Principal Counsel, Corporate

Perplexity AI is seeking a Principal Counsel, Corporate to manage corporate governance, equity, and financing matters, driving transactions and building legal infrastructure in a fast-paced environment. Perplexity AI is looking for a Principal Counsel, Corporate to serve as the company’s primary lawyer for corporate governance, equity, and financing matters. In this role, you’ll own the full corporate legal lifecycle, from board and stockholder governance and equity administration to financings, secondary transactions, and entity management as we scale globally.

• •Lead corporate governance for Perplexity and its subsidiaries, including board and committee meeting preparation, agendas, minutes, resolutions and written consents, charters, organizational documents, corporate policies, and the corporate records that keep the company well-governed as it scales.
• •Structure, draft, and negotiate equity and debt financings from term sheet through closing, including preferred stock financings, credit facilities, convertible instruments, and related diligence and closing deliverables.
• •Own secondary transactions and liquidity programs, including tender offers, company repurchases, direct secondaries, transfer approvals and the related stockholder communications and consents.
• •Partner with Finance, Accounting, Tax and People on equity compensation and cap-table administration, including option and RSU grant processes, 409A valuations, pool sizing and refreshes, fully diluted share reconciliation, and Carta hygiene.
• •Support M&A, acquihires, strategic investments, and other corporate transactions, including structuring, diligence, definitive agreement negotiation, closing, and post-closing integration, and manage outside counsel to budget and schedule.
• •Build and scale corporate legal infrastructure, including consent and resolution precedent libraries, grant and vesting exhibit templates, signature and approval workflows, entity management systems, and formation and foreign-qualification processes for domestic and international expansion.
• •Support corporate readiness workstreams, including audit support, internal controls over corporate approvals, subsidiary governance, and the sequencing of policies and processes that position the company for future financing or public-company requirements.
• •Monitor legal and market developments affecting private-company governance, equity, and securities matters, and translate them into practical guidance for the executive team and the board.