#72 - Moderna GC's AI Strategy

Hello, everybody, and welcome to Pearls on Gloves Off. I'm your host, Mary o', Carroll, chief operating officer at Goodwin. Today I'm joined by someone whose name is practically synonymous with innovation in our little corner of the legal world, Shannon Time Klinger. She is the chief legal officer at Moderna, and if that wasn't enough, she's also the president of Moderna's charitable foundation. Over the past decade, Shannon has been one of the standout voices in legal leadership. She was named recently by the Financial Times as one of the most innovative and influential general counsels of the last 20 years. And if you look at her career from Novartis to Moderna, across roles spanning legal compliance, risk, ESG and others, it's easy to see why. In this episode we talk about what it means to lead in times of massive uncertainty and why being purpose driven matters. How she thinks about innovation, how she's harnessing AI and data to build a more agile future ready legal team, and how important it is to establish a strong culture of trust and risk taking in her department. We also get into the evolving role of the general counsel, how the demands have shifted, what skills matter most, and how Shannon sees legal ops as not a behind the scenes function, but as a true driver of business transformation. I love the way Shannon is thinking about how to drive value through her function and to empower people to make decisions. She's a model for what many of us hope to see from gcs and clos that we choose to work for. I hope that you enjoyed this conversation today as much as I did.

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All right, Shannon, great to see you.

Nice to see you.

Thanks for being here. I've been excited to talk to you because we've known each other for some time, but your name has been synonymous in our little world for being innovative. And I know I said congratulations to you last week about being named by the Financial Times as one of the most innovative and leading GCs over the last two decades. So I think that's a pretty big distinction. Tell me, what does that mean to you to be innovative? Is that something that you intentionally try to do? Is that just something that's core to the way you operate? Tell me, what does that word mean and how do you think about it?

It's a great question. I think. Let's start with the industries that I've chosen to focus myself in from a professional perspective, industries that are based on research and development, based on curiosity, on forming hypocrisies, on finding better ways to do things right. Whether that's medicine, whether it's the work I'm doing with Pursuit on their strategic advisory board and thinking differently about how we leverage technology. You know, for me it stems from a fundamental and innate curiousness, but a curiousness that allows us to embrace new opportunities, to be even better versions of ourselves and ultimately to be better versions of ourselves to impact humanity.

That's amazing. And the AI piece, of course, is changing the way that we all work and deliver services. I happen to know your team very well and your legal ops leader, Jeff, so shout out to him. And I know the way that you think about the functions on your teams, the role on your teams, and just even technology and AI on your teams are pretty forward thinking. And you've been at it kind of before it was in vogue. And I know that you're using AI or have been using AI for years now, generative AI, even when it was very new. So we'd love to just kind of hear how you guys are thinking about harnessing generative AI on your team and why you guys jumped in earlier than most.

Yeah. So maybe to start first with the why we're all on a mission again to be the best versions of ourselves. And maybe we start at the beginning with which is I do not believe AI will replace lawyers. I do believe AI will replace those lawyers who don't learn how to harness AI to do even more and to drive even, even greater impact. And so for us, as a function, our journey actually started partnering with our digital colleagues in what was then the first of its kind collaboration with OpenAI. At the time, OpenAI had no enterprise instance. And so some of my young lawyers were actually working on the deal to get that collaboration together, who were curious and how do we protect confidential information? What is AI? What are LLMs? What's generative AI? Now we're talking about things like reasoning models and agentic AI, but we started the journey actually providing strategic counsel to the business. And the lawyers who were working on that deal came to us and said, this is potentially game changing. Think about how many questions is a function we get asked that self service works great for if you create the right GPT, the right model. Think of your 200 page supply agreement and somebody in the business wants to know what's the termination provision? This contract, the old version of how the legal Department supported our business would be dutifully for the legal department to pull up and find that document, pull it out of a contract management system, do a little find, seek in word or in the PDF document itself. If you had OCR that you laid on top of that, read it, read a few more provisions, craft the email, get the email back to the business. That is that takes time to do all of those things right. And now you we've created for our key contracts. Actually each key contract has its own GP and the business has those GPTs where 90% of the questions they have are easily answered in the context of interacting with the GPT online. That frees the team up to be a lot more strategic in where they're playing up the curve of the complexity and sophistication of our business. But it also allows faster turnaround time when you think about that self service. And so we started with that, that's large language models sort of started with let's how you process big batches of data. And as we've seen just in the last two years, the technology as you're very well aware of in your space as well, is exponentially reinventing itself every quarter almost, it seems like there are additional advances. I mentioned reasoning and I mentioned, you know, the agency models. To Jeff's point, I expect by the end of this year he will have two agents reporting to him, one in the contract space and another one in the ediscovery space where you can use agents to crawl over and create pipelines into information in a secure enterprise ecosystem. So not putting any information at risk, but where they can be doing a lot of that work that before you task the paralegal with or Jeff would have to do himself. And so I think for us, because we are in a company that encourages that experimentation, we're at a function where I hope my team would tell you we want to fail and fail fast. But it isn't the fear of getting it wrong that drives us, it's actually the promise of getting it right and what that's going to mean for us.

