Sr Corporate Counsel

F5•Seattle, WA

2d•$225,600 - $338,400•Hybrid

About The Position

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. This role sits at the center of F5’s governance and transaction matters, offering the opportunity to shape how a global public company executes growth, capital allocation, and board governance. 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. The Office of the General Counsel is a highly engaged and trusted partner to the business, with a strong voice in decision-making. This is a senior individual contributor role with primary responsibility for corporate governance, securities matters, mergers and acquisitions, and other strategic transactions. You will serve as a primary legal owner on key matters in a fast-paced, highly collaborative environment where legal is expected to operate as a proactive business partner.

Requirements

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

Nice To Haves

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

Responsibilities

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