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| LEI | 5493004G3J2SC154DU06 |
| CIK | 1679788 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Coinbase Global, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 15, 2025 |
Calculation of Filing Fee Tables S-3 Coinbase Global, Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initi |
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| August 15, 2025 |
Filed pursuant to Rule 424(b)(7) Registration No. 333-287084 PROSPECTUS SUPPLEMENT (To Prospectus dated May 8, 2025) 10,997,856 Shares Coinbase Global, Inc. Class A Common Stock Offered by the Selling Stockholders This prospectus supplement relates to the proposed resale or other disposition of up to an aggregate of 10,997,856 shares of Class A common stock, par value $0.00001 per share, of Coinba |
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| August 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2025 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission F |
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| August 8, 2025 |
[Signature Page to the Base Capped Call Confirmation] Exhibit 10.1 [Dealer name and address] To: Coinbase Global, Inc. From: [Dealer] Re: [Base][Additional] Capped Call Transaction Ref. No: []1 Date: August [], 2025 Dear Ladies and Gentlemen: The purpose of this communication (this “Confirmation”) is to set forth the terms and conditions of the above-referenced transaction entered into on the Trade Date specified below (the “Transaction”) between [De |
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| August 8, 2025 |
Exhibit 4.3 COINBASE GLOBAL, INC. and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of August 8, 2025 0% Convertible Senior Notes due 2032 TABLE OF CONTENTS Page Article 1. Definitions; Rules Of Construction 1 Section 1.01. Definitions. 1 Section 1.02. Other Definitions. 12 Section 1.03. Rules of Construction. 14 Article 2. The Notes 14 Section 2.01. Form, Dating and |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2025 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fi |
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| August 8, 2025 |
Exhibit 4.1 COINBASE GLOBAL, INC. and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of August 8, 2025 0% Convertible Senior Notes due 2029 TABLE OF CONTENTS Page Article 1. Definitions; Rules Of Construction 1 Section 1.01. Definitions. 1 Section 1.02. Other Definitions. 11 Section 1.03. Rules of Construction. 13 Article 2. The Notes 14 Section 2.01. Form, Dating and |
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| August 6, 2025 |
Coinbase Announces Pricing of Upsized Offering of $2.6 Billion of Convertible Senior Notes Coinbase Announces Pricing of Upsized Offering of $2.6 Billion of Convertible Senior Notes August 5, 2025 Remote-First-Company/Boston-(BUSINESS WIRE) - Coinbase Global, Inc. (“Coinbase”) (Nasdaq: COIN) today announced the pricing of $1.3 billion aggregate principal amount of 0% Convertible Senior Notes due 2029 (the “2029 notes”) and $1.3 billion aggregate principal amount of 0% Convertible Senior |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2025 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fi |
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| August 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2025 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fi |
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| August 5, 2025 |
Coinbase Announces Proposed Private Offering of $2.0 Billion of Convertible Senior Notes Coinbase Announces Proposed Private Offering of $2.0 Billion of Convertible Senior Notes August 5, 2025 Remote-First-Company/Phoenix-(BUSINESS WIRE) - Coinbase Global, Inc. (“Coinbase”) (Nasdaq: COIN) today announced its intention to offer, subject to market conditions and other factors, $1.0 billion aggregate principal amount of Convertible Senior Notes due 2029 (the “2029 notes”) and $1.0 billio |
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| July 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-40289 Coinbase |
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| July 31, 2025 |
Second Quarter 2025 July 31, 2025 1 [1] Adjusted EBITDA is a non-GAAP financial measure. |
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| July 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2025 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fil |
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| June 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2025 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2025 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission File |
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| May 8, 2025 |
Calculation of Filing Fee Tables S-3 Coinbase Global, Inc. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Dat |
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| May 8, 2025 |
As filed with the Securities and Exchange Commission on May 8, 2025 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 8, 2025 Registration No. |
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| May 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2025 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission File |
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| May 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2025 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission File |
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| May 8, 2025 |
Exhibit 4.1 COINBASE GLOBAL, INC. Issuer AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of , 20 Debt Securities TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities a |
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| May 8, 2025 |
First Quarter 2025 May 8, 2025 1 [1] This is a non-GAAP financial measure. [2] $USD resources is defined as cash and cash equivalents and USDC (net of USDC loaned or pledged as collateral). [3] Trading volume represents the total US dollar equivalent value of spot matched trades transacted between a buyer and seller through our platform during the period of measurement. [4] Assets under custody (A |
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| May 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-40289 Coinbase |
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| May 8, 2025 |
Exhibit 2.1 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(2). Such excluded information is not material and customarily and actually treated by the registrant as private and confidential. SHARE PURCHASE AGREEMENT by and among COINBASE GLOBAL, INC., a Delaware corporation, SENTILLIA B.V., a company organized under the laws of the Netherlands, |
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| May 8, 2025 |
Form T-1 Statement of Eligibility of Trustee under the Trust Indenture Act of 1939. Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. Emp |
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| April 25, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Def |
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| April 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Stat |
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| February 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 21, 2025 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| February 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40289 Coinbase Global |
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| February 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2025 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| February 13, 2025 |
CORRESP Ran D. Ben-Tzur [email protected] | 650.335.7613 February 13, 2025 CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND SUBMITTED SEPARATELY TO THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR THE OMITTED PORTIONS, WHICH HAVE BEEN REPLACED WITH A STATEMENT THAT SUCH INFORMATION IS BEING PROVIDED SUPPLEMENTALLY TO THE STAFF IN THE |
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| February 13, 2025 |
Calculation of Filing Fee Tables S-8 Coinbase Global, Inc. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Class A common stock, $0.00001 par value per share Other 12,682,137 $ 272.415 $ 3,454,804,350.86 0.0001531 $ 52 |
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| February 13, 2025 |
2021 Employee Stock Purchase Plan and forms of enrollment agreements thereunder Exhibit 10.5 COINBASE GLOBAL INC. 2021 EMPLOYEE STOCK PURCHASE PLAN 1.PURPOSE. Coinbase Global, Inc. adopted the Plan effective as of the Effective Date. The purpose of this Plan is to provide eligible employees of the Company and the Participating Corporations with a means of acquiring an equity interest in the Company, to enhance such employees’ sense of participation in the affairs of the Compa |
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| February 13, 2025 |
Collaboration Agreement by and between Exhibit 10.15 Certain confidential information contained in this document, marked by [*], has been omitted because the registrant has determined that the information (i) is not material and (ii) is the type of information that the registrant treats as private or confidential. COLLABORATION AGREEMENT BY AND BETWEEN COINBASE GLOBAL, INC. AND CIRCLE INTERNET FINANCIAL, LLC DATED AS OF August 18, 2023 |
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| February 13, 2025 |
Change of Control and Severance Policy Exhibit 10.12 AMENDED AND RESTATED CHANGE OF CONTROL AND SEVERANCE POLICY (Effective Date: October 16, 2024) (1)Overview. This Change of Control and Severance Policy (the “Policy”) of Coinbase Global, Inc., a Delaware corporation (the “Company”) was originally effective as of February 13, 2021 (the “Effective Date”) and may be amended from time to time. (a)Purpose and Participation. The purpose of |