I love that perspective because the what could go wrong seems to be where everyone jumps. And what I was going to ask you is you're telling me all this about work with OpenAI in the early days and you know, really going first. What made you feel like that was okay? You know, weren't you hearing all the voices externally, internally, maybe even in your head saying, I don't know, there's a lot that could go wrong? You know, it could give you Hallucinations, it could give your stakeholders the wrong answer and then the downstream effects of that would be just catastrophic. Like, how could you sleep at night knowing this?

It's a great question. I think part of it comes back to we're an entrepreneurial organization that fails fast, whether it's in science or in anything else. And so it's taking that mindset, which isn't a functional mindset. Lawyers, I think if you cross the spectrum, you would say, tend to be a little bit more risk averse, a little bit more focused on all the things that could go wrong as opposed to the promise of what could go right. We decided to suspend all of those sort of cultural attributes from a functional perspective and lean in instead to the art of the possible. What if you could do this? And so what are the use cases around? What if and then what do we need to build to start to mitigate those questions in the back of your mind about what could go wrong? And the big one for us is when we first started talking to OpenAI, they didn't have the ability to do an enterprise instance. And we very quickly said, we love your technology, but it will not work for businesses if we don't create the ability to not to have our information. Train your models. You know, I don't want my algorithmic sequences for the next checkpoint vaccine for moderna out on the world wide web. As it turns out, that's bad for business, bad for how we think about our science and keeping private things and sensitive things sensitive. And so we got to work with them to help us understand that. Because from their perspective, right. First recall even back then nonprofit thinking about things differently, they were thinking about democratizing this innovation. Right. That they came in. So sort of how do you grow up together? And I'd like to think we helped provide business context that they've since grown, grown past and been able to lean in. But it was only possible if the team was willing to experiment in a sandbox before you did things that created risk, to talk about the risk, talk about the opportunity and find the right path forward. And I think we'll always be getting better at that as the technology evolves. Every time we get a new instance. You know, as we moved to agentic is, now we're moving to reasoning. There's a lot of beta tests in the background with the core group of business leaders. And I'm really proud to say I've got two or three lawyers that are part of that core team and they're experimenting as users. They're not Experimenting as lawyers in terms of what can go wrong. They learn both, but they're really there to say, how can we harness this technology to enable us to build the foundation of an organization that is AI enabled and which then allows our people again to do work that far exceeds perhaps what Others may think 3, 4, 5 years qualified, but doing great work because they've got a coach, they've got a junior associate, they've got access to information just in a different way.

That's so great. And there's so much to rolling that out successfully and getting people to experiment. And I think a lot of this is playing with it and seeing the art of the possible and then kind of opening your eyes to try more things. How was it getting the rest of your legal department okay with it? I mean, the setting the culture from the top is obviously really important and you making it a safe place. But did you have to put restrictions about what they could and couldn't do, or did you kind of just say, have at it? And I like to say, what's the worst that could happen?

So I don't have kids, but I have nieces who are as close to me as my own daughters would be. And one of the things that was sobering for me as an aunt was, how do you teach your kids to swim? And there's a lot of different philosophy. Some parents, they have the structured swim lessons and you start in the shallow end and the kids learn a little bit of the stroke and they gradually build the confidence and maybe over the course of the summer develop the ability to doggy paddle across the pool. I grew up in a generation where the version of that was you got thrown into the lake and, you know, you figured out how to swim and get back to the back, or you had more systemic and concerning issues. And I think accepting and embracing new technology is a little bit like allowing yourself to be thrown in the deep end and figuring it out. So certainly tone at the top, but I don't mean just in the encouragement that AI will enable us to have a greater impact, which is the why we should embrace it, but also the tone at the top, which is. And we're going to be perfectly imperfect at how we adopt it. At some of the use cases we develop, we're going to have to sometimes call something like, great idea isn't going to work. Let's move on. And that needs to be, I think, a team culture where failure is seen and rewarded because it is the best form of learning as opposed to something to be afraid of. And that's really what I love about being in a nimble growing company like we are here at Moderna. But the other thing is experience, right? What happens when you get thrown into the pond, besides the fact that the water is usually harshly cold, particularly if you grew up in the Midwest like I did, your body starts to take over because they're irritated. Innate reflex that will keep you from drowning. It's the same thing with technology. So what I did is pull my leadership team together and we can imagine this is a podcast, but everybody kind of close your eyes and imagine your most skeptical things. So I pull a leadership off site together and we are going to talk at the time about what people call ChatGPT, right? The very kind of first acquaintance we all started to have with this open app. And we're going to spend two hours and we're just going to experiment with it. Your most skeptical face that you're thinking about right now, I saw that mirrored back in 12 different people, all of whom, without saying it, were entirely confident that this technology would have zero relevance for them and their use cases, whether they were in IP or securities, ethics and compliance, commercial law. Come on. What we need the lawyers, we need to be able to research that and find the statute. And there might be hallucinations, and this is not going to work for us. It might be fine for the business, whoever that is, but it's not going to be fine for us. And two hours later, after everybody started to play with it and put use cases in and realize that you can't use AI in the same way you use Google, in fact, if you do, you're totally missing the point. But if I start to tell my agent, what personality do I want you to assume? What problem am I trying to solve? What areas of externally don't you find information and bring back for me? What tone do I want you to use? What do I not want you to use? And as we started to teach people how to create these Personas and solve their problems one by one over the two hours, the light bulb went off. And it wasn't because of what I was saying, it was because of what they were experiencing. And I think, you know, at Moderna, because AI has been so important to us for so long, we've been developing drugs using AI for a decade. We had what is called an AI academy that started about six to nine months before we entered the partnership with OpenAI. So we had already mandated that our entire workforce goes through this AI academy, taught by some professors from UPenn. To start to get people around this notion of what is AI as opposed to digitalization. And then with that basic background, they could be even more curious. And so I think it's really important to let people experiment in a way where they can feel and see the benefits of technology. Because if you just try to meet people intellectually where they are really tough to get mass adoption.

