Hybrid Principal Legal Counsel – M&A, Securities, Corporate Governance

at Medtronic

• Job title: Principal Legal Counsel – M&A, Securities, Corporate Governance
• Job type: Full Time
• Experience level: Lead
• Salary: $160,000 - $240,000 per year
• Degree requirement: Professional Certificate
• Location requirements: Hybrid, Northridge, United States

About the role

• Principal Legal Counsel role supporting Medtronic's Diabetes MiniMed business during its separation. Involves legal aspects of M&A transactions, corporate governance, and board management.

Responsibilities

• Leading or supporting all legal aspects of M&A transactions, including structuring, due diligence, negotiation of term sheets and definitive agreements, and closing activities.
• Drafting, reviewing, and negotiating a wide range of transaction-related documents, including purchase agreements, investment agreements, joint venture agreements, transition services agreements (TSAs), supply agreements, license agreements, and ancillary documents.
• Advising on regulatory, compliance, antitrust, privacy, and industry-specific issues relevant to transactions in the medical device and healthcare sectors.
• Providing legal guidance during post-closing integration, including IP transfers, supply chain transitions, employee matters, and regulatory approvals.
• Ensuring compliance with all laws and regulations relevant to areas of corporate responsibility, including securities laws and NYSE listing standards.
• Advising on reporting/disclosure requirements, including the preparation of periodic reports and other filings required by the SEC and the NYSE, including registration statements, Forms 10-K, Forms 10-Q, and Forms 8-K.
• Providing legal and corporate governance support for matters related to the Company’s Board of Directors, including preparation of meeting materials.
• Proactively monitoring and advising on corporate governance, legal, regulatory, and other developments to ensure compliance with changing requirements.
• Participating in shareholder communications and engagement.
• Supporting Treasury department, including financing transactions and credit-facility compliance.
• Ensuring effective corporate governance by assisting with the management of board operations, maintaining corporate records, ensuring regulatory compliance, and advising leadership on governance and disclosure matters.

Requirements

• Juris Doctor from a top tier, nationally recognized law school
• Licensed and in good standing to practice law in at least one state or the District of Columbia
• 5+ years of experience practicing in areas of securities, corporate governance, and corporate transactions, with experience in large law firms as well as in-house counsel roles
• Familiarity with healthcare, medical device, life sciences, or other highly regulated industries.
• Experience working with public or private company Boards of Directors, and executive-level management on corporate governance matters.
• Strong judgment and ability to provide practical, effective counsel and identify alternative solutions to complex problems.
• Strong work ethic and team-oriented approach, with the ability to connect with people and build trust.
• Ability to work collaboratively and effectively in a fast-paced environment and manage multiple projects simultaneously.
• Excellent communication skills (oral and written) and strong interpersonal skills with the ability to work across departments and externally; must be proactive in providing counsel to relevant stakeholders.
• A solution-oriented team player, who remains calm under pressure.
• Executive Presence, with strong interpersonal and presentation skills and the ability to communicate effectively with senior executives.
• Problem-solver with the ability to drive resolution in challenging situations.

Benefits

• Health, Dental and vision insurance
• Health Savings Account
• Healthcare Flexible Spending Account
• Life insurance
• Long-term disability leave
• Dependent daycare spending account
• Tuition assistance/reimbursement
• Incentive plans
• 401(k) plan plus employer contribution and match
• Short-term disability
• Paid time off
• Paid holidays
• Employee Stock Purchase Plan
• Employee Assistance Program
• Non-qualified Retirement Plan Supplement (subject to IRS earning minimums)
• Capital Accumulation Plan (available to Vice Presidents and above, or subject to IRS earning minimums)