Senior U.S Securities and Transactional Counsel

The role

This person will serve as the primary legal expert on U.S. securities law and US requirements for a NASDAQ-listed foreign private issuer. They will lead SEC reporting, disclosure, and NASDAQ compliance while supporting US transactional matters including financing and M&A.

What you will do

• 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 and coordinate with Finance and external auditors for SOX compliance.
• Draft and review press releases, earnings scripts, and investor materials.
• Advise on Rule 10b5-1 plans and related securities law requirements.
• Advise on Board and committee governance, director and officer matters, and the annual governance cycle.
• Ensure compliance with SEC Rules on matters such as related-party transactions.
• 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.
• Negotiate underwriting agreements, purchase agreements, indentures, and related transaction documents.
• Provide securities law counsel across the full M&A lifecycle.

Required 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
• 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

Nice to have

• mix of top-tier law firm and in-house experience

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

Before you apply

• Applicants must be authorized to work in the country in which they apply
• will be required to provide proof of employment eligibility as a condition of hire

About the company

Nebius is building a full-stack AI cloud platform that supports developers and enterprises. It is listed on Nasdaq (NBIS) and headquartered in Amsterdam.