Yeah. And did you encounter people who felt threatened by this, who are now asking what does this mean for me and my job? Particularly maybe legal assistants, paralegals, junior folks.

It's a natural reaction. I think if you and I were to actually use Google now has multiple models working in it itself, it would tell us that one of the biggest concerns from an organizational design and HR perspective is the disintermediation of huge chunks of work. And what does that mean for our workforce? Knowing that was the case, we started with one of the phrases I've used already, which is AI enablement. We are not trying to replace people, we are not trying to reduce headcount. We are so lean by benchmark here at Moderna compared to other companies of our size. Everyone's biggest complaint in our employee satisfaction surveys was workload, and still is. We don't have enough time today to get things done. So let's instead use this tool as a way to solve that challenge. Not that we're going to do cost cutting or headcount. That isn't why we use AI. But we're trying to solve the challenge of how do you take the more commodity repetitive work that can either be done quickly by AI to give you a huge advantage in your starting point from a legal analysis perspective, or completely outsourced for self service to the business. Which will give me more time to be strategic to think about those issues in the gray where so many of us believe we add value, as in the House legal department, where we get great personal satisfaction. To go home and say we tackled a problem that seemed impossible and we came out takes a little bit of time. And so it's partly that framing to reassure people that the why we're embedding technology. I think there's a lot of skepticism and that requires trust and continually saying, I don't know how many times I've said we need to be AI enabled that we're not replacing. But I'll still continue to say it, to just get rid of that nagging doubt that might be in the back of people's minds that would keep them from embracing where we are from a technology perspective.

Yeah, it's so exciting. You mentioned kind of some of the self service things you're allowing the business to access. Are there other examples of the way that your team has started to find generative AI to be useful in changing the way that you work?

Yeah, so we have a number, a number of GPTs that we use. We talked about the contracting one and so we've now rolled out across all of our contracting functions, whether that's buy side for us. So think broadly your procurement function and all the things one much buy for an organization or the sell side, the organizations with whom we contract to be able to sell Moderna products out into the world that allow people to have access to those in pharmacies. Those are all done now through contract facilitators with only legal escalations. When I started legal was doing a lot of that in partnership with procurement and we've done that both by using AI to continually upskill our templates. So take an example. Let's say 10 agreements out of 10, you choose to change your template indemnification language because you didn't really care about it. You just had this really aspirational. This is excellent. 10 out of 10 times you change it to the same way. We're monitoring that within our template environment, using AI to say, why don't we just change the template? Because the more churn we can take out of the system, the more we show up as a partner of choice on both sides of our ecosystem, the more we create playbooks around that that are then AI enabled, the more that the contract facilitators can actually just talk to the playbook through their GPP and get 95% of their questions answered. So we saw legal escalations go from an average and we track everything. So data, for those of you listening, super important. You always want to be able to define how is your innovation having impact. So if I take our contracting world we started tracking, we would see, you know, you'd have 15 legal escalations on average across particular contract types. Those have been reduced to two. Turnaround time is going from more than two weeks to just a couple of days. But importantly, the qualitative assessment of the escalations that the team is now getting from our contract facilitators are things like, here's the, here's what GPT and I have been debating. Here's the clause that came in. There's a little bit of need to refine this. Here's what they said. Here would be my recommendation based on the GPT. Does this work for you? And so the lawyers are getting very specific, almost as if another lawyer is asking them those questions internally. And then again we put that into the feedback loop to be able to update templates. We use it give you two other quick use cases. In Europe, ESG regulations are continuing to proliferate, not just at the European Union level, but on an individual country level. So for those of you who know much about data privacy in Europe, we thought we solved data privacy a decade ago with something called GDPR and then realized each member state was going to have a different version of that. We're seeing a lot of the same things, particularly in climate regulations in Europe. It is vexing to be able to keep up with other all of the country. The new rules that are being introduced, the new regulations, how does it affect. And in the old world, and that's 18 months ago, just to show how fast things are going in the old world, you'd have a law firm and you would pay the law firm some of money to just constantly monitor the landscape and give you advice. I don't have a GPT that pings every time a new regulation changes. Our head of ESG strategy built that and now has the ability to track in real time what's happening and, and not only that, but compare it to where we are and be able to do gap analysis in real time, which I think is super cool. I think the most recent one I'm excited about is for those of you who are litigators or in the HR space, you know, one of the things when an employment relationship sours and perhaps you're heading towards litigation, the first question you ask is what are, where's the documentation? How have we documented this between an HR and a business perspective? And the quality and quantity of that documentation typically has been variable across an HR function because different people do it differently, have different priorities, focus different things. We created a GPT to allow our HR team in a very standard way, to make sure they're asking the right questions, documenting the answer, putting that then into a report, not changing the quantity, the qualitative nature of the conversation, but increasing the reliability of the documentation and making sure that there were no questions missed that should have been asked. Which put us in a much better position then if something goes wrong, to be able to say, here's what we looked at, here's the data that was generated and upskill parts of the organization that may be less experienced than others in doing things like doing investigations.

