Warner Bros. Discovery is hiring: Head of Legal - Capital Markets, M&A, Real Es

Overview Head of Legal - Capital Markets, M&A, Real Estate, and Corporate Secretary role at Warner Bros. Discovery. Responsible for leading Mergers & Acquisitions, Capital Markets, and Corporate Secretary functions, overseeing corporate governance, securities compliance, public company reporting, and board operations. Advises on strategic transactions, treasury activities, shareholder engagement, executive compensation, and sustainability reporting compliance. Your New Role Discovery Global is seeking a senior legal executive to lead Mergers & Acquisitions, Capital Markets, and Corporate Secretary functions for the company. This role will oversee all corporate governance, securities compliance, public company reporting, and board operations, while also advising on strategic transactions, treasury activities, shareholder engagement, and executive compensation. Additionally, the position will lead sustainability reporting initiatives, including enhancing the company’s environmental and sustainability reporting capabilities, and ensuring compliance with emerging regulatory frameworks in the U.S. and internationally. The role encompasses responsibility for M&A transactions, joint venture formation, divestitures, and global real estate matters, managing the interconnected and cross-functional nature of these transactions across legal, finance, operations, and corporate strategy. This leader will partner closely with senior executives, the Board of Directors, and key functional stakeholders across treasury, finance, accounting, investor relations, corporate communications, CSR, and legal. Your Role Accountabilities Securities Compliance & SEC Reporting Ensure compliance with all SEC and Nasdaq requirements, including Forms 10-K/10-Q, proxy statements, Forms S-3/S-8, Reg G, Form 8-K, Section 16 Reporting, and other applicable disclosure obligations. Partner with technical accounting/SEC reporting, investor relations, and finance teams to ensure accurate, timely, and compliant disclosures. Oversee preparation and review of periodic filings, earnings releases, shareholder communications, and proxy statements. Collaborate with Corporate Communications on proxy, sustainability reports, and other corporate governance-related messaging. Collaborate with Investor Relations on shareholder engagement and outreach strategies. Advise senior executives and the Board on securities law developments, disclosure trends, and compliance strategies. Corporate Governance & Board Secretary Serve as Secretary to the DG Board of Directors, ensuring effective governance processes and adherence to corporate bylaws and governance guidelines. Partner with the CLO to drive effective communication between the Board/Board Chair, CEO, senior management, and Legal on agendas, materials, and presenters. Advise the Board and senior management on corporate governance matters, executive compensation, and shareholder engagement strategies. Manage annual and special meeting processes, including agenda setting, materials preparation, and minutes. Guide the Board through governance and compensation considerations during periods of strategic challenge and transition. Mergers & Acquisitions / Capital Markets / Strategic Transactions Lead and manage the legal aspects of mergers, acquisitions, divestitures, joint ventures, and global real estate transactions. Navigate the interconnected and cross-functional nature of these transactions, collaborating across legal, finance, tax, HR, technology, operations, and communications teams to achieve optimal outcomes. Provide strategic legal support for deal structuring, due diligence, negotiation, execution, and post-closing integration. Advise on financing transactions, capital markets offerings, and related disclosure requirements. Draft, review, and negotiate transaction documents in partnership with internal and external counsel. Treasury Support Provide agile legal advice to the Treasury team as they strategically manage the company’s debt portfolio. Support debt issuances, refinancing activities, and capital structure initiatives, ensuring compliance with all applicable laws and contractual obligations. Global Entity Management Manage DG’s 450 global subsidiaries and joint ventures, including entity creation, dissolution, and rationalization efforts. Oversee enterprise-wide initiatives such as the Global Subsidiary Initiative (GSI) and special projects, managing expectations on timing and outcomes. Sustainability Reporting Establish and lead DG’s sustainability reporting function, ensuring alignment with global standards and frameworks (e.g., SASB, TCFD, GRI). Prepare for and ensure compliance with new regulatory requirements. Qualifications & Experience JD from an accredited law school; active bar membership in good standing. 15+ years of legal experience with significant focus on public company compliance, corporate governance, executive compensation, capital markets, and M&A transactions. 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 of Directors and senior leadership on governance, shareholder engagement, and executive compensation matters. Experience managing complex, cross-border M&A transactions and navigating their interconnected nature 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 preparedness. How We Get Things Done This section outlines our guiding principles and values. You can find them at www.wbd.com/guiding-principles/ and we invite discussion during your interview. Inclusion & Accessibility Warner Bros. Discovery is an equal opportunity employer. We consider qualified candidates on the basis of merit without regard to race, color, religion, national origin, gender, sexual orientation, gender identity or expression, age, mental or physical disability, or any other category protected by law. If you require adjustments or accommodations during the application process, please visit our accessibility page for instructions to submit your request. Compensation information is provided where legally required. Base pay ranges are provided as applicable; actual salaries vary by location, experience, and performance. Pay includes base salary plus other rewards such as bonuses and incentives. Benefits include health insurance, retirement savings, paid holidays and leave, and wellness programs. #J-18808-Ljbffr