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| February 13, 2025 |
As filed with the Securities and Exchange Commission on February 13, 2025 As filed with the Securities and Exchange Commission on February 13, 2025 Registration No. |
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| February 13, 2025 |
Exhibit 19.1 Coinbase Global, Inc. Insider Trading Policy (Effective Date: January 22, 2025) 1.Overview Coinbase Global, Inc. and its controlled subsidiaries (“Coinbase”) is committed to promoting high standards of honest and ethical business conduct and compliance with laws, rules and regulations, including those related to insider trading. Accordingly we have adopted this Insider Trading Policy |
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| February 13, 2025 |
2021 Equity Incentive Plan and forms of award agreements thereunder Exhibit 10.4 COINBASE GLOBAL INC. 2021 EQUITY INCENTIVE PLAN 1.PURPOSE. The purpose of this Plan is to provide incentives to attract, retain, and motivate eligible persons whose present and potential contributions are important to the success of the Company, and any Parents, Subsidiaries, and Affiliates that exist now or in the future, by offering them an opportunity to participate in the Company’ |
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| February 13, 2025 |
Fourth Quarter and Full Year 2024 Fourth Quarter and Full Year 2024 February 13, 2025 1 [1] Q4 and full year 2024 net income included $476 million and $687 million in pre-tax gains on our crypto asset investment portfolio, respectively, the vast majority of which were unrealized. |
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| February 13, 2025 |
cosystem Agreement by and between the Regis Exhibit 10.16 Certain confidential information contained in this document, marked by [*], has been omitted because the registrant has determined that the information (i) is not material and (ii) is the type of information that the registrant treats as private or confidential. STABLECOIN ECOSYSTEM AGREEMENT This STABLECOIN ECOSYSTEM AGREEMENT (“Ecosystem Agreement”) is made and entered into as of N |
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| February 13, 2025 |
List of Subsidiaries of the Registrant Exhibit 21.1 SUBSIDIARIES OF COINBASE GLOBAL, INC.* Subsidiary name Jurisdiction of incorporation CB Payments, Ltd United Kingdom Coinbase Asset Management, LLC Delaware, United States Coinbase, Inc. Delaware, United States Coinbase Credit, Inc. Delaware, United States Coinbase Custody International Limited Ireland Coinbase Custody Trust Company, LLC New York, United States Coinbase Derivatives, L |
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| February 4, 2025 |
February 4, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Crypto Assets Office of Finance 100 F Street, NE Washington, DC 20549 Attention: Ms. Michelle Miller Mr. Robert Telewicz Ms. Lulu Cheng Mr. John Dana Brown Re: Coinbase Global, Inc. Form 10-K for Fiscal Year Ended December 31, 2022 Form 10-K for Fiscal Year Ended December 31, 2023 Form 1 |
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| November 15, 2024 |
******* [CONFIDENTIAL TREATMENT REQUESTED BY COINBASE GLOBAL, INC.] Ran D. Ben-Tzur [email protected] | 310.434.5403 November 15, 2024 CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR THE OMITTED PORTIONS, WHICH HAVE BEEN REPLACED WITH THE FOLLOWING PLACEHOLDER “[*]” IN THE LETTER FILED VIA EDGAR. VIA EDGAR AND ELECTRONIC TRANSMISS |
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| November 14, 2024 |
COIN / Coinbase Global, Inc. / Armstrong Brian - SCHEDULE 13G, AMENDMENT NO. 3 Passive Investment SC 13G/A 1 sc13ga3.htm SCHEDULE 13G, AMENDMENT NO. 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Coinbase Global, Inc. (Name of Issuer) Class A Common Stock, par value $0.00001 per share (Title of Class of Securities) 19260Q107 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing |
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| November 13, 2024 |
United States Securities and Exchange Commission Washington, D.C. 20549 Schedule 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 4)* Coinbase Global, Inc. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of |
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| November 6, 2024 |
CORRESP November 6, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Crypto Assets Office of Finance 100 F Street NE Washington, DC 20549 Attention: Ms. Michelle Miller Ms. Bonnie Baynes Ms. Lulu Cheng Mr. John Dana Brown Re: Coinbase Global, Inc. Form 10-K for Fiscal Year Ended December 31, 2022 Form 10-K for Fiscal Year Ended December 31, 2023 F |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2024 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-40289 Coin |
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| October 30, 2024 |
Third Quarter 2024 October 30, 2024 1 Note: Figures presented may not sum precisely due to rounding. |
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| August 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-40289 Coinbase |
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| August 1, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2024 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fi |
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| August 1, 2024 |
Fellow Shareholders, * See footnote (1) below. Q2 was a quarter of strong progress for Coinbase and the crypto industry. In addition to solid financial results and continuing to build trusted products to help drive crypto adoption, Coinbase and the crypto industry made great strides towards achieving regulatory clarity in the US, which we believe will be a major unlock for innovation in the indust |
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| July 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2024 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fil |
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| June 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2024 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-40289 Coinbase |
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| May 2, 2024 |
Shareholder Letter First Quarter 2024 May 2, 2024 Exhibit 99.1 First Quarter 2024 1 Fellow Shareholders, Our financial performance in Q1 reflects our focused execution on product expansion, ongoing operational discipline, and strong crypto market conditions. We generated $1.6 billion of total revenue and $1.2 billion of net income*. Adjusted EBITDA was $1.0 billion – more than we generated in al |
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| May 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2024 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission File |
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| May 1, 2024 |
******* [CONFIDENTIAL TREATMENT REQUESTED BY COINBASE GLOBAL, INC.] Ran D. Ben-Tzur [email protected] | 310.434.5403 May 1, 2024 CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR THE OMITTED PORTIONS, WHICH HAVE BEEN REPLACED WITH THE FOLLOWING PLACEHOLDER “[*]” IN THE LETTER FILED VIA EDGAR. VIA EDGAR AND ELECTRONIC TRANSMISSION U. |
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| April 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Stat |
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| April 25, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Def |
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| April 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2024 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fi |
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| March 18, 2024 |
Form of Capped Call Transaction Confirmation. EX-10.1 Exhibit 10.1 Bid Version [Dealer name and address] To: Coinbase Global, Inc. From: [Dealer] Re: [Base][Additional] Capped Call Transaction Ref. No: []1 Date: March [], 2024 Dear Ladies and Gentlemen: The purpose of this communication (this “Confirmation”) is to set forth the terms and conditions of the above-referenced transaction entered into on the Trade Date specified below (the “Transa |
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| March 18, 2024 |
EX-4.1 Exhibit 4.1 EXECUTION VERSION COINBASE GLOBAL, INC. and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of March 18, 2024 0.25% Convertible Senior Notes due 2030 TABLE OF CONTENTS Page Article 1. Definitions; Rules of Construction 1 Section 1.01. Definitions 1 Section 1.02. Other Definitions 12 Section 1.03. Rules of Construction 13 Article 2. The Notes 14 Sec |
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| March 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 18, 2024 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fi |
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| March 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2024 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fi |
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| March 14, 2024 |
EX-99.1 Exhibit 99.1 Coinbase Announces Pricing of Upsized Offering of $1.1 Billion of 0.25% Convertible Senior Notes Due 2030 March 13, 2024 Remote-First-Company/SANTA FE, N.M.-(BUSINESS WIRE)—Coinbase Global, Inc. (“Coinbase”) (Nasdaq: COIN) today announced the pricing of $1.1 billion aggregate principal amount of Convertible Senior Notes due 2030 (the “notes”) in a private offering (the “offeri |