You're thinking about it in almost every aspect, it sounds like, of your legal department and measuring the impact. I always say a lot of us have metrics for metrics sake. Or they're tracking data just to report the weather. This is how many contracts our department did. But yours are really about answering the question that I love, which is how are we getting better as a department? How are we continuing to improve the service, the value that we can offer to our client or to the organization as a whole?

Yeah, look for those of you you sort of asking what was the big reason why we jumped into AI? Besides I'm a bit of a technology geek and so anything that's new and exciting I want to lean in on. Part of it was looking ahead to say if this technology has the capability of disrupting and disintermediating in whole or in part our function, Do I want to sit and wait for somebody in the big four consulting group to come to my chairman or my CEO and say we finally have figured out how to disrupt legal, the one place where you haven't been able to drive the efficiency you want and where you have that uneasy acceptance of just what the GC said or did. I want to control with our team and define our own destiny. And I think one of the things we came together around is it's going to change. The question is who's going to drive that change and don't we want to be in control of how that change works? And so by coming in, by leading early in adoption, we saw things like the Q1 call last year in 2020 or legal gets called out by our CEO on our quarterly call. So to all of our investors, as one of the functions that was leaning in and sort of leading adoption, how do you think that made the 80 people or so in our team feel? Amazing. Because who Legal never gets called out in court of health.

Yeah, not for good things.

Not for good things. Not for good things. And so it becomes a little bit, as you're thinking about implementing change and embracing changes, it becomes a bit of a self fulfilling prophecy that if you're perceived by board of management as on the leading edge of technological adoption, if you're transparent about what works and what doesn't work, if you have metrics that go to impact and not to your point, metrics for the sake of metrics, what you're doing is running your function as a business and you're allowing yourself to relate as an in house team much differently to the C suite and to the board. And in a way that I think creates even more opportunities, my team now is training other parts of Moderna pick a regulatory function, lots of words, right, lots of applications, but saying it can be done and helping build that confidence more broadly. So culturally being embedded in what's happening, not just from a legal perspective, but in a We're going to build this amazing AI enabled company together and let us show you what we did and share those lessons learned and try to get better together.

That's incredible. I know you talk a lot about how important culture is and obviously leading the way to embed legal as a business enabler and as a culture carrier. It also what you're demonstrating and I think why, you know, Financial Times and others have called you out as such a great leader, is that you're really changing the role of what the traditional CLO or general counsel is or was or can be beyond just the practice of law. Going beyond just being reactive to keeping folks out of jail or, you know, following the regulatory changes, you're thinking about defining the future of the department. The function becoming much more strategic. Like you said, getting involved with other G and A teams or other parts of the business and understanding that. And that makes your role much more important to the leadership team suite because you're able to see across the entire organization that and the fact that you have embraced technology and efficiency and data and thinking differently, whereas that I came from the legal ops background. The rise of legal operations came from the idea that GCS and clos didn't really want anything to do with that stuff and needed someone who brought that kind of energy, passion, knowledge, skill set to the legal departments. What I think is really interesting is now because of everything happening in the world and the changes in the leadership team suite and the expectations of the GC to kind of look at their departments and not be the laggards anymore and be leaders. That's really changed. And I'm finding that general counsel are much more sophisticated in understanding data tech processes sourcing the demands are higher on you. Was that a journey? Did that come naturally and does that change the way you think about your team and the roles and skill sets you want on your team to surround yourself with?

