Mitzi Chang

Mitzi Chang

Partner Co-Chair, Fintech and Digital Currency & Blockchain
Mitzi Chang

 Mitzi Chang is a partner in Goodwin’s Technology and Life Sciences group and serves as co-chair of its FinTech practice and Digital Currency & Blockchain Technology practice. She focuses her practice on corporate and securities law, representing public and private companies, venture capital and private equity firms and investment banks in capital markets transactions, mergers and acquisitions, venture capital financings, SEC reporting and other general corporate and securities matters. Ms. Chang advises companies through every stage of the corporate life cycle – from initial formation and financing through successful initial public offering or acquisition. Ms. Chang also advises fintech, blockchain and digital asset companies, investors and network participants with respect to digital asset transactions and platforms, blockchain technology matters (including establishing new blockchains and nodes), decentralized finance (DeFi), non-fungible tokens (NFTs) and related securities law and regulatory matters, including representing clients in their discussions with the SEC's Strategic Hub for Innovation and Financial Technology (FinHub). Prior to joining Goodwin, Ms. Chang spent three years as in-house legal counsel at a Nasdaq-listed public technology company in San Francisco.

Ms. Chang currently serves on the firm’s Attorney Review Committee for associates and has previously served on its Committee on Racial and Ethnic Diversity and on the hiring committee for Goodwin’s San Francisco office.





Work for clients:

Public Offerings

  • Marqeta, Inc., a fintech company, in its $1.4 billion initial public offering
  • Various underwriters in connection with a $360 million initial public offering of Blend Labs, a fintech company
  • Thayer Ventures Acquisition Corporation, a special purpose acquisition company, in its $173 million initial public offering and concurrent $7.2 million private placement of warrants 
  • aTyr Pharma, Inc. in its $75 million initial public offering, $35 million and $10 million at-the-market offerings, $5 million registered direct offering and $45.8 million PIPE transaction 
  • Fate Therapeutics, Inc. in its $40 million initial public offering, $30 million follow-on public offering, $8 million private placement with Juno Therapeutics and PIPE transactions totaling $67 million
  • Imperva in its $90 million initial public offering
  • Edgio (formerly Limelight Networks, Inc.) in a $60 million follow-on secondary offering and $125 million offering of convertible senior notes
  • Capstone Turbine Corporation in a $25 million at-the-market offering and $5.1 million registered direct offering
  • Various underwriters in connection with a $43 million follow-on offering for Regulus Therapeutics
  • Anthera Pharmaceuticals, Inc. in its $42 million initial public offering and $31.5 million PIPE transaction
  • A biopharmaceutical company in its $9 million follow-on public offering
  • A nanotechnology holding company in its $8 million registered direct offering

Mergers and Acquisitions

  • Blockfolio, Inc. in its sale to FTX Trading Ltd.
  • Xapo in the sale of its institutional bitcoin custody business to Coinbase
  • Edgio in its acquisition of Edgecast and Moov Corporation
  • Teva Pharmaceuticals Industries, Ltd. in its $3.2 billion acquisition of Auspex Pharmaceuticals, Inc.
  • ECG Management Consultants, Inc. in its recapitalization by Gryphon Investors
  • Spotlite, Inc. in its sale to Rally Health
  • Onyx Pharmaceuticals, Inc. in its $10.4 billion sale to Amgen
  • Courier Corporation in its acquisition of FastPencil, Inc.
  • Location Labs in its sale to AVG Technologies
  • InsightsOne Systems, Inc. in its sale to Apigee Corporation
  • A startup company in a “spin-in” transaction with a publicly traded technology company
  • Companies in acquihire transactions with Facebook, Google, Yahoo!, and Ebay
  • Whiskey Media in its sale transactions with CBS Interactive and BermanBraun
  • NeuroFocus, Inc. in its sale to Nielsen Holdings, N.V.
  • Various acquisitions as in-house counsel for CNET Networks, Inc.*

