Lead Counsel, Corporate and Banking

About Upstart At Upstart, we’re united by a mission that matters: to radically reduce the cost and complexity of borrowing for all Americans. Every day, we bring creativity, experimentation, and advanced AI to reshape access to credit, helping millions move forward financially with clarity and confidence. As the leading AI lending marketplace, we partner with banks and credit unions to expand access to affordable credit through technology that’s both radically intelligent and deeply human. Our platform runs over one million predictions per borrower using more than 1,800 signals, powering smarter, fairer decisions for millions of customers. But the numbers only hint at the impact. Every idea, every voice, and every contribution moves us closer to a world where credit never stands between people and their financial progress. We’re proudly digital-first, giving most Upstarters the flexibility to do their best work from wherever they thrive, alongside teammates across 80+ cities in the US and Canada. Digital-first doesn’t mean distant. We’re intentional about in-person connection through team onsites, planning sessions, and moments that spark creativity and trust. And whether you choose to work primarily from home or collaborate in-person from one of our offices in Columbus, Austin, the Bay Area, or New York City (opening Summer 2026), you’ll have the support to work in the way that works best for you. If you’re energized by tackling meaningful problems, excited to innovate with purpose, and motivated by work that truly matters, we’d love to hear from you. The Team: Upstart’s Legal team partners across the business to help the company build, scale, and operate with sound legal judgment. This role will support Upstart’s proposed OCC-chartered bank by building and maintaining the corporate governance, board support, and affiliate transaction frameworks needed for a regulated national bank environment. As the Lead Counsel, Corporate and Banking at Upstart, you will own core governance responsibilities for the bank, including board and committee processes, governance policies, director and executive guidance, intercompany agreements, and Regulation W compliance. You will work closely with senior leaders across Legal, Risk, Treasury, Accounting, and Tax, to help the bank operate in a way that is examination-ready, practical, and scalable. How you’ll make an impact Lead corporate governance support for Upstart Bank, including board and committee meeting preparation, agendas, pre-read materials, minutes, resolutions, policies, and committee charters Advise bank directors, executives, and internal partners on governance obligations, bank structure, director duties, and corporate governance requirements applicable to an OCC-chartered national bank, including management of conflicts between the bank and its affiliates and issues arising from dual-hatted employees. Provide guidance regarding the Bank Holding Company Act and related regulatory requirements and supervisory expectations for the bank’s parent company, Upstart Holdings, Inc., including Federal Reserve bank holding company reporting requirements (e.g., FR Y-series reports). Support the bank's engagement with its primary federal regulator (OCC), the FDIC and the Federal Reserve, including preparation for and response to examinations, and advising internal stakeholders on CAMELS ratings implications and strategies to maintain strong supervisory standing. Support intercompany agreements and affiliate transaction processes, including Regulation W analysis, documentation, monitoring, and coordination with Treasury, Accounting, Tax, and Regulatory Counsel. Build and maintain legal processes that support examination readiness, including clear documentation, durable operating rhythms, and timely responses to regulatory or supervisory requests. Partner cross functionally to identify governance, regulatory, or affiliate transaction considerations related to new products, business initiatives, and bank operations. Manage special corporate and banking projects as needed, including bank regulatory examinations, governance enhancements, internal policies, and external counsel coordination. Minimum Qualifications J.D. degree and active membership in at least one U.S. state bar. 8+ years of banking law, bank regulatory, corporate governance, or financial services legal experience at a law firm, financial institution, fintech, or regulated bank. Working knowledge of OCC regulations, the National Bank Act, Bank Holding Company Act, and Regulation W. Experience advising on corporate governance matters for a bank, bank holding company, or other regulated financial institution, including affiliate transaction monitoring, intercompany agreement structures, and bank governance controls. Experience supporting OCC examinations, supervisory responses, or other bank regulatory engagement. Experience with Federal Reserve bank holding company reporting and navigating supervisory frameworks such as CAMELS ratings. Experience identifying and managing conflicts of interest between a bank and its affiliates, including issues arising from dual-hatted employees who hold positions at both the bank and a parent holding company. Experience drafting or reviewing board minutes, committee charters, governance policies, resolutions, or intercompany agreements. Preferred Qualifications Prior in-house legal experience at a bank, fintech, or other regulated financial services company. Ability to translate complex regulatory requirements into clear, practical guidance for business, finance, and executive stakeholders. Experience building governance processes, playbooks, or legal operating frameworks in a new or evolving regulated environment. Familiarity with de novo bank application processes, OCC charter requirements, or standing up legal and governance frameworks for a newly chartered bank. Position location This role is available in the following locations: Remote Time zone requirements The team operates on the East/West coast time zones. Travel requirements As a digital first company, the majority of your work can be accomplished remotely. The majority of our employees can live and work anywhere in the U.S but are encouraged to to still spend high quality time in-person collaborating via regular onsites. The in-person sessions’ cadence varies depending on the team and role; most teams meet once or twice per quarter for 2-4 consecutive days at a time. #LI-REMOTE #LI-MidSenior At Upstart, your base pay is one part of your total compensation package. The anticipated base salary for this position is expected to be within the below range. Your actual base pay will depend on your geographic location–with our “digital first” philosophy, Upstart uses compensation regions that vary depending on location. Individual pay is also determined by job-related skills, experience, and relevant education or training. Your recruiter can share more about the specific salary range for your preferred location during the hiring process. In addition, Upstart provides employees with target bonuses, equity compensation, and generous benefits packages (including medical, dental, vision, and 401k). United States | Remote - Anticipated Base Salary Range $208,000—$287,900 USD What you'll love At Upstart, our benefits are designed to support your health, financial well-being, family, and personal growth. Here’s what you can expect: Competitive compensation, including base pay, bonus opportunities, and annual equity grants that vest quarterly Retirement benefits to help you plan for the future, including a 401(k) or Group Retirement Savings Plan with a company match of $2 for every $1 contributed, up to $15,000 annually (USD in the US, CAD in Canada) Employee Stock Purchase Plan (ESPP) with discounted stock purchase options for eligible employees (US only) Comprehensive health coverage designed to support you and your family, including medical, dental, vision, and wellness resources for US and supplemental health coverage for Canada. Health Savings Account contributions from Upstart for eligible plans (US only) Income protection benefits, including life insurance and disability coverage for added financial security Paid time off, sick leave, and company holidays, in line with local requirements Paid family and parental leave to support caregiving and major life moments (duration varies by country) Family-centered benefits to support fertility, parenthood, and caregiving needs Employee Assistance Program (EAP) offering mental health support and life-centered resources Financial wellness resources, including access to financial planning tools and a financial concierge service (US Only) Annual wellness allowance to support your physical and emotional well-being and personal development, based on what matters most to you Annual productivity allowance to invest in relevant tools and resources you need to do your best work, no matter where you work from Connection and community through team events, all-company updates, and employee resource groups (ERGs) Onsite perks, including catered lunches and fully stocked micro-kitchens when working from one of our offices in the Bay Area, Austin, Columbus, and New York City (opening Summer 2026!) For roles based in Canada, please note that we are not currently able to hire in Quebec. Upstart is a proud Equal Opportunity Employer. Just as we are dedicated to improving access to affordable credit for all, we are committed to inclusive and fair hiring practices. If you require reasonable accommodation in completing an application, interviewing, completing any pre-employment testing, or otherwise participating in the employee selection process, please email candidate_accommodations@upstart.com https://www.upstart.com/candidate_privacy_policy