Principal Counsel, M&A and Corporate

HubSpot

19h

About The Position

HubSpot's Legal team is a proactive, business-enabling partner—not a back-office function. We help our teams move fast, smart, and responsibly, balancing innovation with rigor so HubSpot can scale as a publicly traded, AI-native company while maintaining trust, compliance, and clarity. This is a role for a senior corporate lawyer who has spent their career getting things done — someone who is trusted by the business, not just consulted by it. You will be the senior legal voice on deals, working directly with Corporate Development, Finance, senior leadership and the Board with the judgment and confidence to own the advice you give in real time. M&A is the anchor of this role, but on a lean team like ours, no two weeks look the same. You'll have meaningful exposure to the full range of corporate legal work — securities, governance, compliance and more - and we want someone who sees that variety as the opportunity it is. The best candidates here are senior lawyers who want to flex across a broad portfolio, not specialists looking to stay in a single lane. You'll bring deep transactional experience alongside genuine fluency across the full corporate legal landscape. We're looking for someone who has accumulated the range and instincts to spot, analyze, and resolve most issues independently, reserving outside counsel and subject matter experts for where they actually add value. Just as important: you'll be curious about the business itself. You'll invest in understanding how HubSpot's product works, how we go to market, and where legal risk actually lives — because the most valuable legal work here is proactive, not reactive. And you'll bring a genuine point of view on how AI is changing legal practice, with the initiative to act on it. We're building an AI-first legal function and we want someone who sees that as an opportunity, not an obligation. This is an individual contributor role reporting to the VP of Corporate Legal.

Requirements

15+ years of corporate and transactional law experience at top law firms and/or in-house, with meaningful in-house experience at a tech or SaaS company.
Demonstrated ability to serve as the senior legal voice on deals—advising the CEO, CFO, or Board directly on high-stakes transactional decisions with speed and conviction, without needing another lawyer in the room to clear the advice.
Track record of running deals independently and directing outside counsel as a resource, not relying on them as primary execution partners.
Genuine breadth across corporate legal domains: you have operated as a true in-house generalist, not a narrow specialist, and you are comfortable owning issues in transactions, securities, governance, and commercial law without reflexively escalating to subject matter experts.
Demonstrated habit of getting into the business—understanding how the product works, how the company makes money, and where legal risk actually lives—rather than waiting for issues to be surfaced by others.
Solid public-company securities law foundation: transaction-triggered disclosure, materiality analysis, Section 16, Reg FD, and 8-K obligations, with the ability to own those calls on your own deals.
Well-calibrated Delaware and public company governance judgment, particularly around Board and committee approval processes in the M&A context.
Track record of building deal infrastructure that outlasts any single transaction—playbooks, forms, frameworks—that drives repeatability and speed.
Hands-on experience using or building AI-enabled workflows in legal or operational contexts, with a clear point of view on where AI adds real leverage in corporate legal work.
High comfort operating in ambiguity; makes well-calibrated calls without waiting for consensus and doesn't need a senior lawyer to validate every position.
JD from an accredited law school and active bar membership in at least one U.S. jurisdiction.

Responsibilities

Serve as lead transaction counsel on M&A, strategic investments, and other corporate development activity—driving from initial evaluation and structuring through negotiation, signing, and post-close integration.
Run routine and mid-sized deals largely independently; direct and manage outside counsel strategically on larger or more complex transactions.
Provide real-time transactional advice directly to Corporate Development, VP Corporate Legal, and the CLO; be comfortable as the only lawyer in the room and own the advice you give.
Lead due diligence across functional legal teams, synthesize legal risk into clear decision-ready recommendations for senior leadership and the Board.
Own the deal infrastructure: playbooks, standard forms, diligence frameworks, and post-close integration templates that drive repeatability and speed across transactions.
Partner with HubSpot Ventures on minority investments, follow-on rounds, and portfolio company matters.
Own the disclosure dimensions of your own deals: materiality analysis, 8-K trigger assessment, material contract filing obligations, Reg FD implications, and Section 16 consequences of equity consideration structures.
Advise on disclosure obligations arising from signing, closing, personnel changes, and other transaction-linked events that may create current reporting obligations.
Contribute practical securities law judgment across the team's work as needed.
Own the governance analysis on deals: Board and committee approval requirements, delegation of authority, related-party considerations, and stockholder approval analysis where relevant.
Support Board materials and resolutions for transaction approvals, working closely with the corporate secretarial function.
Bring a well-calibrated Delaware and public company governance lens to complex or non-routine corporate actions.
Invest meaningfully in understanding HubSpot's product, pricing, go-to-market motion, and business model—not as background context but as a prerequisite to doing this job well.
Proactively identify legal risk embedded in product decisions, commercial structures, and operational changes, and resolve those issues independently or surface only the genuinely novel ones for escalation.
Be a legal partner who adds value before being asked, not just when a question lands in your inbox.
You have a point of view on how AI rewires legal work and you've acted on it. You will design, pilot, and scale AI- and automation-enabled workflows across transactional and corporate legal workstreams.
Architect and build smart infrastructure: diligence summary tools, document generation pipelines, and self-service resources that make the team more leveraged over time.
Model what it looks like to integrate AI into high-stakes legal work with appropriate judgment; help set the standard for what AI-first corporate legal practice looks like at HubSpot.

Benefits

flexibility
autonomy
transparency
belonging
equity plan to receive restricted stock units (RSUs)
overtime pay
HubSpot’s compensation philosophy
benefits and perks HubSpot offers to help employees grow better
fair compensation practices
living out our value of transparency with our employees, candidates, and community
flexibility and connection
building strong connections with your team and peers