Special Counsel, Transactions (M&A and Bank Partnerships)

Overview

This role is part of the Legal department’s Transactions team and supports two connected areas:

• Corporate Development and Ventures, including mergers and acquisitions, strategic transactions, and venture investments
• Financial Partnerships, including agreements with banks and other financial institutions that support reserve, treasury, and payments operations

Under the direction of the Deputy Assistant General Counsel, Transactions, this position is a senior individual contributor and trusted advisor to internal business teams. The attorney will independently lead transactions from inception through negotiation, signing, closing, and—where relevant—implementation or integration.

The work operates in a fast-moving digital asset and payments environment and requires rigorous legal execution, practical business judgment, and a solutions-oriented approach.

Responsibilities

• Support mergers, acquisitions, divestitures, asset purchases, and other strategic transactions, including:
  • structuring
  • conducting due diligence
  • drafting definitive agreements
  • coordinating signing, closing, and integration
• Advise on joint ventures, minority and venture investments, strategic partnerships with an equity component, and other non-ordinary-course transactions, including drafting and negotiating:
  • term sheets
  • investment agreements
  • side letters
  • ancillary agreements
• Structure, draft, and negotiate agreements with banks and financial institutions supporting reserve, treasury, and payments operations, including:
  • deposit, custody, and safeguarding
  • account control
  • cash management arrangements
• Serve as a trusted partner across Corporate Development and Ventures, Treasury, and Financial Partnerships by:
  • leading transactions that involve Legal, Regulatory, Risk, Compliance, Tax, Corporate Governance, Product, and other stakeholders
  • coordinating with outside counsel where appropriate
• As needs arise, support select commercial transactions involving products, services, or technology provided to banks and other financial institutions, translating business objectives into practical contractual terms with Business Development and Product subject matter experts
• Develop and expand transaction templates, playbooks, diligence tools, processes, and metrics to improve speed, consistency, and effectiveness across recurring transaction types
• Help design and lead the adoption of AI-enabled workflows for the Transactions team, improving recurring legal processes such as diligence, contract review, issues lists, drafting, deal tracking, and more
  • experiment with new approaches
  • build scalable processes and playbooks
  • review and validate AI-assisted work product for accuracy, confidentiality, privilege, and risk

How This Role Uses AI

AI will be used as a core part of day-to-day transactional work. Responsibilities include helping shape how the Transactions team operates in an AI-enabled environment, identifying which steps can be redesigned, streamlined, or automated while preserving high standards of legal judgment and client service.

In practice, this includes using AI tools to accelerate due diligence, compare counterparty drafts against playbooks and prior positions, prepare first drafts of issues lists and term sheets, and keep deal trackers and precedent current.

The attorney remains fully responsible for the work, including reviewing and validating AI-assisted outputs for legal judgment, accuracy, and appropriate handling of privilege, confidentiality, and material non-public information. Work must follow AI, security, and data policies.

Requirements

• J.D. (or foreign equivalent) and active membership in good standing of at least one U.S. State Bar
• 7+ years of transactional legal experience at a leading law firm, an in-house legal department, or a combination of both
• Substantial experience with M&A and other corporate transactions and/or financial services transactions, including:
  • structuring transactions
  • drafting first-turn agreements
  • leading negotiations and diligence
  • independently driving complex matters through signing and closing
• Strong working knowledge of corporate and commercial law, sound business judgment, and the ability to coordinate legal, regulatory, tax, accounting, securities, and operational considerations while balancing legal risk and commercial objectives
• Excellent written and verbal communication skills, strong ownership and organization, and the ability to manage multiple matters simultaneously in a fast-moving environment with rapid change
• Demonstrated familiarity with and practical use of generative AI in legal or other professional workflows, including judgment about when and how to use AI, validation of outputs, and protection of privileged, confidential, and material non-public information in a public company environment
• Passion for financial technology and the potential of stablecoins, digital assets, and blockchain technology

Preferred Qualifications

• Experience with banking, deposit, custody, safeguarding, treasury, or other financial services agreements and/or seller-side technology or financial services transactions involving regulated financial institutions, digital assets, stablecoins, payments, cross-border transactions, or other fintech businesses
• Experience building, implementing, or scaling AI-enabled workflows, prompts, templates, playbooks, or tools for a legal team

Compensation & Benefits

• Base Pay Range: $200,000 - $262,500
• Starting pay is determined by factors including relevant experience, skill set, qualifications, and other business and organizational needs. Compensation ranges may differ for candidates in other locations.

Location

This role is eligible in locations where the organization hires and where required participation in the E-Verify Program applies by law (in certain locations).