markets, and other related corporate legal matters
• Support in the preparation and review of the company’s SEC filings, including current and periodic reports, proxy statements, registration statements and Section 16 filings
• Support in the drafting and review of corporate communications and public disclosures, including earnings releases
• Help to mature, improve, build and maintain the company’s standard form legal documentation, policies and processes with scalable frameworks
• Develop strong working relationships across the company with cross-functional stakeholders, including in Corporate Development, Accounting, Finance, Global Equity, HR, Investor Relations, Tax, and Treasury
• Support the management of outside counsel on a variety of matters, as needed.
• Handle and support special projects as requested

Qualifications

Your Experience

• Must be an attorney admitted to the bar in at least one U.S. state (CA or NY preferred), and have a law degree from an ABA accredited law school or equivalent military experience required
• A minimum of 5+ years of strong M&A and/or corporate and securities law experience with a top law firm - in-house experience is a plus (but not required)
• Experience with software, technology and/or cybersecurity companies is preferred
• Experience in playing a leading role in M&A transactions
• Experience in playing a leading role in reviewing and assisting in the preparation of public company ‘34 Act filings
• Experience advising on governance-related matters, including stock exchange requirements and interactions with proxy advisory firms is a plus
• Working knowledge of executive compensation arrangements and equity plans is a plus
• Working knowledge of shareholder activism and corporate