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| March 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 12, 2024 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fi |
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| March 12, 2024 |
Coinbase Announces Proposed Private Offering of $1.0 Billion of Convertible Senior Notes Due 2030 Exhibit 99.1 Coinbase Announces Proposed Private Offering of $1.0 Billion of Convertible Senior Notes Due 2030 March 12, 2024 Remote-First-Company/Portland-(BUSINESS WIRE)-Coinbase Global, Inc. (“Coinbase”) (Nasdaq: COIN) today announced its intention to offer, subject to market conditions and other factors, $1.0 billion aggregate principal amount of Convertible Senior Notes due 2030 (the “notes”) |
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| February 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2024 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| February 15, 2024 |
EXHIBIT 97.1 Coinbase Global, Inc. Compensation Recovery Policy (Effective Date: October 18, 2023) 1.Overview This Policy is designed to comply with Rule 10D-1 of the Exchange Act, enabling the Company to recover from specified current and former Company executives certain Incentive-Based Compensation in the event of an accounting restatement resulting from material noncompliance with any financia |
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| February 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40289 Coinbase Global |
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| February 15, 2024 |
Employment Agreement by and between the Registrant and Lawrence Brock, dated February 11, 2023 Exhibit 10.11 February 11, 2023 L.J. Brock Dear L.J.: This letter agreement amends and restates the offer letter between you and Coinbase, Inc. (the “Company”), dated October 12, 2018 (the “Prior Agreement”) effective February 11, 2023. You will continue to work in the role of Chief People Officer, reporting to Coinbase Global, Inc.'s President and Chief Operating Officer. 1.Cash Compensation. In |
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| February 15, 2024 |
As filed with the Securities and Exchange Commission on February 15, 2024 As filed with the Securities and Exchange Commission on February 15, 2024 Registration No. |
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| February 15, 2024 |
List of Subsidiaries of the Registrant Exhibit 21.1 SUBSIDIARIES OF COINBASE GLOBAL, INC.* Subsidiary name Jurisdiction of incorporation CB Payments, Ltd United Kingdom Coinbase, Inc. Delaware, United States Coinbase Canada, Inc. Canada Coinbase Capital Markets Corporation California, United States Coinbase Credit, Inc. Delaware, United States Coinbase Crypto Services, LLC Delaware, United States Coinbase Custody International Limited |
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| February 15, 2024 |
Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) Coinbase Global, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A common stock, $ |
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| February 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2024 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| February 15, 2024 |
shareholderletterq42023 February XX, 2024 Shareholder Letter Fourth Quarter and Full-Year 2023 February 15, 2024 Exhibit 99. |
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| February 14, 2024 |
COIN / Coinbase Global, Inc. / Armstrong Brian - SCHEDULE 13G, AMENDMENT NO. 2 Passive Investment SC 13G/A 1 sc13ga2.htm SCHEDULE 13G, AMENDMENT NO. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Coinbase Global, Inc. (Name of Issuer) Class A Common Stock, par value $0.00001 per share (Title of Class of Securities) 19260Q107 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing |
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| February 14, 2024 |
COIN / Coinbase Global, Inc. / Andreessen Horowitz Fund III, L.P. - SC 13G/A Passive Investment SC 13G/A 1 tm245429d46sc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Coinbase Global, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 19260Q107 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa |
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| February 14, 2024 |
SC 13G/A 1 ea193706-13ga3frederic3coin.htm AMENDMENT NO. 3 TO SCHEDULE 13G United States Securities and Exchange Commission Washington, D.C. 20549 Schedule 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3)* Coinbase Global, Inc. (N |
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| February 13, 2024 |
COIN / Coinbase Global, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0643-coinbaseglobalincclas.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Coinbase Global, Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 19260Q107 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate |
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| November 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-40289 Coin |
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| November 2, 2023 |
secshareholderletterq320 Shareholder Letter Third Quarter 2023 November 2, 2023 Exhibit 99. |
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| November 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2023 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| October 20, 2023 |
555 California Street 12th Floor San Francisco, CA 94104 415.875.2300 Fenwick.com MICHAEL A. BROWN EMAIL [email protected] DIRECT DIAL +1 (415) 875-2432 October 20, 2023 CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR THE OMITTED PORTIONS, WHICH HAVE BEEN |
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| September 28, 2023 |
CORRESP September 28, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Crypto Assets Office of Finance 100 F Street, NE Washington, DC 20549 Attention: Ms. Michelle Miller Ms. Bonnie Baynes Ms. Lulu Cheng Ms. Sandra Hunter Berkheimer Re: Coinbase Global, Inc. Form 10-K for the year ended December 31, 2022 Filed February 21, 2023 Form 10-Q for the pe |
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| September 19, 2023 |
EX-99.1 Exhibit 99.1 Coinbase Announces Final Results and Expiration of Cash Tender Offer for its Outstanding 3.625% Senior Notes Due 2031 September 19, 2023 Remote-First-Company/SAN DIEGO—(BUSINESS WIRE)— Coinbase Global, Inc. (the “Company” or “Coinbase”) today announced the final results of its previously announced offer to purchase for cash (the “Tender Offer”) up to $180.0 million in aggregat |
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| September 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2023 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commissio |
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| September 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2023 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| September 5, 2023 |
EX-99.1 Exhibit 99.1 Coinbase Announces Interim Results and Extension and Upsizing of Cash Tender Offer for its Outstanding 3.625% Senior Notes Due 2031 September 5, 2023 Remote-First-Company/SAN DIEGO—(BUSINESS WIRE)— Coinbase Global, Inc. (the “Company” or “Coinbase”) today announced interim results of its previously announced offer to purchase for cash (the “Tender Offer”) a portion of its 3.62 |
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| August 21, 2023 |
EX-99.1 Exhibit 99.1 Coinbase Announces Early Tender Results and an Increase in Consideration in Connection with Cash Tender Offer for Up to $150.0 Million Aggregate Purchase Price of its Outstanding 3.625% Senior Notes Due 2031 August 21, 2023 Remote-First-Company/SAN DIEGO—(BUSINESS WIRE)— Coinbase Global, Inc. (the “Company” or “Coinbase”) today announced the early tender results of its previou |
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| August 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 21, 2023 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission F |
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| August 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2023 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fi |
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| August 7, 2023 |
EX-99.1 Exhibit 99.1 Coinbase Commences Cash Tender Offer for Up to $150.0 Million Aggregate Purchase Price of its Outstanding 3.625% Senior Notes Due 2031 August 7, 2023 Remote-First-Company/SAN DIEGO—(BUSINESS WIRE)— Coinbase Global, Inc. (the “Company” or “Coinbase”) today announced that it is commencing an offer to purchase for cash (the “Tender Offer”) up to $150.0 million in aggregate purcha |
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| August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2023 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fi |
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| August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-40289 Coinbase |
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| August 3, 2023 |
coinbaseq223shareholderl Shareholder Letter Second Quarter 2023 August 3, 2023 Exhibit 99. |
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| June 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2023 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-40289 Coinbase |
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| May 4, 2023 |
q123shareholderletter Shareholder Letter First Quarter 2023 May 4, 2023 Exhibit 99. |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2023 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission File |
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| April 28, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Def |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Stat |
