Corporate Counsel

About the role

We're looking for a Corporate Counsel to work closely with our Managing Counsel to support corporate matters, including securities, governance, and M&A and strategic transactions. This is also an opportunity to work with the Managing Counsel to support a broader portfolio as a generalist in areas such as: international, employment, real estate/workplace, and risk management/insurance.

Responsibilities

• Support securities and public-company workstreams, including periodic and current reporting, proxy statement/annual meeting preparation, Section 16 matters, and disclosure processes.
• Counsel on policies and procedures relating to securities law compliance and disclosure matters; support the administration of Duolingo’s Insider Trading Policy.
• Advise on corporate governance, related policies and approvals, board materials, and subsidiary management; maintain templates, processes and playbooks to keep operations efficient and compliant.
• Provide guidance on international operations.
• Partner on corporate development strategy and help support mergers and acquisitions, joint ventures, partnerships, investments, and other complex corporate transactions.
• Serve as a legal partner to People on recruiting and hiring practices, policies and handbooks, accommodations, investigations, performance/separations, and employment documents (offers, confidentiality/IP, consulting/contractor agreements).
• Support real estate and workplace matters, including office leases, amendments, construction and services agreements, vendor MSAs/SOWs, and facilities operations issues.
• Draft, review, and negotiate a range of commercial agreements related to the above areas; create and iterate templates and checklists that increase speed and consistency.
• Monitor and synthesize relevant legal and regulatory developments (e.g., SEC, exchange rules, wage/hour, pay transparency, workplace safety), and translate them into practical guidance and training for stakeholders.
• Manage outside counsel efficiently, set clear scopes and budgets, and drive toward timely, high-quality outcomes.
• Support other matters based on interest and business need.

Requirements

• J.D. (or international equivalent) and active bar membership in good standing.
• 2-5 years of relevant legal experience, preferably in a fast-paced environment, with direct exposure to public company securities, corporate governance and corporate transactions.
• Strong contract drafting and negotiation skills; ability to balance risk, speed, and business impact with clear, actionable guidance under tight timelines.
• Clear, concise communicator who can explain complex topics to non-lawyers and build trust with senior stakeholders.
• Prioritization, process creation, and cross-functional collaboration skills in a fast-moving environment.
• Ability to work from our Pittsburgh, PA office.

Qualifications

• Strong interest in Duolingo and its mission.
• Hands-on experience running '34 Act reporting cycles, proxy statement preparation processes, annual stockholder meetings, Section 16 and insider trading matters, and disclosure-related workflows.
• Experience supporting board/committee governance and preparing high-quality materials and minutes.
• Experience counseling on and managing international matters.
• Experience building templates/playbooks and delivering brief stakeholder trainings.
• Experience drafting, negotiating, and advising on commercial contracts.
• Exposure to employment and real estate matters.
• Interest and experience in leveraging AI tools and technology to drive legal practice.

Skills

• Exceptional written and verbal communication skills.
• Ability to manage multiple projects simultaneously.
• Attention to detail and strong organizational skills.
• Ability to work independently and as part of a team.
• Knowledge of employment laws and regulations.
• Experience with contract drafting and negotiation.
• Experience with corporate governance and compliance.
• Experience with international operations and compliance.
• Experience with real estate and workplace matters.
• Experience with data analysis and legal research.
• Experience with project management and process improvement.

Benefits

Take a peek at how we care for our employees' holistic well-being with our benefits here.

Pay

The offered salary is dependent upon several factors, including work experience, skills, and internal peer comparisons. The posted range is subject to change in the future. For this role, base salary is supplemented by equity compensation. We encourage you to talk with your recruiter for more information related to compensation for this role!

Schedule

Not specified.

Benefits

Take a peek at how we care for our employees' holistic well-being with our benefits here.