I don't know if it changes, but I do think it underscores the importance of sort of an ingoing hypothesis that I had. And it really goes all the way back to when I took the Chief Legal Officer role at Novartis in 2018 and shout out to Mara Schreibogel, somebody we who is also well known in the ops community. And I think he was ahead of the curve in thinking about how Are we really going to leverage legal operations as a, as a driver of efficiency and impact for legal teams? And so having the opportunity with him to co create what that looked like for us in a much bigger context, that is the context of Novartis, but really being able to see in action when you apply a little bit of that innovative thinking to your operations, what that does to free up the lawyers to drive even more impact, what that does to provide some certainty. We don't want to spend an effort FTE doing administrative work if we can avoid it and think differently. We want that FTE to be able to do, do things that are, in the case of Novartis, of course, reimagining medicine to improve people's lives. And I think it's the same thing here, much different context. Right. We're growing hard to believe, but Moderna's first commercial product really was the COVID 19 vaccine, approved in December of 2020. And so when that was approved, we had one commercial employee. Um, we have a few more now, but we've had to build that. And I think what's been fun with Jeff is okay, but let's build differently. We have, all of us have this various experience that, that we come to from prior lives and prior organizations. Some good, some things we'd want to improve. But before we start building, let's whiteboard. And I think that's the thing that I would say is very consistent in emerging growth companies and should be very consistent in someone's technology journey, which is before you believe you know the answer, take a step back and first and foremost, what problem are you trying to solve? It's why for us, whenever we think about using AI and creating a GPT to facilitate self service in a process, we don't start with the technology. We actually start with mapping out the process. What parts of this, how does it look today? Is that the most efficient process you can have? Do we have the right stakeholders, people, things being approved at the right level? And I'm super visual, so behind me you see a whiteboard. I use it all the time to really sort of map it out. And what you'll find is the process first can get improved, then I can put AI on top of it. Because AI is not going to fix an inefficient process, it's just going to curate that process differently. Exactly. But technology and I think AI is perfect for this. You have to start first with what am I solving? Have I defined and scoped the problem in the right way and am I doing it differently? And, you know, I have the privilege of being a woman in her early 50s now. I have seen an awful lot. And it is easy, particularly when you're under stress and particularly in times of great complexity, to want to resort to your playbook. And the one thing I really try, that whiteboard is not just a practical tool for me, is a metaphorical tool to not get too far ahead of myself and to always pause to say, wait, the instinct, my playbook. Because I want to finish this in two minutes. Am I sure that's the right thing to do? Let me slow down for just a minute and make sure that what we're building or what we're proposing is the right thing for our company in this moment and building that sustainable foundation. And so I think the whole journey also helps us all be better versions of ourselves.

That's amazing. Okay, and then you've already mentioned the rise of Moderna. I wanted to get into the idea that you joined the company at a time where probably most people didn't know what Moderna was. And then very shortly thereafter, it became a household name out of the blue. What was it like to lead during that crazy time of uncertainty? Covid was particularly frantic and crazy. And I think your company was called on to essentially save the world. Pretty big calling to step up to. And even now, I think today, what we consider a normal day to day a life is volatile. A volatile and unpredictable world. Everything is changing really quickly. How do you think about leading through that uncertainty? And what was it like back then?

Yeah, that's a great question. I mean, I would qualify your question only to note that I don't think it's any less crazy now. I think it's just people are asking different questions and have different expectations of us, which is part of what makes the job so interesting. Absolutely. As we think about the world we live in. Look, maybe I start with something that's super important to me. I often get asked, what's your favorite leadership book? What's a book you read that had profound impact on you? And for me, it's one of Simon Sinek's first books called Start with why. And it's probably now 15 years, 12, 15 years ago that I read it. And it had such an impact on me as a lawyer, because I think as lawyers, we tend to focus on the what do we need to get done? What's the answer we're looking for? What are we trying to solve? Occasionally, as lawyers, we'll figure out the how. But generally the how is, you know, full steam ahead. Let's just figure it out. And as long as we don't always step back and ask ourselves, why are we doing what we're doing? The premise of Simon Sinek's book I recommend, if you don't want to read the whole book. He's got a Great TED Talk. 17 minutes or so. You'll get the gist of what I'm saying. He flips the paradigm on its head and says, good leaders always start with why. And so, to come to your question, first, why did I leave Novartis the best big pharma company? In my humble opinion, one could have the privilege of being a chief legal officer for and working with so much and so many incredibly talented people. The why was I felt really far away from patients. Even though Novartis has a tremendous impact on human health across the world, I had gone through my own experience with breast cancer and really was through the pandemic, working through the how do I translate from a breast cancer survivor with a Damocles sword somewhere over my head, wondering what bad thing was going to happen next to someone who can thrive and what would that mean for me? And as I worked through that, then what does it mean to me as a breast cancer survivor and thriving is I have to look at time not as something where the sands are going through an hourglass, but time is a gift. And if you look at time as a gift, how do you want to spend your time to maximize the impact that you can have on humanity? And so around this time, as I was kind of working through that and realizing that amazing organization, I had a fantastic leadership team. They didn't really need me. They were all executing in a tremendous way. And I wanted to go somewhere where I could roll up my sleeves and really build something close to patients that could benefit human health. And so when Moderna called, although the first few times I was less sure this was going to be the right thing, I ended up having a conversation both with our CEO and our president about the science. And when you look at the science and the promise of messenger RNA technology, I continue to believe that it will profoundly impact human health. And it was almost as if for me, that light bulb comes on now, just like me. So many people who've come to Moderna have a personal lie. Maybe they had a friend or relative who had serious adverse consequences during COVID Maybe they have a history of illness in their family, maybe they have a history of cancer. And so you have a bunch of mission driven people. And so while it's crazy to think about the burden that was put on this organization, the expectation that was put on this organization to help world and economies open and countries open and resume what we all took for granted before 2020 as normal. So was the promise that if it works in one disease, we think it's going to work in a lot of other places. And so I think no matter what the noise is, whether noise there was, we need more vaccines, we need vaccines in different parts of the world. Whether the noise today is how are we thinking about public health in the United States? If you forget the noise for a minute, if you forget the headlines, if you don't define my day to day satisfaction with what I do based on what I read, but instead define my day to day satisfaction with did I do something today to impact my why? And how it becomes Mary so easy because that is something you can rally around. And so when we go through these times of uncertainty, when we go through these times of ambiguity that we're going through even now, if we don't forget our why, we're going to have a tremendous impact on human health. It might not be with tomorrow's product, but it certainly is going to be with the product next year or the year after or the year after that. And I think it really comes down to that concept from a leadership perspective, from a how do you build teams, how do you drive culture and how do you focus on what matters? Because at the end of the day, what matters is can we make a difference in human health?