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| March 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2023 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fi |
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| February 21, 2023 |
q4shareholderletter2022 Exhibit 99.1 Shareholder Letter Fourth Quarter and Full-Year 2022 Feb 21, 2023 Q4 and Full-Year 2022 1 Fellow Shareholders, In light of all of the volatility in the industry, we believe our year-end shareholder letter provides a good opportunity to reflect on what Coinbase is, and perhaps more importantly, what it is not. We founded Coinbase with a conscious choice that w |
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| February 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 21, 2023 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| February 21, 2023 |
List of Subsidiaries of the Registrant Exhibit 21.1 SUBSIDIARIES OF COINBASE GLOBAL, INC.* Subsidiary name Jurisdiction of incorporation CB Payments, Ltd United Kingdom Coinbase, Inc. Delaware, United States Coinbase Canada, Inc. Canada Coinbase Capital Markets Corporation California, United States Coinbase Credit, Inc. Delaware, United States Coinbase Crypto Services, LLC Delaware, United States Coinbase Custody International Limited |
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| February 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40289 Coinbase Global |
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| February 21, 2023 |
Exhibit 10.14 November 30, 2022 Re: Separation Agreement and Release of Claims Dear Surojit Chatterjee: You and Coinbase, Inc. (the “Company”) have mutually agreed to end your employment with the Company. You and the Company agree that you will continue to complete your duties in good faith through the Notice Date, including using commercially reasonable efforts to assist with the transition of yo |
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| February 21, 2023 |
Exhibit 4.8 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Coinbase Global, Inc. has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: our Class A common stock. References herein to the terms the “company,” “we,” “our,” and “us” refer to Coinbase Global, Inc. DESCRIPTION OF CA |
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| February 21, 2023 |
Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) Coinbase Global, Inc. (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A common stock, $0.00001 p |
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| February 21, 2023 |
As filed with the Securities and Exchange Commission on February 21, 2023 As filed with the Securities and Exchange Commission on February 21, 2023 Registration No. |
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| February 16, 2023 |
SC 13G/A 1 ea173851-13ga2frederic3coin.htm AMENDMENT NO. 2 TO SCHEDULE 13G United States Securities and Exchange Commission Washington, D.C. 20549 Schedule 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* Coinbase Global, Inc. (N |
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| February 14, 2023 |
SC 13G/A 1 sc13ga1.htm SCHEDULE 13 G, AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Coinbase Global, Inc. (Name of Issuer) Class A Common Stock, par value $0.00001 per share (Title of Class of Securities) 19260Q107 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing |
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| February 14, 2023 |
SC 13G/A 1 ea173340-13ga1frederic3coin.htm AMENDMENT NO. 1 TO SCHEDULE 13G United States Securities and Exchange Commission Washington, D.C. 20549 Schedule 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Coinbase Global, Inc. (N |
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| February 10, 2023 |
COIN / Coinbase Global, Inc. Class A / ARK Investment Management LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| February 9, 2023 |
COIN / Coinbase Global, Inc. Class A / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Coinbase Global Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 19260Q107 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1 |
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| February 1, 2023 |
COINBASE GLOBAL, INC. (a Delaware corporation) AMENDED AND RESTATED BYLAWS As Effective February 1, 2023 COINBASE GLOBAL, INC. (a Delaware corporation) AMENDED AND RESTATED BYLAWS Table of Contents Page ARTICLE I. STOCKHOLDERS 1 Section 1.1 Annual Meetings 1 Section 1.2 Special Meetings 1 Section 1.3 Notice of Meetings 1 Section 1.4 Adjournments 1 Section 1.5 Quorum 2 Section 1.6 Organization 2 Se |
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| February 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2023 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| January 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2023 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| December 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 28, 2022 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorpo |
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| November 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-04321 Coin |
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| November 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2022 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| November 3, 2022 |
a20221103shareholderlett Shareholder Letter Third Quarter 2022 Exhibit 99.1 Fellow shareholders, Chapter 1 Chapter 2 Chapter 3 Q3 was a mixed quarter for Coinbase. Transaction revenue was significantly impacted by stronger macroeconomic and crypto market headwinds, as well as trading volume moving offshore. Meanwhile, we saw strong growth in our subscription and services revenue, driven by our |
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| November 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 28, 2022 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| August 9, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2022 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fi |
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| August 9, 2022 |
Shareholder Letter Second Quarter 2022 Exhibit 99.1 Fellow shareholders, At Coinbase, we live by the mantra "It's never as good as it seems, and it's never as bad as it seems." Despite crypto market capitalization declining $1.3 trillion or ~60% in Q2, primarily driven by macroeconomic conditions and shocks to the crypto credit environment, we remain as bullish as ever on the future of this techno |
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| August 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-04321 Coinbase |
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| June 14, 2022 |
Regulation FD Disclosure, Costs Associated with Exit or Disposal Activities UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2022 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fil |
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| June 3, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2022 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission File |
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| May 17, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2022 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission File |
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| May 17, 2022 |
Employee note: An update on hiring plans Exhibit 99.1 Employee note: An update on hiring plans By Emilie Choi, President and Chief Operating Officer I shared an update with our employees today that I want to also share publicly. Please note that these changes are not expected to have any material impact to our previously communicated expense outlook for Q2, or full-year 2022, as disclosed in our Q1 shareholder letter. Tl;dr: To ensure we |
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| May 10, 2022 |
Exhibit 107.1 Calculation of Filing Fee Tables Form S-3ASR (Form Type) Coinbase Global, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward |
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| May 10, 2022 |
DEFA14A 1 coin2021def14aproxysupplem.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as per |
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| May 10, 2022 |
Issuer Free Writing Prospectus dated May 10, 2022 Filed Pursuant to Rule 433 under the Securities Act of 1933 Registration Statement No. |
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| May 10, 2022 |
Form T-1 Statement of Eligibility of Trustee under the Trust Indenture Act of 1939. Exhibit 25.1 securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. Emp |
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| May 10, 2022 |
Shareholder Letter First Quarter 2022 May 10, 2022 Exhibit 99.1 2 The first quarter of 2022 continued a trend of both lower crypto asset prices and volatility that began in late 2021. These market conditions directly impacted our Q1 results. But, we entered these market conditions with foresight and preparation, and remain as excited as ever about the future of crypto. To quote our Prospectus file |
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| May 10, 2022 |
As filed with the Securities and Exchange Commission on May 10, 2022 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 10, 2022 Registration No. |
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| May 10, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2022 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission File |
