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Andrew D. Thorpe


[email protected]



Andy, one of the Bay Area’s leading corporate attorneys, handles securities regulation, public offerings, mergers and acquisitions, and corporate governance matters for leaders and innovators in industries including the biopharma, medical devices, semiconductor, software, fintech, clean technology, cryptocurrency, financial services, telecommunications, and internet sectors.

He brings 360-degree insight to each capital markets transaction. In addition to extensive experience representing issuers and underwriters — including in over 40 initial public offerings (IPOs) to date — Andy’s unique background includes many years with the Securities and Exchange Commission (SEC), where he reviewed public companies' SEC filings and played a significant role in drafting landmark regulations.

Andy is among the top IPO counsels to issuers, according to statistics from IPO Vital Signs. His representative engagements include providing counsel in a deal that was then the largest venture-backed tech company IPO in the state of New York, based on market cap at pricing; handling cross-border transactions, including IPOs for Israeli companies going public in the United States; and guiding a bitcoin investment trust — the first publicly traded bitcoin fund — through the public listing process. Andy has also represented numerous companies in executing “alternative public offerings,” such as reverse mergers and acquisitions by SPACs (special purpose acquisition companies).

In the Legal 500 rankings, a commenter described Andy as “great to work with,” noting, “he's knowledgeable, has excellent capital markets and regulatory experience, and is creative, smart and always keeps his cool.”

Andy regularly speaks at the ABA's Annual Review of Developments in Business Financing at the ABA Section of Business Law's Spring Meetings and is frequently quoted in Law360 and other publications on issues pertaining to corporate transactions and SEC regulations.

Prior to joining Mintz, Andy was a partner in the San Francisco office of a large, international law firm. Earlier, after leaving the SEC to enter private practice, he was a partner in the corporate group of another international law firm. His work in the Division of Corporation Finance at the SEC included four years with the Office of Rulemaking, where he played a significant role in drafting many regulations, including those mandated by the Sarbanes-Oxley Act of 2002, as well as Securities Act Reform.


  • Washington University (JD)
  • Thunderbird School of Global Management (MBA)
  • Emory University (BA)

Recognition & Awards

  • Recommended by The Legal 500 United States for Capital Markets: Equity (2021)
  • Securities and Exchange Commission: Regulatory Simplification Award for participation on Securities Offering Reform Team (2005)
  • Securities and Exchange Commission: SEC Law and Policy Award for participation on Proxy Review Task Force (2004)


  • Chair, Committee on Developments in Business Financing, American Bar Association (ABA)
  • Chair, Subcommittee on Annual Review and Programs, ABA
  • Member, Committee on the Federal Regulation of Securities, ABA
  • Member, Subcommittee on Annual Review of Federal Securities Regulation, ABA
  • Member, State Bar of California
  • Member, State Bar of Illinois


Securities & Capital Markets Viewpoints Thumbnail

SEC Harmonizes and Improves “Patchwork” Private Offering Framework

November 12, 2020 | Alert | By Melissa V. Frayer, Andrew D. Thorpe

Read about the SEC’s November 2 adoption of amendments designed to harmonize and simplify the complex framework of private offering exemptions.
Read more

News & Press

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In Law360, Mintz Member Andrew Thorpe commented on the U.S. Securities and Exchange Commission (SEC)’s current and prospective post-election priorities regarding public company disclosures about environmental, social and corporate governance (ESG) commitments, particularly in response to growing demand for new levels of disclosure from the institutional investment community.
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In an article published by The Wall Street Journal, Mintz Member Andrew Thorpe was quoted on the U.S. Securities and Exchange Commission (SEC)'s review of the sale of up to $500 million in shares of bankrupt rental-car company Hertz Global Holdings Inc.
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The Recorder covered the arrival of capital markets attorney Andrew D. Thorpe as a Member in Mintz’s Corporate Group, based in San Francisco. The article noted that Mintz has been bulking up its Corporate Group in recent months with hires in Boston, New York and San Francisco.



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