Financing Transactions

  • Margeta in its Series D, D-1, E and E-1 preferred stock financings
  • Circle Internet Services in its $100 million Series F preferred stock financing
  • Andreessen Horowitz in various investments, including in Aleo, Bitski, LayerZero, Merckle Manufactory, Talos, Worldcoin and Yuga Labs
  • Lightspeed Ventures in various investments, including in Alchemy, Audius, Blockchain Luxembourg, and Risk Harbor
  • Paradigm in various investments, including in Genesis Digital Assets, Jambo, OpenSea, Opyn, Praxis, and TaxBit
  • Ribbit Capital in various investments, including Futureswap, Gauntlet, Offchain Labs, redefine, and Slingshot
  • Slow Ventures in its sDAO offerings, and various investments
  • True Ventures in various investments, including ApeWorX, Art Blocks, Astaria, Biconomy, Impossible Finance, Reflexer Labs, SquiggleDAO, Stader Labs, Quantum Art, and UnicornDAO
  • Declaration Partners in its Series C investment in Paxos
  • RPM Ventures in its Series B investment in Figure Technologies
  • Vy Capital in its Series B investment in MobileCoin
  • Greycroft Partners in various growth-equity investments, including Yeahka, a Chinese mobile payment service provider, Performance Horizon Group Limited, a UK SaaS marketing platform, Axios Media, a media company, the RealReal, a luxury resale retailer, SEMrush, an enterprise software provider, Zumper, an apartment rentals marketplace, RoadRunner Recycling, a commercial waste management company, Openpath, a proptech security company, Pacaso, a real estate startup, and Fabric, an e-commerce company
  • e.Ventures in various investments, including NomNomNow, Yeahka, Axios Media, theRealReal, SEMRush, Zumper, Roadrunner Recycling, Honeycomb, a provider of developer solutions, Creditas Financial Solutions, Ltd., a fintech company, and Sudshare 
  • Thomvest Ventures in various investments, including in Apsalar, Avalanche Technology, Netbase and Tactus Technology
  • Franklin Templeton in various investments, including in BondLink and Seriforge
  • IVP in its investment in Woven
  • Ayla Networks in its Series C and Series D preferred stock financing
  • WePay in its $40 million Series D preferred stock financing
  • ThredUp, Inc. in its $81 million Series E preferred stock financing
  • RocketLawyer in its preferred stock financings
  • Industry Ventures in its investment in TheRealReal
  • aTyr Pharma, Inc. in its $76 million Series E preferred stock financing
  • Royalty Pharma in its purchases of royalties in various transactions totaling over $2 billion
  • TA Associates in its investment in Millennium Laboratories, Inc.
  • LLM Capital Partners in its investment in Hybrid Design Associates, LLC
  • Pipeline Angels in over 75 portfolio company investments
  • Nana Technologies in its Series Seed and Series A preferred stock financing
  • BacklotCars in its Series A and Series B preferred stock financings
  • Mighty Networks in its Series A and Series B preferred stock financing
  • Blockfolio in its Series Seed and Series A preferred stock financings
  • BlockGen Corp. in its Series A preferred stock financing
  • Plutus Financial (Abra) in its Series C preferred stock financing
  • PhunCoin, Inc., a subsidiary of PhunWare (Nasdaq: PHUN), in its digital asset rights offerings under Regulation D and Regulation CF
  • Various investment funds and blockchain technology clients in traditional and digital securities offerings

* Denotes experience prior to joining Goodwin.

Professional Activities

Ms. Chang is a member of the American Bar Association, San Francisco Bar Association and the State Bar of California.

Professional Experience

Prior to joining Goodwin, Ms. Chang was a senior counsel at CBS Interactive Inc. (formerly CNET Networks, Inc.) from 2005-2008, where she advised and supported the company's Games, Music & Lifestyle and TV Entertainment divisions in their business-related matters as well as the company in its acquisitions, securities-related and other corporate matters. From 2002-2005, she was an associate in the corporate department of the San Francisco office of Latham & Watkins LLP.


In 2021, Business Insider named Ms. Chang as one of the top 11 law firm partners working with fintechs.

Ms. Chang has been selected for inclusion in The Legal 500 U.S. 2022. Ms. Chang was named by Lawyers of Color in its inaugural Nation’s Best 2020, recognizing practitioners across the United States who combine noteworthy accomplishments over the past 12 months with a strong commitment to diversity and inclusion in the legal profession.

Ms. Chang was recognized by the Daily Journal as one of its 2019 "Top Women Lawyers" in the state of California and was named as a 2018 National Law Journal Cryptocurrency, Blockchain and Fintech Trailblazer.

While attending law school, Ms. Chang was a Notes and Comments Editor for The Tax Lawyer, for which she authored “Reasonableness, First Impression, and the Accuracy-Related Penalty: Neonatology Associates v. Commissioner” (2001).

In The News









J.D., 2002
Georgetown University Law Center
B.A., 1999
University of California, Berkeley

(magna cum laude, Phi Beta Kappa)



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