Head of Legal - Capital Markets, M&A, Real Estate, and ...

OverviewHead of Legal - Capital Markets, M&A, Real Estate, and Corporate Secretary at Warner Bros. Discovery. This senior legal role leads Mergers & Acquisitions, Capital Markets, and Corporate Secretary functions, overseeing corporate governance, securities compliance, public company reporting, and board operations. The role also advises on strategic transactions, treasury activities, shareholder engagement, and executive compensation, and leads sustainability reporting initiatives to align with evolving regulatory frameworks in the U.S. and internationally.The position encompasses responsibility for M&A transactions, joint venture formation, divestitures, and global real estate matters, coordinating across legal, finance, operations, and corporate strategy. You will partner with senior executives, the Board of Directors, and key stakeholders across treasury, finance, accounting, investor relations, corporate communications, CSR, and legal.Your ResponsibilitiesSecurities Compliance & SEC Reporting: Ensure compliance with SEC and Nasdaq requirements (Forms 10-K/10-Q, proxy statements, Forms S-3/S-8, Reg G, Form 8-K, Section 16 Reporting, and related duties); collaborate with technical accounting/SEC reporting, investor relations, and finance to ensure accurate disclosures; oversee preparation and review of periodic filings, earnings releases, shareholder communications, and proxy statements; coordinate with Corporate Communications on proxy and sustainability reports; collaborate with Investor Relations on shareholder engagement; advise on securities law developments and compliance strategies.Corporate Governance & Board Secretary: Serve as Secretary to the DG Board of Directors; drive governance processes; partner with the CLO to facilitate communication between Board, CEO, senior management, and Legal; advise on governance, executive compensation, and shareholder engagement; manage annual and special meetings, agenda setting, materials preparation, and minutes.Mergers & Acquisitions / Capital Markets / Strategic Transactions: Lead legal aspects of mergers, acquisitions, divestitures, joint ventures, and global real estate transactions; coordinate across functions to achieve optimal outcomes; provide strategic deal structuring, due diligence, negotiation, execution, and post-closing integration; advise on financing transactions and capital markets offerings; draft and negotiate transaction documents with internal and external counsel.Treasury Support: Provide agile legal advice to the Treasury team for debt portfolio management; support debt issuances, refinancings, and capital structure initiatives, ensuring compliance with laws and contracts.Global Entity Management: Manage DG’s global subsidiaries and joint ventures, including entity creation/dissolution and the Global Subsidiary Initiative (GSI) with project governance and timing oversight.Sustainability Reporting: Establish and lead sustainability reporting aligned with global standards (e.g., SASB, TCFD, GRI); prepare for and ensure compliance with new regulatory requirements.Qualifications & ExperienceJD from an accredited law school; active bar membership in good standing.15+ years of legal experience with emphasis on public company compliance, corporate governance, executive compensation, capital markets, and M&A.Demonstrated leadership in mergers, acquisitions, divestitures, joint ventures, and global real estate transactions.Extensive experience advising Boards and senior leadership on SEC and Nasdaq compliance, disclosure, and reporting requirements.Proven ability to advise Boards and senior leadership on governance, shareholder engagement, and executive compensation matters.Experience managing complex, cross-border M&A transactions and coordinating with multiple business functions.Strong understanding of treasury operations and debt portfolio management.Exceptional drafting, negotiation, and communication skills.Ability to manage large-scale global entity portfolios and streamline governance processes.Demonstrated leadership in sustainability strategy, initiatives, and regulatory pensation & BenefitsCompensation: Pay Range: $357,420.00 - $663,780.00 per year. Base pay is one component of Warner Bros. Discovery’s total compensation package, which may include annual bonuses, incentives, and program-specific awards. The company also offers benefits such as health insurance, wellness programs, life and disability insurance, retirement savings, paid holidays, sick time, and clusion and Accessibility: Warner Bros. Discovery is an equal opportunity employer and provides accommodations for applicants with disabilities during the recruitment process upon request. #J-18808-Ljbffr

Created: 2025-09-17