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Senior Legal Counsel – Executive Compensation, Securities and Corporate Governance

JR-0000050742 Requisition #

Western Digital  


The next big thing in data is you!


  • Advises on a broad range of executive compensation matters, including with respect to compensation program design and structure and the impact of design decisions
  • Provides legal advice concerning current compensation practices and assists with monitoring these practices in light of changing best practices
  • Advises on corporate governance matters relating to executive compensation
  • Provides substantial legal support on proxy statements, with a focus on CD&A and compensation tables
  • Responsible for other compensation-related SEC filings, including 8-K and Section 16 filings and registration statements
  • Assists with preparation of Board of Directors and Compensation Committee meeting materials
  • Provides legal and tax advice relating to stock-based compensation programs (including the employee stock purchase plan, restricted stock units and performance stock units)
  • Advises on deferred compensation, Section 409A matters and Section 280G matters
  • Advises on compensation matters relating to M&A transactions and structuring of integration
  • Supports outreach to institutional shareholders and proxy advisory services
  • Assists with securities matters as part of the broader Securities and Corporate Governance team
  • Develops strong working relationships and trust with members of Global Stock Administration, HR, Tax, Finance, Corporate Development, other functional groups and business units
  • Works under general direction of and keeps supervisor informed as projects proceed
  • Recommends policy, process and/or practice changes with impact on one or more functional groups or business units
  • Effectively manages outside counsel


  • J.D. degree from accredited law school (top 50 law school strongly preferred).
  • Current member of the California bar in good standing4 to 7 years’ experience practicing at a national law firm or at a national law firm plus as an in-house attorney
  • Strong executive compensation experience and familiarity with stock-based compensation programs, including related tax and plan design issues
  • Experience working for and/or representing publicly traded companies
  • Understanding of Section 16 and other SEC rules and requirements
  • Demonstrated ability to proactively identify, analyze and resolve issues, anticipate the needs of clients and supervisors and provide business-focused and practical legal advice with a high degree of integrity
  • Ability to effectively communicate legal issues in a clear and understandable manner  
  • Demonstrated ability to inspire trust and confidence through effective communication and interpersonal skills
  • Strong presence and the ability to work effectively within a team of securities and corporate governance lawyers and with other functional groups and business units (HR, Global Stock Administration, Finance, Tax, etc.), outside counsel and senior-level executives
  • Strong work ethic and ability to produce high quality work under deadline pressures
  • Self-starter with an appetite for problem-solving and ability to “own” projects and see goals through to completion
  • Ability to exercise independent judgment and manage multiple projects simultaneously
  • Good sense of humor, positive attitude and ability to stay calm and collected under pressure


The future. It’s on you. You & Western Digital.

We’ve been storing the world’s data for more than 50 years. Once, it was the most important thing we could do for data. Now we’re helping the world capture, preserve, access and transform data in a way only we can.

The most game-changing companies, consumers, professionals, and governments come to us for the technologies and solutions they need to capture, preserve, access, and transform their data.


But we can’t do it alone. Today’s exceptional data challenges require your exceptional skills. It’s You & Us. Together, we’re the next big thing in data.


Western Digital® data-centric solutions are found under the G-Technology™, HGST, SanDisk®, Tegile™, Upthere™, and WD® brands.

Western Digital is an equal opportunity employer.


Western Digital does not discriminate on the basis of race, color, ancestry, religion (including religious dress and grooming standards), sex (including pregnancy, childbirth or related medical conditions, breastfeeding or related medical conditions), gender (including a person’s gender identity, gender expression, and gender-related appearance and behavior, whether or not stereotypically associated with the person’s assigned sex at birth), age, national origin, sexual orientation, medical condition, marital status (including domestic partnership status), physical disability, mental disability, medical condition, genetic information, protected medical and family care leave, Civil Air Patrol status, military and veteran status, or other legally protected characteristics. We also prohibit harassment of any individual on any of the characteristics listed above. Our non-discrimination policy applies to all aspects of employment. We comply with the laws and regulations set forth in the "Equal Employment Opportunity is the Law" poster.

Federal and state laws require employers to provide reasonable accommodation to qualified individuals with disabilities.  Please tell us if you require a reasonable accommodation to apply for a job or to perform your job.  Examples of reasonable accommodation include making a change to the application process or work procedures, providing documents in an alternate format, using a sign language interpreter, or using specialized equipment. If you need any accommodation or assistance with our career site, please contact us at staffingsupport@wdc.com.

Western Digital participates in the E-Verify program in the US. For more information click hereEste empleador participa in E-Verify.



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