Managing Senior Counsel / Director, Senior Corporate Counsel - Palo Alto Networks

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.

Who We Are

We take our mission of protecting the digital way of life seriously. We are relentless in protecting our customers and we believe that the unique ideas of every member of our team contributes to our collective success. Our values were crowdsourced by employees and are brought to life through each of us everyday - from disruptive innovation and collaboration, to execution. From showing up for each other with integrity to creating an environment where we all feel included.

As a member of our team, you will be shaping the future of cybersecurity. We work fast, value ongoing learning, and we respect each employee as a unique individual. Knowing we all have different needs, our development and personal wellbeing programs are designed to give you choice in how you are supported. This includes our FLEXBenefits wellbeing spending account with over 1,000 eligible items selected by employees, our mental and financial health resources, and our personalized learning opportunities - just to name a few!

At Palo Alto Networks, we believe in the power of collaboration and value in-person interactions. This is why our employees generally work full time from our office with flexibility offered where needed. This setup fosters casual conversations, problem-solving, and trusted relationships. Our goal is to create an environment where we all win with precision.

Your Career

Palo Alto Networks is looking for a highly skilled and experienced Managing Senior Counsel or Director, Senior Corporate Counsel to join a dynamic corporate legal team and work on a broad range of corporate and securities law matters. You will be part of a fast-moving, collaborative legal team and play a crucial role working on our company’s most important corporate, governance, and securities matters. You will work closely with your primary stakeholders, including Finance, Accounting, Treasury, Investor Relations, External Reporting, and the People teams, 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, M&A, and Securities.

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 diplomatic, assertive and able to provide crisp, timely and practical legal advice with a solution-oriented mindset. 

Your Impact

• Primary role in the preparation and review of SEC filings, including reports on Forms 10-K, 10-Q, 8-K, our proxy statements for shareholder meetings, and registration statements
• Advise on compliance with rules and regulations applicable to public companies, including the Securities Act of 1933, the Securities Exchange Act of 1934, stock exchange listing standards, and Delaware law
• Oversee our Section 16 reporting, including Forms 3, 4, and 5, ensuring compliance with reporting requirements
• Primary role in the preparation of 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 our 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 our 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 to 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 in 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

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
• 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
• Ability to effectively communicate with senior management, explain complicated concepts in simple terms, and lead with influence with cross-functional teams and colleagues
• Excellent interpersonal skills, business judgment, strategic thinking, superior work ethic, flexibility, and ability to work independently
• Excellent project management skills and an attitude that no task is too big or too small
• Ability to work collaboratively and efficiently with cross-functional teams and manage numerous projects simultaneously under deadline pressure
• Have a positive attitude, a good sense of humor, high empathy, and poise, especially in unscripted, chaotic, and stressful situations

The Team

We are a Legal team who is unrelenting in our pursuit of achievement, we are constantly seeking improvements and can take on every challenge. We value a positive attitude and high empathy. We adjust according to the situation, learn new things, innovate, and try new methods. We value collaboration, function as a team and know that our colleague’s experience and knowledge are valuable. We demonstrate the highest level of adherence to not only what is legal but also what is right. We apply our legal knowledge to real-world scenarios, have a desire to explore the unknown and question the status quo in pursuit of better, more effective solutions.

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/commissioned roles) is expected to be between $235000 - $323500/YR. The offered compensation may also include restricted stock units and a bonus. A description of our employee benefits may be found here.

Our Commitment

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

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  accommodations@paloaltonetworks.com.

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.

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