That's incredible and thank you for sharing that personal story. I think having purpose in the role that you do day in and day out, where you spend most of your time in your life is so important. Do you also look for that in people when you hire? Because I think in one of my past episodes we talked about the idea of folks who look at things as a job versus a career versus something that fulfills a sense of purpose. And there's a big difference in how people show up because of that spectrum as well. I think you've got the ideal situation if that's the case, that people are coming because it's. It fulfills a sense of purpose.

Yeah. I have never worked with a more engaged and mission and purpose driven group of employees broadly across moderna. As I get to work with here every day, they just help me be a better version of myself and it's just a privilege to work with them. You know, leading is a complicated concept here. We talk a lot about the we and that is we are all in this together, making Decisions, taking risks, pursuing opportunities, because we believe at the end of the day in the why and what we're trying to accomplish. And I think for anyone who has the privilege at working for companies that are democratizing what their companies do for us, democratizing health Pick, look at Adobe democratizing creativity and really thinking broadly about what is our global responsibility as we lean in to provide these new and emerging technologies to the world to try to ensure that we create balance and equal opportunity. And so I think companies, Apple's another one where you sort of lean in and say pretty cool, what could possibly be done there with that technology? And look at a platform that's now engaged in aspects from ELF to other types of modalities. I think anybody who's at an organization where they understand the mission and purpose, I just think it makes it a lot more fun to do what you do every day.

It definitely does. And so you joined in 2019, right?

Ish or 2020? 2021.

You joined in 2021. Okay. And have you seen necessarily, I guess with, you know, the commercialization and the product coming out, the hypergrowth, have you had to sort of grow the team quickly and faster than a normal, you know, company because of the demands that you're trying to meet? And what is it like to kind of grow the speed at the company that fast?

From an in house legal department, you have the benefit of being able to outsource capacity that is used outside law firms as you're building in time, which is not a luxury that all places across our business I think had that said, when you're under pressure to hire quickly and to staff up quickly, you don't always make the perfect hiring decisions both for the candidate who's coming in and for yourself. And I think I've learned a lot about how to have conversations pretty early on around. This doesn't actually seem to be an environment that's given you energy. Is it giving you energy? If it's not, how do we work together to find you the right place? But not to let that fester, that notion that maybe there's a misfit or maybe there's a cultural misalignment. I think when I interview I focus 20% on functional aptitude and excellence because if you're interviewing by the time you get to me that's already been vetted by my team and or you're senior enough as a, as an in house and legal professional that it's pretty obvious from your CV that you've got that aptitude focus a lot more on first their why. And so when you're creating this culture of mission driven people, you have to continue to attract and retain mission driven people because that's core to how you solve problems and how you thrive together in complexity and ambiguity. And I think the second thing is I like the word we a lot. So I personally am not awesome at accepting positive feedback and sort of recognition. I'm much better at telling you the five things I would have done differently and leaning into the perfectly imperfect versions of myself. But I think that kind of personality type for us at Moderna is really important because we expect our people. We have, as I said, we're in the low end of the benchmark or number of lawyers versus revenue and complexity of the business. That means everybody has to have dynamic range unlike anything we've done in our careers. The linear progression of an in house or an outside law firm legal career is you continue to go up steps of increasing responsibility. At a certain point you cross the threshold and you become a people manager and then you're managing managers don't do well in a company that's growing and scaling. You need people with that dynamic range who can both be on the balcony thinking about strategic direction and opportunistic positioning, but also can roll up their sleeves and they're say do a CDA if they need to do a cda. And that kind of, that kind of agility is a unique and dare to say a bit of a rare trait. As we're out in the marketplace looking for people, a lot of people say they want to do that. Yeah. When you get into a place and you're like, wait, you really want me to do a cda? I haven't done it. We automate them now. It's another GPT. We haven't touched a CDA in years, just FYI. But it's a good example for people to sort of say, that's a paralegal's job. We don't have any of those, so go get it done. It takes a lot for people to in some ways humble themselves and be wanting to do things across the career spectrum that they've done without ascribing value. Like, I'm more valuable at a board conversation than I am at drafting a cda. No, you're valuable because what you're doing in that moment is enabling us to be in a the. To serve in the best interest of patients. And you have to have that perspective, which is a really important.