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| May 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-04321 Coinbase |
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| May 10, 2022 |
Exhibit 4.1 COINBASE GLOBAL, INC. Issuer AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of , 20 Debt Securities TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 4 Section 2.01 Designation and Terms of Securities 4 Section 2.02 Form of Securities a |
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| April 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2022 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fi |
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| April 20, 2022 |
DEF 14A 1 edge20001234x1def14a.htm DEF 14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| April 20, 2022 |
COINBASE GLOBAL, INC. (a Delaware corporation) AMENDED AND RESTATED BYLAWS As Effective April 19, 2022 COINBASE GLOBAL, INC. (a Delaware corporation) AMENDED AND RESTATED BYLAWS Table of Contents Page ARTICLE I. STOCKHOLDERS 1 Section 1.1 Annual Meetings 1 Section 1.2 Special Meetings 1 Section 1.3 Notice of Meetings 1 Section 1.4 Adjournments 1 Section 1.5 Quorum 2 Section 1.6 Organization 2 Sect |
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| April 20, 2022 |
DEFA14A 1 edge20001234x2defa14a.htm FORM DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permit |
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| February 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-04321 Coinbase Global |
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| February 25, 2022 |
Employment Agreement by and between the Registrant and Alesia J. Haas, dated March 29, 2021 Exhibit 10.10 March 29, 2021 Alesia Haas Dear Alesia: This letter agreement amends and restates the offer letter between you and Coinbase, Inc. (the ?Company?), dated April 13, 2018 (the ?Prior Agreement?) effective April 1, 2021. You will continue to work in the role of Chief Financial Officer, reporting to Brian Armstrong. 1.Cash Compensation. In this position, the Company will pay you an annual |
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| February 25, 2022 |
Description of Class A common stock registered under Section 12 Exhibit 4.8 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2021, Coinbase Global, Inc., or ?we,? ?us,? and ?our,? had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: our Class A common stock. DESCRIPTION OF CAPITAL STOCK The following summary of the terms |
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| February 25, 2022 |
Employment Agreement by and between the Registrant and Emilie Choi, dated April 8, 2021 Exhibit 10.11 April 8, 2021 Emilie Choi Dear Emilie: This letter agreement amends and restates the offer letter between you and Coinbase, Inc. (the ?Company?), dated December 11, 2017 (the ?Prior Agreement?) effective April 8, 2021. You will continue to work in the role of President and Chief Operating Officer, reporting to Brian Armstrong. 1.Cash Compensation. In this position, the Company will p |
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| February 25, 2022 |
Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) Coinbase Global, Inc. (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(3)(4) Maximum Aggregate Offering Price(3)(4) Fee Rate Amount of Registration Fee Equity Class A common stock, |
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| February 25, 2022 |
List of Subsidiaries of the Registrant Exhibit 21.1 SUBSIDIARIES OF COINBASE GLOBAL, INC.* Subsidiary name Jurisdiction of incorporation Coinbase, Inc. Coinbase Capital Markets Corporation Coinbase Securities, Inc. FairXchange, LLC LMX Labs, LLC Delaware, United States California, United States Delaware, United States Delaware, United States Delaware, United States * Pursuant to Item 601(b)(21)(ii) of Regulation S-K, the names of other |
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| February 25, 2022 |
As filed with the Securities and Exchange Commission on February 24, 2022 As filed with the Securities and Exchange Commission on February 24, 2022 Registration No. |
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| February 25, 2022 |
Form of Immediately Exercisable Stock Option Agreement under the 2021 Equity Incentive Plan Exhibit 10.6 COINBASE GLOBAL, INC. 2021 EQUITY INCENTIVE PLAN NOTICE OF STOCK OPTION GRANT (IMMEDIATELY EXERCISABLE) You (the ?Optionee?) have been granted an option to purchase shares of Common Stock of the Company (the ?Option?) under the Coinbase Global, Inc. (the ?Company?) 2021 Equity Incentive Plan (the ?Plan?) subject to the terms and conditions of the Plan, this Notice of Stock Option Gran |
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| February 24, 2022 |
Shareholder Letter Fourth Quarter and Full-Year 2021 February 24, 2022 Exhibit 99. |
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| February 24, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2022 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| February 14, 2022 |
COIN / Coinbase Global, Inc. Class A / Armstrong Brian - SCHEDULE 13G Passive Investment SC 13G 1 sc13g.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Coinbase Global, Inc. (Name of Issuer) Class A Common Stock, par value $0.00001 per share (Title of Class of Securities) 19260Q107 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Che |
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| February 14, 2022 |
COIN / Coinbase Global, Inc. Class A / Ehrsam Frederick Ernest III - SCHEDULE 13G Passive Investment United States Securities and Exchange Commission Washington, D.C. 20549 Schedule 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to ? 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to ? 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Coinbase Global, Inc. (Name of Issuer) Class A Common Stock, $0.00001 par value per share (Title of |
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| February 14, 2022 |
Exhibit 1 AGREEMENT OF JOINT FILING This joint filing agreement (this ?Agreement?) is made and entered into as of this 14th day of February, 2022, by and among the undersigned. |
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| February 14, 2022 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Coinbase Global, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 19260Q107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule |
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| February 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2022 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| November 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-04321 Coin |
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| November 9, 2021 |
Third Quarter Exhibit 99.1 November 9, 2021 Shareholder Letter Q3 2021 2 Q3 was a strong quarter for Coinbase marked by deeper customer engagement with our products, continued product innovation, and ongoing industry momentum that we have experienced throughout 2021. We are in the early stages of the development of the cryptoeconomy and are focused on investing for long-term growth. As our year-to |
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| November 9, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2021 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| September 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 17, 2021 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commissio |
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| September 17, 2021 |
Form of 3.375% Senior Notes due 2028 (included in Exhibit 4.5) Exhibit 4.1 Execution Version COINBASE GLOBAL, INC., as Company COINBASE, INC. as Guarantor AND U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of September 17, 2021 3.375% Senior Notes due 2028 3 .625% Senior Notes due 2031 TABLE OF CONTENTS Page ARTICLE 1. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 Definitions 1 Section 1.02 Other Definitions 18 Section 1.03 Rules of |
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| September 15, 2021 |
Exhibit 99.1 Coinbase Announces the Upsize and Pricing of $2.0 Billion of Senior Notes for General Corporate Purposes Including Product Development and Potential M&A September 14, 2021 Remote-First-Company/HOUSTON-(BUSINESS WIRE) - Coinbase Global, Inc. (?Coinbase?) (Nasdaq: COIN) today announced the pricing of $1.0 billion aggregate principal amount of its 3.375% Senior Notes due 2028 (the ?2028 |
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| September 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 14, 2021 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commissio |
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| September 13, 2021 |
Exhibit 99.1 Coinbase Announces Proposed Private Offering of $1.5 Billion of Senior Notes for General Corporate Purposes Including Product Development and Potential M&A September 13, 2021 Remote-First-Company/CHICAGO-(BUSINESS WIRE) - Coinbase Global, Inc. (?Coinbase?) (Nasdaq: COIN) today announced its intention to offer, subject to market conditions and other factors, $1.5 billion aggregate prin |
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| September 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 13, 2021 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commissio |
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| September 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 1, 2021 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission |
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| August 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-04321 Coinbase |
