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

Circle (NYSE: CRCL) is one of the world's leading internet financial platform companies, building the foundation of a more open, global economy through digital assets, payment applications, and programmable blockchain infrastructure. Circle's platform includes the world's largest regulated stablecoin network anchored by USDC, Circle Payments Network for global money movement, and Arc, an enterprise-grade blockchain designed to become the Economic OS for the internet. Enterprises, financial institutions, and developers use Circle to power trusted, internet-scale financial innovation. Learn more at circle.com .
What you'll be part of:
Circle is committed to visibility and stability in everything we do. As we grow as an organization, we're expanding into some of the world's strongest jurisdictions. Speed and efficiency are motivators for our success and our employees live by our company values : High Integrity, Future Forward, Multistakeholder, Mindful, and Driven by Excellence. We have built a flexible work environment where new ideas are encouraged and everyone is a stakeholder.
What you'll be responsible for:
Circle is looking for an experienced transactional attorney to join the Transactions team within Circle's Legal department. This role will focus primarily on two connected areas: Corporate Development and Ventures, including mergers and acquisitions, strategic transactions, and venture investments; and Financial Partnerships, including agreements with banks and other financial institutions that support Circle's reserve, treasury, and payments operations. As needs arise, the role may also support select commercial transactions involving Circle's products and services for banks and other financial institutions.
Under the direction of the Deputy Assistant General Counsel, Transactions, you will work as a senior individual contributor and trusted advisor to Circle's Corporate Development and Ventures, Treasury, and Financial Partnerships teams, and will partner with Business Development, Product, and other teams on select matters as needed. You will independently lead transactions from inception through negotiation, signing, closing, and, where relevant, implementation or integration. This role requires rigorous legal execution, practical business judgment, and a solutions-oriented approach in a fast-moving digital asset and payments environment.
What you'll work on:

• Supporting mergers, acquisitions, divestitures, asset purchases, and other strategic transactions, including structuring, conducting due diligence, drafting definitive agreements, and coordinating signing, closing, and integration matters.
• Advising on joint ventures, minority and venture investments, strategic partnerships with an equity component, and other non-ordinary-course transactions, including term sheets, investment agreements, side letters, and ancillary agreements.
• Structuring, drafting, and negotiating agreements with banks and financial institutions supporting Circle's reserve, treasury, and payments operations, including deposit, custody and safeguarding, account control, and cash management arrangements.
• Serving as a trusted partner to Circle's Corporate Development and Ventures, Treasury, and Financial Partnerships teams, leading transactions that involve Legal, Regulatory, Risk, Compliance, Tax, Corporate Governance, Product, and other stakeholders, and coordinating with outside counsel where appropriate.
• As needs arise, supporting select commercial transactions in which Circle provides products, services, or technology to banks and other financial institutions, partnering with Business Development, Product, and Legal subject matter experts to translate business objectives into practical contractual terms.
• Developing and expanding transaction templates, playbooks, diligence tools, processes, and metrics that increase speed, consistency, and effectiveness across recurring transaction types.
• Helping design and lead the adoption of AI-enabled workflows across the Transactions team, rethinking how transactional legal work is structured and delivered, and using AI and other technology to improve diligence, contract review, issues lists, drafting, deal tracking, and other recurring workflows. Experimenting with new approaches, developing scalable processes and playbooks, and taking responsibility for reviewing and validating AI-assisted work product for accuracy, confidentiality, privilege, and risk.

How this role uses AI:
This role will use AI as a core part of day-to-day transactional work and will help shape how the Transactions team operates in an AI-enabled environment. We are looking for someone who is interested not only in using new tools, but also in rethinking how legal work gets done-identifying which parts of the transactional process can be redesigned, streamlined, or automated while preserving high standards of legal judgment and client service.
In practice, that means using AI tools to accelerate due diligence, review counterparty drafts against Circle's playbooks and prior positions, prepare first drafts of issues lists, term sheets, and ancillary documents, and keep deal trackers and precedent current. The role will also identify recurring workflows where AI can improve speed and consistency, design and test new approaches, build and refine prompts, templates, and playbooks for AI-enabled work, and help other attorneys, interns, and business partners adopt effective practices.
The attorney remains fully responsible for the work. They will review and validate AI-assisted outputs for accuracy and legal judgment, protect privilege, confidentiality, and material non-public information, and follow Circle's AI, security, and data policies. We are looking for someone who is curious, experimental, and excited to help rethink how a modern transactions practice operates, while using AI to augment-not replace-independent legal judgment.
What you'll bring to Circle:
Core 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, financial services transactions, or both, including structuring transactions, drafting first-turn agreements, leading negotiations and diligence, and 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, commercial objectives, and Circle's strategic goals.
• Excellent written and verbal communication skills, strong ownership and organization, and the ability to manage multiple matters simultaneously in a fast-moving environment that is prone to rapid change.
• Demonstrated familiarity with and practical use of generative AI in legal or other professional workflows, with sound judgment about when and how to use AI, validate outputs, and protect privileged, confidential, and material non-public information in a public company environment.
• Passion for Circle's mission and values, financial technology, and the potential of stablecoins, digital assets, and blockchain technology.

Preferred Requirements:

• 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.

Circle is on a mission to create an inclusive financial future, with transparency at our core. We consider a wide variety of elements when crafting our compensation ranges and total compensation packages.
Starting pay is determined by various factors, including but not limited to: relevant experience, skill set, qualifications, and other business and organizational needs. Please note that compensation ranges may differ for candidates in other locations.
Base Pay Range: $200,000 - $262,500
We are an equal opportunity employer. We do not discriminate on the basis of race, religion, color, national origin, gender, sexual orientation, age, marital status, veteran status, or disability status, or any other protected status required by the laws in the locations where we hire. Additionally, Circle participates in the E-Verify Program in certain locations, as required by law.
Should you require accommodations or assistance in our interview process because of a disability, please reach out to [email protected] for support. We respect your privacy and will connect with you separately from our interview process to accommodate your needs.
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