Sr Corporate Counsel

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.

What You’ll Do

• Advises on Corporate Governance and Securities Matters

• Supports corporate governance and SEC reporting matters

• Drafts, reviews, and advises on SEC filings, including Forms 10-K, 10-Q, 8-K, proxy statements, registration statements, and Section 16 filings

• Prepares and reviews board and committee materials, resolutions and minutes, and supports subsidiary governance and entity management

• Engages with the Board and committees, including advising on governance and disclosure considerations

• Partners with Finance and Investor Relations to run the earnings-cycle process, including alignment across messaging, Q&A, investor materials, and supporting disclosures

• Supports annual meeting and proxy processes, including disclosure and shareholder engagement

• Advise on capital market activities, as needed

• Provides 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

• 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

• 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

• Proven ability to work cross-functionally

• Demonstrated ability to balance legal risk with commercial objectives in a fast-moving environment

Qualifications

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

Pay

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

F5 maintains broad salary ranges for its roles in order to account for variations in knowledge, skills, experience, geographic locations, and market conditions, as well as to reflect F5’s differing products, industries, and lines of business. The pay range referenced is as of the time of the job posting and is subject to change.

You may also be offered incentive compensation, bonus, restricted stock units, and benefits. More details about F5’s benefits can be found at the following link: https://www.f5.com/company/careers/benefits.

EEO Statement

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.