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| August 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2021 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission F |
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| August 10, 2021 |
Shareholder Letter August 10, 2021 Q2 2021 2 Q2 was a strong quarter for Coinbase with growth and diversification across our platform. |
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| July 1, 2021 |
As filed with the Securities and Exchange Commission on July 1, 2021 As filed with the Securities and Exchange Commission on July 1, 2021 Registration No. |
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| May 27, 2021 |
Changes in Control of Registrant, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2021 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporati |
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| May 27, 2021 |
114,850,769 Shares of Class A Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-253482 PROSPECTUS SUPPLEMENT NO. 6 (to prospectus dated April 1, 2021) 114,850,769 Shares of Class A Common Stock This prospectus supplement updates and amends the prospectus dated April 1, 2021, which relates to the resale of up to 114,850,769 Shares of Class A common stock by the registered stockholders identified in the prospectus, as amende |
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| May 26, 2021 |
Changes in Control of Registrant, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2021 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission File |
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| May 26, 2021 |
114,850,769 Shares of Class A Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-253482 PROSPECTUS SUPPLEMENT NO. 4 (to prospectus dated April 1, 2021) 114,850,769 Shares of Class A Common Stock This prospectus supplement updates and amends the prospectus dated April 1, 2021, which relates to the resale of up to 114,850,769 Shares of Class A common stock by the registered stockholders identified in the prospectus, as amende |
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| May 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2021 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission File |
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| May 21, 2021 |
orm of Capped Call Transaction Confirmation Exhibit 10.1 [Dealer name and address] To: Coinbase Global, Inc. From: [Dealer] Re: [Base][Additional] Capped Call Transaction Ref. No: []1 Date: May [], 2021 Dear Ladies and Gentlemen: The purpose of this communication (this ?Confirmation?) is to set forth the terms and conditions of the above-referenced transaction entered into on the Trade Date specified below (the ?Transaction?) between [Deale |
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| May 21, 2021 |
2021, between Coinbase Global, Inc. and U.S. Bank National Association, as trustee. Exhibit 4.1 EXECUTION VERSION COINBASE GLOBAL, INC. and U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of May 21, 2021 0.50% Convertible Senior Notes due 2026 TABLE OF CONTENTS Page Article 1. Definitions; Rules of Construction 1 Section 1.01. Definitions. 1 Section 1.02. Other Definitions. 12 Section 1.03. Rules of Construction. 13 Article 2. The Notes 14 Section 2.01. Form, Dating |
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| May 21, 2021 |
Exhibit 4.1 EXECUTION VERSION COINBASE GLOBAL, INC. and U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of May 21, 2021 0.50% Convertible Senior Notes due 2026 TABLE OF CONTENTS Page Article 1. Definitions; Rules of Construction 1 Section 1.01. Definitions. 1 Section 1.02. Other Definitions. 12 Section 1.03. Rules of Construction. 13 Article 2. The Notes 14 Section 2.01. Form, Dating |
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| May 21, 2021 |
114,850,769 Shares of Class A Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-253482 PROSPECTUS SUPPLEMENT NO. 4 (to prospectus dated April 1, 2021) 114,850,769 Shares of Class A Common Stock This prospectus supplement updates and amends the prospectus dated April 1, 2021, which relates to the resale of up to 114,850,769 Shares of Class A common stock by the registered stockholders identified in the prospectus, as amende |
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| May 21, 2021 |
Form of Capped Call Transaction Confirmation. Exhibit 10.1 [Dealer name and address] To: Coinbase Global, Inc. From: [Dealer] Re: [Base][Additional] Capped Call Transaction Ref. No: []1 Date: May [], 2021 Dear Ladies and Gentlemen: The purpose of this communication (this ?Confirmation?) is to set forth the terms and conditions of the above-referenced transaction entered into on the Trade Date specified below (the ?Transaction?) between [Deale |
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| May 19, 2021 |
Coinbase Announces Pricing of Offering of $1.25 Billion of 0.50% Convertible Senior Notes Due 2026 Exhibit 99.1 Coinbase Announces Pricing of Offering of $1.25 Billion of 0.50% Convertible Senior Notes Due 2026 May 18, 2021 Remote-First-Company/CHICAGO-(BUSINESS WIRE) ? Coinbase Global, Inc. (?Coinbase?) (Nasdaq: COIN) today announced the pricing of $1.25 billion aggregate principal amount of Convertible Senior Notes due 2026 (the ?notes?) in a private offering (the ?offering?) to persons reaso |
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| May 19, 2021 |
, 2021 announcing the pricing of the Notes. Exhibit 99.1 Coinbase Announces Pricing of Offering of $1.25 Billion of 0.50% Convertible Senior Notes Due 2026 May 18, 2021 Remote-First-Company/CHICAGO-(BUSINESS WIRE) ? Coinbase Global, Inc. (?Coinbase?) (Nasdaq: COIN) today announced the pricing of $1.25 billion aggregate principal amount of Convertible Senior Notes due 2026 (the ?notes?) in a private offering (the ?offering?) to persons reaso |
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| May 19, 2021 |
114,850,769 Shares of Class A Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-253482 PROSPECTUS SUPPLEMENT NO. 3 (to prospectus dated April 1, 2021) 114,850,769 Shares of Class A Common Stock This prospectus supplement updates and amends the prospectus dated April 1, 2021, which relates to the resale of up to 114,850,769 Shares of Class A common stock by the registered stockholders identified in the prospectus, as amende |
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| May 19, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2021 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission File |
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| May 17, 2021 |
Press Release dated May 17, 2021 announcing the proposed offering of the Notes. Exhibit 99.1 Coinbase Announces Proposed Private Offering of $1.25 Billion of Convertible Senior Notes Due 2026 May 17, 2021 Remote-First-Company/SALT LAKE CITY?(BUSINESS WIRE)?Coinbase Global, Inc. (?Coinbase?) (Nasdaq: COIN) today announced its intention to offer, subject to market conditions and other factors, $1.25 billion aggregate principal amount of Convertible Senior Notes due 2026 (the ?n |
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| May 17, 2021 |
Coinbase Announces Proposed Private Offering of $1.25 Billion of Convertible Senior Notes Due 2026 Exhibit 99.1 Coinbase Announces Proposed Private Offering of $1.25 Billion of Convertible Senior Notes Due 2026 May 17, 2021 Remote-First-Company/SALT LAKE CITY?(BUSINESS WIRE)?Coinbase Global, Inc. (?Coinbase?) (Nasdaq: COIN) today announced its intention to offer, subject to market conditions and other factors, $1.25 billion aggregate principal amount of Convertible Senior Notes due 2026 (the ?n |
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| May 17, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 17, 2021 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission File |
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| May 17, 2021 |
114,850,769 Shares of Class A Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-253482 PROSPECTUS SUPPLEMENT NO. 1 (to prospectus dated April 1, 2021) 114,850,769 Shares of Class A Common Stock This prospectus supplement updates and amends the prospectus dated April 1, 2021, which relates to the resale of up to 114,850,769 Shares of Class A common stock by the registered stockholders identified in the prospectus, as amende |
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| May 14, 2021 |
114,850,769 Shares of Class A Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-253482 PROSPECTUS SUPPLEMENT NO. 1 (to prospectus dated April 1, 2021) 114,850,769 Shares of Class A Common Stock This prospectus supplement updates and amends the prospectus dated April 1, 2021, which relates to the resale of up to 114,850,769 Shares of Class A common stock by the registered stockholders identified in the prospectus, as amende |
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| May 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-04321 Coinbase |
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| May 13, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2021 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission File |
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| May 13, 2021 |
Coinbase Global, Inc. Condensed Consolidated Balance Sheets (In thousands, except par value data) Exhibit 99.1 May 13, 2021 Fellow shareholders, Welcome to our first shareholder letter following our direct listing on Nasdaq on April 14, 2021. In this letter, we will discuss our quarterly financial performance, provide product updates, share insights on the rapidly evolving crypto landscape, and provide our financial outlook. Our strong Q1 2021 results reflect the strength of the crypto price c |
