Assistant General Counsel, Transactions

About Us Red Cell Partners is an incubation firm building and investing in rapidly scalable technology-led companies that are bringing revolutionary advancements to market in three distinct practice areas: healthcare, cyber, and national security. United by a shared sense of duty and deep belief in the power of innovation, Red Cell is developing powerful tools and solutions to address our Nation’s most pressing problems. Red Cell is hiring a mission-driven Assistant General Counsel:Transactionstoserve asthe day-to-dayinternal lead for financing and M&A transactions across our portfolio. This isaseniorrole for a corporate lawyer who has run deals end to end and wants to do it across a portfolioof incubated companies, alongside outside law firm support. At Red Cell, we build and invest in companies tackling some of the mostchallengingproblems in healthcare, cyber, and national security. You’ll help make that possiblethrough your role inthe financings that fund those companies and the M&A processes that ultimately exit them. You’ll report to ourGeneral Counselandrun our transactionsday to day, with real autonomy on execution,andpartnerwith theGeneral Counselto setrisk posture.You mightnegotiate an LOI onasell-side processone day,scope and brief outside counsel on the purchase agreementthenext, andhelpcloseaSeriesAtheweek after.You’llwork across stages, on everything fromSAFEs,convertible notes, and priced rounds atthe early end,through full sale processes,carve-outs,and, over time, acquisitions on our side of the table.You’ll workdirectly with founders,boards,bankers,andacquirers, and be the person the deal team relies on when the terms get hard.The companies you support aresolving hard problems in healthcare, cyber,andnational security, andthe legal work here is a path to impact. We work hard and believein what we’re building. And we take our work seriously, but not ourselves. We treat each other with respect (even when things get stressful—which they will!), and we have zero tolerance for arrogance or unkindness. Hard work, high standards, and good humor are the foundation of everything we do.You’ll also get access and exposure to the leading edge of AI:from our incubations creating new tools and functionality to our internal teams using the latesttechnologyto learn better and more effective ways of working. We’re most excited about candidates who have led M&Aandfinancing transactions at a strongfirmcorporate practice and then taken that experiencein-house. Qualifications: Required: •J.D. and currently licensed to practiceand in good standing in your U.S. jurisdiction •8+ years of legal experience, including substantial M&Aand venture financing work at a strong corporate practice and in-house, with a demonstrated track record of running transactions independently •Meaningfulexperience on sell-side M&A — LOI through signingandclosing, includingdiligence management,purchase agreement negotiation, andpost-closing obligations •Experiencewithventure financings across stages — SAFEs,convertible notes,and priced preferred rounds — and the cap table and governance mechanics that come with them •Sound, independent judgment under deal pressure. You can run a process,know which calls are yours and which to escalate, and tell the business when the answer is no. •Team-oriented, high-energy, and proactive. You are someone who gets things done and makes the work better for everyone around them. Preferred: •Experiencesupporting venture-backed or high-growth startups •Familiarity with CFIUS, HSR, or export control reviews and how they affect deal timelines •Experience with fund formation, secondaries, or continuation vehicles •Experience using AI legal tech or other productivity tools. Compensation: $280,000-$360,000 base. This represents the typical salary range for this position based on experience, skills, and other factors. Our Red Cell Partners Benefits (may differ for each incubation): For full-time roles Career track opportunity with potential for rapid advancement with strong performance as the firm grows 100% employer paid, comprehensive health care including medical, dental, and vision for you and your family. Paid maternity and paternity for 14 weeks at employees’ normal pay. Unlimited PTO, with management approval. Opportunities for professional development and continued learning. Optional 401K, FSA, and equity incentives available. Mental health benefits are available through Tara Mind. Cost effective GLP-1 solutions available through Crux. We’re an Equal Opportunity Employer: You’ll receive consideration for employment without regard to race, sex, color, religion, sexual orientation, gender identity, national origin, protected veteran status, or on the basis of disability. Applicant Data Disclosure By submitting an application, you acknowledge that Red Cell Partners, LLC (“Red Cell”) uses third-party service providers to facilitate its recruitment and hiring processes. These providers include applicant tracking systems, candidate verification platforms, and fraud detection tools (collectively, “Hiring Platforms”). Your application materials, including your résumé, cover letter, work samples, responses to application questions, and any other information you submit, may be transmitted to and processed by these Hiring Platforms for the following purposes: Managing and administering your application throughout the hiring process; Verifying the accuracy and authenticity of application materials, including by cross-referencing information you provide against publicly available sources and proprietary databases; Identifying indicators of potentially fraudulent, fabricated, or materially misleading application content, including but not limited to discrepancies between submitted materials and publicly available professional profiles, geographic anomalies, and fabricated work histories. Applications that are flagged through this process as containing indicators of fraud or material misrepresentation may be declined from further consideration. If you have questions about the status of your application or the evaluation process, please contact talent @redcellpartners.com . Red Cell requires its Hiring Platform providers to process your information solely for the purposes described above and in accordance with applicable law. Your information will be retained only for as long as necessary to fulfill these purposes and any applicable legal obligations, after which it will be deleted in accordance with Red Cell’s data retention policies. For more information about how your data is used, please refer to our Privacy Policy and Applicant Privacy Notice.