Corporate Counsel

Job Description

Job Description

Pantheon is seeking our first in-house legal hire to build the legal, governance, and compliance infrastructure that will support the company's next stage of growth.

As Corporate Counsel, you'll be a trusted advisor to the leadership team, partnering across the business on strategic partnerships, commercial transactions, fundraising, employment matters, corporate governance, and operational decision-making. You'll balance legal risk with business objectives while building the systems, processes, and standards that enable Pantheon to scale.

This is an ideal opportunity for an attorney who enjoys building from the ground up, thrives in fast-paced environments, and wants broad exposure across legal, finance, operations, and company strategy. As our first in-house legal hire, you'll have the opportunity to shape how legal operates at Pantheon from day one.

What You'll DoCommercial & Strategic Partnerships

• Draft, review, negotiate, and manage a broad range of commercial agreements, including:

  • Confidential Disclosure Agreements (CDAs)

  • Master Services Agreements (MSAs)

  • Statements of Work (SOWs)

  • Research collaborations (SRAs, MTAs and related agreements)

  • Consulting and advisor agreements

  • Vendor and SaaS agreements

  • Clinical and academic partnership agreements

• Partner with scientific and business leaders to structure collaborations with universities, hospitals, CROs, CDMOs, pharmaceutical companies, and strategic partners.

• Develop standard contract templates, negotiation playbooks, and approval workflows that improve contract turnaround times while maintaining appropriate risk management.

• Provide practical, business-oriented legal guidance that enables teams to move quickly while appropriately managing risk.

Corporate Governance, Financing & Equity

• Lead corporate governance activities, including Board and stockholder approvals, resolutions, and corporate recordkeeping.

• Coordinate financing transactions and support investor diligence efforts.

• Prepare governance documents, legal entity filings, and materials required for Board and corporate actions.

• Coordinate annual corporate compliance requirements and 409A valuations.

• Own equity administration through Carta, including option grants, Board approvals, and cap table management in partnership with outside counsel.

• Build and maintain diligence materials for fundraising and strategic transactions.

• Serve as Corporate Secretary for the company, maintaining corporate records, governance documents, Board materials, and legal entity records.

Employment Compliance & HR Administration

• Prepare and manage employment documentation, including employment agreements, separation agreements, and other personnel documentation.

• Maintain employee personnel files and employment records.

• Partner with the People team on employment-related legal issues, policy interpretation, workplace investigations, and compliance matters.

• Advise leadership and the People team on day-to-day employment law questions and workplace matters.

• Maintain employee handbook and employment policies in partnership with the People team.

• Support leave administration and employment compliance.

• Lead HR compliance audits and employment-related due diligence.

Legal Operations & Corporate Compliance

• Serve as the primary point of contact for outside legal counsel and determine which matters should be handled internally versus escalated.

• Develop legal templates, playbooks, and approval workflows that enable business teams to execute routine agreements efficiently while appropriately managing risk.

• Manage legal budgets and outside counsel relationships across corporate, employment, IP, and other specialty areas.

• Own the company's legal, compliance, and corporate governance calendar.

• Maintain legal systems, document repositories, and corporate records.

• Partner with Finance to oversee procurement and negotiate commercial terms for strategic vendors and service providers.

• Own the company's corporate insurance program, including renewals, broker relationships, and risk management activities.

• Build scalable processes for legal, compliance, procurement, and corporate administration.

• Ensure the company is prepared for audits, financing diligence, strategic partnerships, and other compliance reviews.

What We're Looking For

• J.D. from an accredited law school and active membership in CA, NY or MA.

• 5-7 years of legal experience, including experience supporting venture-backed technology or life sciences companies.

• Experience at a leading law firm and/or as in-house counsel at a high-growth startup.

• Strong experience negotiating commercial agreements and advising cross-functional business teams.

• Experience with venture-backed corporate governance, financing transactions, and equity administration.

• Excellent business judgment with the ability to balance legal risk against business objectives.

• Comfortable operating independently and exercising sound judgment in a fast-moving, ambiguous environment.

• Strong relationship builder who enjoys working across scientific, technical, and business teams.

Nice to Have

• Experience supporting biotechnology, therapeutics, diagnostics, or life sciences companies.

• Experience negotiating research collaborations with universities, hospitals, CROs, or pharmaceutical companies.

• Familiarity with Carta, venture-backed equity administration, and startup financings.

• Experience with employment law and HR compliance.

• Experience building legal operations within a growing startup.

At Pattern Bio, we design biological circuits at the intersection of synthetic biology and AI for cell-specific targeting of cancer tissue. By integrating data-driven design into every step—from DNA constructs to AAV-based delivery systems—we are building precise, rationally engineered, curative therapies. Our cohesive and driven team in South San Francisco is dedicated to curing cancer and saving lives.