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| April 14, 2021 |
114,850,769 Shares of Class A Common Stock Filed Pursuant to Rule 424(b)(4) Registration No. 333-253482 114,850,769 Shares of Class A Common Stock This prospectus relates to the registration of the resale of up to 114,850,769 shares of our Class A common stock by the stockholders identified in this prospectus, or the registered stockholders. Prior to the listing of our Class A common stock on the Nasdaq Global Select Market there has been |
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| April 13, 2021 |
FWP 1 coinbaseglobalincfwp4132021.htm FWP Issuer Free Writing Prospectus dated April 13, 2021 Filed Pursuant to Rule 433 under the Securities Act of 1933 Relating to the Preliminary Prospectus dated March 23, 2021 Registration Statement No. 333-253482 COINBASE GLOBAL, INC. This free writing prospectus relates to the Registration Statement on Form S-1 (File No. 333-253482) (the “Registration Statem |
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| April 6, 2021 |
Coinbase Announces First Quarter 2021 Estimated Results and Full Year 2021 Outlook Exhibit 99.1 Coinbase Announces First Quarter 2021 Estimated Results and Full Year 2021 Outlook REMOTE FIRST COMPANY // NEW YORK - April 6, 2021-Coinbase Global, Inc. (the ?Company?) today issued estimated results for its first quarter ended March 31, 2021 and an outlook for the full year ending December 31, 2021. First Quarter 2021 Estimated Results* For the first quarter of 2021, the Company cur |
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| April 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 6, 2021 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40289 46-4707224 (State or other jurisdiction of incorporation) (Commission Fil |
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| April 1, 2021 |
Bison Trails Co. 2018 Stock Plan. Exhibit 4.9 BISON TRAILS CO. 2018 STOCK PLAN ADOPTED ON NOVEMBER 26, 2018 TABLE OF CONTENTS Page SECTION 1. ESTABLISHMENT AND PURPOSE 1 SECTION 2. ADMINISTRATION 1 (a) Committees of the Board of Directors 1 (b) Authority of the Board of Directors 1 SECTION 3. ELIGIBILITY 1 (a) General Rule 1 (b) Ten-Percent Stockholders 1 SECTION 4. STOCK SUBJECT TO PLAN 2 (a) Basic Limitation 2 (b) Additional Sha |
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| April 1, 2021 |
Tagomi Systems Inc. 2018 Stock Plan. Exhibit 4.8 TAGOMI SYSTEMS INC. 2018 STOCK PLAN ADOPTED ON MARCH 2, 2018 TABLE OF CONTENTS Page SECTION 1. ESTABLISHMENT AND PURPOSE 1 SECTION 2. ADMINISTRATION 1 (a) Committees of the Board of Directors 1 (b) Authority of the Board of Directors 1 SECTION 3. ELIGIBILITY 1 (a) General Rule 1 (b) Ten-Percent Stockholders 1 SECTION 4. STOCK SUBJECT TO PLAN 2 (a) Basic Limitation 2 (b) Additional Shar |
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| April 1, 2021 |
Exhibit 4.2 COINBASE GLOBAL, INC. (a Delaware corporation) RESTATED BYLAWS As Adopted February 24, 2021 and As Effective April 1, 2021 COINBASE GLOBAL, INC. (a Delaware corporation) RESTATED BYLAWS Table of Contents Page ARTICLE I. STOCKHOLDERS 1 Section 1.1: Annual Meetings 1 Section 1.2: Special Meetings 1 Section 1.3: Notice of Meetings 1 Section 1.4: Adjournments 1 Section 1.5: Quorum 2 Sectio |
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| April 1, 2021 |
Restated Certificate of Incorporation Exhibit 4.1 COINBASE GLOBAL, INC. RESTATED CERTIFICATE OF INCORPORATION Coinbase Global, Inc., a Delaware corporation, hereby certifies as follows: 1.The name of this corporation is Coinbase Global, Inc. The date of the filing of its original Certificate of Incorporation with the Secretary of State was January 27, 2014. 2.The Restated Certificate of Incorporation of this corporation attached heret |
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| April 1, 2021 |
As filed with the Securities and Exchange Commission on April 1, 2021 Registration No. |
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| March 30, 2021 |
CORRESP 1 filename1.htm Coinbase Global, Inc. March 30, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Melissa Rocha Dietrich King J. Nolan McWilliams Sonia Bednarowski John Spitz Michael Volley Re: Coinbase Global, Inc. Registration Statement on Form S-1 File No. 333-253482 Acceleration Request Requested |
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| March 30, 2021 |
CORRESP 1 filename1.htm Michael A. Brown March 30, 2021 Email [email protected] Direct Dial +1 (415) 875-2432 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Melissa Rocha Dietrich King J. Nolan McWilliams Sonia Bednarowski John Spitz Michael Volley Re: Coinbase Global, Inc. Registration Statement on Form S-1 F |
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| March 24, 2021 |
Filed Pursuant to Rule 433 under the Securities Act of 1933 Relating to the Preliminary Prospectus dated March 23, 2021 Registration Statement No. |
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| March 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF l934 Coinbase Global, Inc. (Exact name of registrant as specified in its charter) Delaware 46-4707224 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) |
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| March 23, 2021 |
COINBASE GLOBAL, INC. Update and Supplement to Preliminary Prospectus Issued March 17, 2021 Filed Pursuant to Rule 433 under the Securities Act of 1933 Issuer Free Writing Prospectus dated March 23, 2021 Relating to the Preliminary Prospectus dated March 17, 2021 Registration Statement No. |
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| March 23, 2021 |
As filed with the Securities and Exchange Commission on March 23, 2021 Registration No. |
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| March 17, 2021 |
CORRESP 1 filename1.htm 555 California Street 12th Floor San Francisco, CA 94104 415.875.2300 Fenwick.com MICHAEL A. BROWN March 17, 2021 EMAIL [email protected] DIRECT DIAL +1 (415) 875-2432 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, NE Washington, DC 20549 Attention: John Spitz, Staff Accountant Michael Volley, Staff Account |
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| March 17, 2021 |
Filed Pursuant to Rule 433 under the Securities Act of 1933 Relating to the Preliminary Prospectus dated March 17, 2021 Registration Statement No. |
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| March 17, 2021 |
Exhibit 4.2 COINBASE GLOBAL, INC. AMENDED AND RESTATED INVESTORS? RIGHTS AGREEMENT THIS AMENDED AND RESTATED INVESTORS? RIGHTS AGREEMENT is made as of the 15th day of March, 2021, by and among Coinbase Global, Inc., a Delaware corporation (the ?Company?), the holders of outstanding Preferred Stock of the Company listed on Schedule A hereto (the ?Investors?) and any Additional Purchaser (as defined |
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| March 17, 2021 |
our most recent company prospectus (Form S-1) As filed with the Securities and Exchange Commission on March 17, 2021 Registration No. |
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| February 25, 2021 |
Exhibit 3.3 COINBASE GLOBAL, INC. RESTATED CERTIFICATE OF INCORPORATION Coinbase Global, Inc., a Delaware corporation, hereby certifies as follows: 1.The name of this corporation is Coinbase Global, Inc. The date of the filing of its original Certificate of Incorporation with the Secretary of State was January 27, 2014. 2.The Restated Certificate of Incorporation of this corporation attached heret |
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| February 25, 2021 |
Exhibit 4.3 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE' NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, |
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| February 25, 2021 |
As filed with the Securities and Exchange Commission on February 25, 2021 Registration No. |
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| February 25, 2021 |
Form of the Registrant’s Class A common stock certificate Exhibit 4.1 |
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| February 25, 2021 |
Exhibit 3.5 COINBASE GLOBAL, INC. (a Delaware corporation) RESTATED BYLAWS As Adopted [l], 2021 and As Effective [?], 2021 COINBASE GLOBAL, INC. (a Delaware corporation) RESTATED BYLAWS Table of Contents Page ARTICLE I. STOCKHOLDERS 1 Section 1.1: Annual Meetings 1 Section 1.2: Special Meetings 1 Section 1.3: Notice of Meetings 1 Section 1.4: Adjournments 1 Section 1.5: Quorum 2 Section 1.6: Organ |
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| February 25, 2021 |
Second Amended and Restated Bylaws, as currently in effect. Exhibit 3.4 SECOND AMENDED AND RESTATED BYLAWS OF COINBASE GLOBAL, INC. ARTICLE I CORPORATE OFFICES 1 1.1 Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 2.1 Place Of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Notice Of Stockholders? Meetings 2 2.5 Manner Of Giving Notice; Affidavit Of Notice 2 2.6 Quorum 2 2.7 Adjourned Meeting; Notice 2 2.8 Organization; Conduct of Business 3 2.9 |
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| February 25, 2021 |
Amended and Restated Certificate of Incorporation, as currently in effect. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF COINBASE GLOBAL, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Coinbase Global, Inc., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the ?General Corporation Law?), DOES HEREBY CERTIFY: 1.That the nam |
