Director, Legal Counsel, Corporate
About The Position
PayPal’s Legal team is seeking a Director, Legal Counsel - Corporate to join the Corporate Legal team. The role provides strategic advice to senior management and the Board of Directors on securities, SEC reporting, corporate governance, and executive compensation disclosure matters. The Director helps lead PayPal’s public company reporting and compliance program, annual proxy and stockholder meeting process, and Board and committee support, while serving as a trusted thought partner to Finance, Investor Relations, Treasury, People, and other business partners. The Director advises on SEC and NASDAQ reporting and compliance, executive and equity compensation securities matters, insider trading policies, Board and committee matters, subsidiary governance, Treasury activities, registered debt offerings, and corporate finance. The role works closely with senior executives, in-house attorneys, outside counsel, and partners across Accounting, Investor Relations, Treasury, Tax, Risk, Compliance, People/Total Rewards, ESG, and the business. The position is based on PayPal’s balanced hybrid work model, which for the majority of employees includes three days in the office and two days at the office or home workspace.
Requirements
- 10+ years of relevant experience and a Juris Doctorate degree, or an equivalent combination of education and experience.
- JD degree with excellent academic credentials.
- 10+ years of relevant securities (’33 and ’34 Act) and corporate governance experience, including both law firm and in-house public company experience.
- Excellent interpersonal, written, and oral communication skills.
- Excellent project management skills; strong organization and ability to manage numerous projects simultaneously under deadline pressure in a fast-paced environment.
- Intellectual, professional, and interpersonal agility and flexibility, with strong analytical and problem-solving skills.
- Team-oriented and able to collaborate effectively with business clients and other legal department members.
- Unquestioned ethics and integrity, sound judgment, and high tolerance for ambiguity.
Nice To Haves
- Experience with financial services and/or technology companies.
Responsibilities
- Provide strategic legal advice and support to senior management, influencing business strategy and decision-making.
- Anticipate regulatory and legal risks and proactively design strategies to manage them.
- Perform legal and regulatory compliance risk assessments, propose solutions, and help advance business objectives.
- Manage escalations, collaborate across teams, and develop solutions that enable business partners to achieve their goals.
- Build strong working relationships with business counterparts across the enterprise to deliver effective legal services.
- Ensure compliance with relevant laws and regulations and lead adoption of legal technologies and best practices.
- Manage legal risks and safeguard PayPal’s legal interests through forward-looking risk management strategies.
- Provide industry expertise, stay current on legal trends, and influence industry standards.
- Advise on SEC and NASDAQ reporting and compliance, including periodic reports, Section 16 filings, annual reports, earnings releases and calls, investor presentations, Regulation S-K, Regulation FD, non-GAAP measures, anti-fraud requirements, and risk factor and litigation disclosures.
- Oversee the annual proxy statement and stockholders meeting, including executive compensation disclosure, stockholder proposals and no-action requests, and investor and proxy-advisor engagement on say-on-pay and governance matters.
- Advise on securities-law aspects of executive and equity compensation, including share reserves, stockholder approval requirements, Form S-8 filings, Section 16 reporting for equity awards, and clawback policy compliance.
- Support the insider trading policy and program, including trading windows, 10b5-1 plans, and trading clearance.
- Support Board of Directors and Board committee matters, including materials and minutes, and advise on Delaware law, charter and bylaws, governance guidelines, committee charters, independence, and related-party transactions.
- Provide legal support for global subsidiary governance and Treasury activities, including share repurchase programs, registered debt offerings, and corporate finance matters.
- Collaborate with and manage in-house attorneys, PayPal personnel, and outside counsel, and work with senior executives and partners across relevant business and corporate functions.
Benefits
- Annual performance bonus, equity, or other incentive compensation, as applicable.
- Generous paid time off.
- Healthcare coverage for employees and their families.
- Resources to support financial security and mental health.
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What This Job Offers
Job Type
Full-time
Career Level
Director
Education Level
Ph.D. or professional degree
