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Senior U.S Securities and Transactional Counsel

Nebius· Legal
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Hybrid (London / Tel Aviv)Posted 1mo ago

About the role

Senior U.S. Securities and Transactional Counsel to lead U.S. securities law compliance for a Nasdaq-listed foreign private issuer, overseeing SEC reporting, disclosure, NASDAQ compliance, and advising on US transactional matters including financing, M&A and other strategic transactions.

Responsibilities

  • Lead preparation and timely filing of all periodic and other SEC reports, including Forms 20-F and 6-K, and Section 16 filings.
  • Manage disclosure controls and procedures; coordinate with Finance and external auditors to support SOX Section 302 and 404 compliances.
  • Draft and/or review press releases, earnings scripts, and investor materials; own disclosure compliance program.
  • Advise on Rule 10b5-1 plans and related securities law requirements.
  • Advise on Board and committee governance, director and officer matters, and the company’s annual governance cycle under US Securities Law and NASDAQ listing standards.
  • Ensure compliance with SEC Rules on matters such as related-party transactions and other corporate governance matters.
  • Monitor developments in SEC Rules, NASDAQ listing standards and relevant U.S. public-company governance requirements.
  • Advise on securities law aspects of equity and debt capital markets transactions, including equity and convertible note offerings, ATM programs, and Rule 144A / Reg S debt offerings.
  • Negotiate underwriting agreements, purchase agreements, indentures, and related transaction documents; coordinate with underwriters' counsel and trustee.
  • Manage registration statements and prospectus supplements; advise on related EDGAR filings.
  • Advise on securities law compliance for convertible notes, warrant issuances, and equity-linked instruments.
  • Provide securities law counsel across the full M&A lifecycle — from structuring and due diligence through signing, regulatory filings, and closing.
  • Advise on representations and warranties related to securities law compliance.

Qualifications

  • J.D. from an accredited law school; active bar admission in at least one U.S. jurisdiction.
  • At least 7 years of relevant experience in US securities law and public-company matters; mix of top-tier law firm and in-house experience strongly preferred.
  • Deep expertise in Exchange Act reporting, SOX, Regulation FD, and NASDAQ governance rules.
  • Proven experience with capital markets transactions (equity and debt) and public M&A.
  • Exceptional drafting and communication skills; sound judgment and ability to work independently at a senior level.

Skills

Required:US securities lawSEC reportingCapital markets transactionsM&A advisoryDrafting & negotiation

Benefits

  • Competitive compensation
  • Career growth and learning opportunities
  • Flexibility and ownership
  • Collaborative and innovative culture
  • Opportunity to work on impactful AI projects
  • International environment and talented teams
Last updated Sep 9, 2026. Interested? Apply on the company site.
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