I couldn't agree more. That's something I look for now A lot as we're trying to hire. It's something I think we were blessed with at the culture of Google, because when you're growing so quickly and you have a very flat hierarchy, we used to say it is in your job description to work above and below your pay grade at all times. Like, you have to be strategic and you have to roll up your sleeves and you don't complain about it. And you see the value in both of those. Like, you got to stay close enough to the work to understand it and the why, to your point, as well as move up and take the bird's eye perspective of again, why this all matters and how this all fits into the overall strategy of the organization. Do you have ways of looking for that when you're meeting candidates and hiring? That's something I'm always trying to look for. So curious. How do you know when they. Everyone will say, of course I will do that and I will love it. How do you actually look for it?

So I start really with functional and then the rest of the interview focuses on two. Two main themes. One is the why. So really understanding the why and listening so that active listening is still important. No matter how much AI we have, we're all still going to have to really leverage listening as a key competency to how they're framing it. Is their why some personal to them or is it outside of the person to them? When a why is personal, it becomes a lot clearer how that person is then wired and sort of how they're going to lean in. And their ability to run up and down occurred in the service of others as opposed into the service of self. So it's really important for me. And then if someone says my why, I've worked for big organizations my entire career and I really just want to do something entrepreneurial. Okay, what does that mean to you? Tell me what that looks like. Really pressure testing. Because the idea of being entrepreneurial is exciting to 99.9% of the population. Yeah. The application of being entrepreneurial is interesting to about 10% of the population because there's a lot of time when you're the janitor and you're cleaning toilets and that is not necessarily fun and exciting. So it's big for me to use the why as a way to really probe. And also then looking at the CV and what in your background do you believe equips you to come be entrepreneurial and do those things? It could be personal, could be professional. But what is that? And the other thing, and it's funny, I Was just having a conversation this morning with a mentee about the same topic. We were sort of noodling together. How do you hire the right people for entrepreneurial organizations and growth startups? The other time is I actually keep a running checklist in an interview with I have the word the I guess it's a word I and we and I make hash marks as a way of. Because sometimes you'll forget that as a way of just keeping track. And when I get close to, you know, 20 minutes left in an hour long interview, I'll look how many times did that person go I I, I, I, I versus how many times did that person go wee wee wee. And then I'll counterbalance that against. Tell me about maybe a business. A business, you know, if you're outside counsel, a relationship with a client. If you're in house relationship with the business client. Tell me about one that went well. What made it go well? What were the marks of success from your perspective? Tell me when that didn't go well and then I'll go back and look at the I and we and say how many times when it's good was it I and how many times when it's bad is it we? And I've just found this to be a rough approximation that my theory is. The first question I ask myself when something fails or doesn't go right is what was my role in that as a leader? Even if it's 1%, there is something I could have done differently or better to enable a more successful outcome. But a lot of people, that's where they'll use we because they wanted to flag that I'm talking to you. Same thing with success. The success were having this privileged conversation around technology. You didn't once hear me say I came up about this. Young lawyers brought it to us, thought it was a great idea. I enable the thing, only thing I'll take credit for is enabling environments for people to be successful. But all of the use cases we talked about, they did not come out of my office. I am of a certain generation where this is hard for me. I'm in, I'm learning, I'm humbled every day by how hard it is for me to lean in and to creatively use AI. Whereas my 5 years qualified lawyer does it in his sleep. And it's infuriating that I cannot get as good as he is. But turns out that's why you have diverse teams because they have strengths, you don't. And together you come together. But I want when I interview people to understand how are they thinking about failure and success vis a vision themselves. And I think words matter in these interviews and you can get closer if you really start to say, how do those answers fit into the Persona that I'm looking for to be successful in a culturalized journey?

Yeah, that's interesting. You know, I've heard when people back sports teams or you have your favorite sports team and there's that mentality when you, when the team wins, it's always, we won, we did this, we were awesome. And then when the team loses, there's a, ah, they really dropped the ball this time. They just didn't have the, you know, and so you start to mentally see how you deal with success and failure. I actually just had my own team retreat and one of the things that I was being conscious of was I would take it further from the I and the we to even the we and the they. So as we're operating, you know, where do the lines in your mental sort of picture start and stop between what your team is? And a lot of folks will say our team was great. They were preventing us from doing our job or they didn't have the mindset that we wanted them to have. We want people to sort of expand their. The walls or the confines of what the team is. This entire organization is our team. It's all us. You know, we're all a we. There is no, there should be no us and them within the walls of Goodwin or Moderna or any other organization. And can we start to think about ourselves in that, in that bigger picture?

People who've worked with me for decades at any of the companies I've been at, I talk about the fact that I believe we're business leaders with law degrees.

Yeah.

And that's a choiceful way of describing what we do. Because if someone comes to me and says, I need 10 minutes, the business fill in the blank. My first question, and now it is half sarcasm and half chastisement, is who's the business? Right. The idea is we must come together to look at risk and opportunity and agree on the best path forward, understanding both risk and opportunity, but united that what we're doing is in the best interest of Moderna, its patients and its shareholders. There is no room here or at other organizations where I've been the chief legal officer to sort of create an artificial separation between a legal function and the business to be able to say I told them and now went wrong. And you know, I told you if you get to that point as an in house team, I think this is your point with your team. You fail. You failed because from an integrated perspective, patient doesn't care whose fault it was, shareholder doesn't care who's whose fault it was. What matters is how do we address that, how do we learn from what happened, how do we get better and how do we get back to delivering on our mission? And so I think that your point about they, that's another word I don't love. I'm really a we person actually.

Yeah, yeah, fantastic. We're running a bit out of time, which is a shame because I, I think this is such a fun conversation and I will say to you, there's everything that you said here today is a model of what a lot of us who, at least when I was on the in house side were always looking for, legal leaders who talked the talk and walked the walk that you're speaking about that actually understand what it takes to lead into the future and models it for everyone else and doesn't just say it. Where do you think things are going? I guess if you were to look into the future, what are your hopes for this industry and the profession as we, you know, navigate these uncertain times?

I think that we're coming to a profound moment in the legal profession. I will say I think it is such an incredible privilege to be a lawyer and to be part of this profession. And I've thought that way since I graduated from law school and started my career journey. But I think over the last two and a half decades we've worked ourselves into a situation where AI can be incredibly disruptive and actually really displays the profession in and of itself. If you look at what we're doing in house by driving more efficiencies. One of the things we do a lot, for example, is we use AI in M&A and B, D and NL agreements. We go out and see what other companies are doing for their material contracts and then we compare it against our template. We do many more first drafts now, even if sophisticated licensing agreements, and then send them to our outside deal counsel and say can you please spend an hour on this? And can you look at the following provisions? That has been fantastic from an efficiency and cost savings perspective, but that means basically we are doing the mid to senior level associate work enabled by technology. That was the very work that trained young lawyers, that I trained on as a litigator, that our deal lawyers trained on as young lawyers. And so I think we need to come together between the in house counsel and our lockstorm partners and figure out in this Moment. What is the future of the legal profession? How do we work together differently to make sure that young lawyers get the same rich training experience as we all did so that they grow up to be the partners or the chief legal officers that we want to see. Right. I think we may flip the paradigm on its head. I mentioned a few times that some of my most innovative lawyers are the younger lawyers on my team. There was a time five or ten years ago where very few chief legal officers would hire at a law school. And the reason we didn't is you basically had the hiring model of let them go to the law firm, do their postgraduate post law school training in the real world environment, a lot of different things from clients, develop some wisdom and then we'll hire you because we need lawyers who have graduated to mountain biking and are, you know, don't have the training wheels. I think it might be different now. I think you might see a reverse migration that is a lot of lawyers starting to come out of law school being hired in house, learning some of those capabilities about how to be business lawyers, leveraging technology to fill in the gaps. I'll need to do more teaching than I do today. My leadership team will need to do more teaching. Stepping into that role of, you know, think about the best partner you ever worked with in the law firm and how they likely had a teaching component as well as a leadership component. And then I think with specialist expertise, with industry knowledge expertise, those lawyers go back to law firms and become quite successful also because they've gotten a business education. But we're not having that conversation. The conversation today is AI is allowing me to save $5 million on a particular body of work. Other in house people doing the same thing. Law firm finances sort of being big question marks so far. It's. But we love the hourly rate. And now we're going to be $4,000 an hour. And the greatest thing, not a thousand dollars an hour. We don't want to do subscription services for content over which we can crawl Our own GPTs, some under the state bars don't let us. That's fair. But I think that'll change. Some states where they are under some rubric of client confidentiality, missed business opportunities. I think to continue to build a relationship of value and impact. And I think that's gotten lost in the abject fee based negotiations. If we can't figure this out, I actually think that the profession becomes one that is very different 10 years from now than the one that we entered. And if we don't do it Right. I don't think think we've done the right service to the generations to come of a profession that I believe to be valuable, to be noble, to be more important now than ever. And so there's a lot of work I think we have to do to come together as a community and make sure this profession not just, not just grows, but excels beyond where we are today.

I can't tell you how much I love that. So that is my why, my purpose of why I came back to the law firm side. Because I think it's exactly right. There need to be much more client focus, focused and client centric in adding value. That's not about how many hours went into the input of creating that value. There's also the idea that AI is disrupting everything. But I keep telling everyone I don't think AI is the hard part. The hard part is figuring out the business model and what needs to change fundamentally about how we retain, attract, train lawyers and how do we deliver legal services and price and package it in a way that is client focused. So that is what's fun for me. And I agree with you, there's a lot of changes coming in the very, very near term and that needs to be something that we work across the ecosystem to solve. So I look forward to having more conversations with you about that.

I think that's awesome. One more shout out as we get ready to go. One of the privileges that I have is to be on the board of Directors for the association of Corporate Counsel at some point. Today we are launching on ACC's website an AI center of Excellence. It will only work by lawyers and legal apps, professionals for lawyers and legal professionals. But an opportunity to really put in one place what's current, but actually then exchange use cases and prompts and just a place to really create an interactive community. We saw a need for that. There's a lot of vendors out there, there's a lot of people doing things bilaterally. But again, we can become better together as a community. For those of you who have an interest, go check out that page, participate, help us get better. But let's all help each other become the best AI enabled versions of ourselves.

Amazing. Got to love community building. Thank you, Shannon, thank you so much for and your wisdom and this has been great. Appreciate it everyone. Thanks for listening. We'll catch you next time.