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| February 25, 2021 |
Employment Agreement by and between the registrant and Surojit Chatterjee, dated February 24, 2021. Exhibit 10.7 February 24, 2021 Surojit Chatterjee Dear Surojit: This letter agreement amends and restates any prior offer letter(s) between you and Coinbase, Inc. (the ?Company?) (the ?Prior Agreement?) effective February 24, 2021. You will continue to work in the role of Chief Product Officer, reporting to the Company?s Chief Executive Officer. 1.Cash Compensation. In this position, the Company w |
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| February 25, 2021 |
Employment Agreement by and between the Registrant and Brian Armstrong, dated February 18, 2021 Exhibit 10.6 February 18, 2021 Brian Armstrong Dear Brian: You will continue to serve as the Chief Executive Officer, and as Co-Founder, of Coinbase Global, Inc. and be employed by Coinbase, Inc. (the ?Company?), reporting to Coinbase Global, Inc.?s Board of Directors, on the terms of this letter agreement. 1.Cash Compensation. In this position, the Company will pay you an annual base salary payab |
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| February 25, 2021 |
Exhibit 10.1 INDEMNITY AGREEMENT This Indemnity Agreement, dated as of is made by and between Coinbase Global, Inc., a Delaware corporation (collectively with its subsidiaries, the ?Company?), and , a director, officer or key employee of the Company or one of the Company?s subsidiaries or other service provider who satisfies the definition of Indemnifiable Person set forth below (?Indemnitee?). RE |
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| February 25, 2021 |
Exhibit 3.2 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF COINBASE GLOBAL, INC. Coinbase Global, Inc., a Delaware corporation (the ?Company?), does hereby certify that the following amendment to the Company?s Amended and Restated Certificate of Incorporation (the ?Certificate?), has been duly adopted in accordance with the provisions of Section 242 of the Delawar |
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| February 25, 2021 |
List of Subsidiaries of the Registrant. Exhibit 21.1 SUBSIDIARIES OF COINBASE GLOBAL, INC.* Subsidiary name Jurisdiction of incorporation Coinbase, Inc. Coinbase Ireland Limited Tagomi Trading LLC Delaware, United States Ireland Delaware, United States * Pursuant to Item 601(b)(21)(ii) of Regulation S-K, the names of other subsidiaries of Coinbase Global, Inc. are omitted because, considered in the aggregate, they would not constitute a |
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| February 25, 2021 |
2021 Employee Stock Purchase Plan and forms of enrollment agreements thereunder Exhibit 10.5 COINBASE GLOBAL INC. 2021 EMPLOYEE STOCK PURCHASE PLAN 1.PURPOSE. Coinbase Global, Inc. adopted the Plan effective as of the Effective Date. The purpose of this Plan is to provide eligible employees of the Company and the Participating Corporations with a means of acquiring an equity interest in the Company, to enhance such employees? sense of participation in the affairs of the Compa |
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| February 25, 2021 |
Change of Control and Severance Policy. Exhibit 10.9 CHANGE OF CONTROL AND SEVERANCE POLICY This Change of Control and Severance Policy (the ?Policy?) of Coinbase Global, Inc., a Delaware corporation (the ?Company?), is effective as of February 23, 2021 (the ?Effective Date?). 1.General. (a)Purpose and Participation. The purpose of this Policy is to provide specified benefits to employees Level 11 or 12 and above of the Company designat |
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| February 25, 2021 |
2019 Equity Incentive Plan, as amended, and forms of award agreements thereunder Exhibit 10.3 COINBASE GLOBAL, INC. 2019 EQUITY INCENTIVE PLAN As Adopted on July 17, 2019 As Amended on February 5, 2020 As Amended on August 11, 2020 1.PURPOSE. The purpose of this Plan is to provide incentives to attract, retain and motivate eligible persons whose present and potential contributions are important to the success of the Company, its Parent and Subsidiaries by offering eligible per |
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| February 25, 2021 |
Exhibit 4.4 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, S |
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| February 25, 2021 |
Employment Agreement by and between the Registrant and Paul Grewal, dated February 11, 2021 Exhibit 10.8 February 11, 2021 Paul Grewal Dear Paul: This letter agreement amends and restates the offer letter between you and Coinbase, Inc. (the ?Company?), dated June 24, 2020 (the ?Prior Agreement?) effective February 19, 2021. You will continue to work in the role of Chief Legal Officer, reporting to the Company?s President and Chief Operating Officer. 1.Cash Compensation. In this position, |
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| February 25, 2021 |
2021 Equity Incentive Plan and forms of award agreements thereunder Exhibit 10.4 COINBASE GLOBAL INC. 2021 EQUITY INCENTIVE PLAN 1.PURPOSE. The purpose of this Plan is to provide incentives to attract, retain, and motivate eligible persons whose present and potential contributions are important to the success of the Company, and any Parents, Subsidiaries, and Affiliates that exist now or in the future, by offering them an opportunity to participate in the Company? |
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| February 25, 2021 |
2013 Amended and Restated Stock Plan and forms of award agreements thereunder EX-10.2 11 exhibit102-sx1.htm EX-10.2 Exhibit 10.2 COINBASE GLOBAL, INC. AMENDED AND RESTATED 2013 STOCK PLAN (ASSUMED BY COINBASE GLOBAL, INC. EFFECTIVE APRIL 7TH, 2014, AMENDED AND RESTATED EFFECTIVE AUGUST 3, 2018 AND AMENDED EFFECTIVE OCTOBER 25, 2018) 1.Purposes of the Plan. The purposes of this Plan, which Plan is Amended and Restated effective as of August 3, 2018 (the “Restatement Date”) a |
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| February 25, 2021 |
Letter Regarding Change in Accountants. Exhibit 16.1 October 9, 2020 GRANT THORNTON LLP U.S. Securities and Exchange Commission 757 Third Avenue, 9th Floor Office of the Chief Accountant New York, New York, 10017 100 F Street, NE Washington, DC 20549 D +1 212 599 0100 Re: Coinbase Global, Inc F +1 212 370 4520 Dear Sir or Madam: We have read the disclosure regarding the change in registered public accounting firms included under the cap |
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| February 12, 2021 |
Confidential draft No. 3 as confidentially submitted to the Securities and Exchange Commission on February 12, 2021. This draft registration statement has not been filed publicly with the Securities and Exchange Commission, and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM S-1 REGISTRATION STAT |
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| February 12, 2021 |
DRSLTR 1 filename1.htm 555 California Street 12th Floor San Francisco, CA 94104 415.875.2300 Fenwick.com MICHAEL A. BROWN February 12, 2021 EMAIL [email protected] DIRECT DIAL +1 (415) 875-2432 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, NE Washington, DC 20549 Attention: John Spitz, Staff Accountant Michael Volley, Staff Accou |
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| December 21, 2020 |
Exhibit 10.2 COINBASE GLOBAL, INC. AMENDED AND RESTATED 2013 STOCK PLAN (ASSUMED BY COINBASE GLOBAL, INC. EFFECTIVE APRIL 7TH, 2014, AMENDED AND RESTATED EFFECTIVE AUGUST 3, 2018 AND AMENDED EFFECTIVE OCTOBER 25, 2018) 1.Purposes of the Plan. The purposes of this Plan, which Plan is Amended and Restated effective as of August 3, 2018 (the ?Restatement Date?) as set forth herein, are to attract and |
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| December 21, 2020 |
EX-10.3 5 filename5.htm Exhibit 10.3 COINBASE GLOBAL, INC. 2019 EQUITY INCENTIVE PLAN As Adopted on July 17, 2019 As Amended on February 5, 2020 As Amended on August 11, 2020 1.PURPOSE. The purpose of this Plan is to provide incentives to attract, retain and motivate eligible persons whose present and potential contributions are important to the success of the Company, its Parent and Subsidiaries |
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| December 21, 2020 |
DRS/A 1 filename1.htm Confidential draft No. 2 as confidentially submitted to the Securities and Exchange Commission on December 21, 2020. This draft registration statement has not been filed publicly with the Securities and Exchange Commission, and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM |
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| December 21, 2020 |
WARRANT TO PURCHASE CLASS A COMMON STOCK Exhibit 4.4 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, S |
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| December 21, 2020 |
DRSLTR 1 filename1.htm 555 California Street 12th Floor San Francisco, CA 94104 415.875.2300 Fenwick.com MICHAEL A. BROWN December 21, 2020 EMAIL [email protected] DIRECT DIAL +1 (415) 875-2432 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, NE Washington, DC 20549 Attention: John Spitz, Staff Accountant Michael Volley, Staff Accou |
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| December 21, 2020 |
WARRANT TO PURCHASE COMMON STOCK Exhibit 4.3 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE' NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, |
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| October 9, 2020 |
DRSLTR 1 filename1.htm 228 Santa Monica Boulevard 310.434.5400 Suite 300 Fenwick.com San Francisco, CA 90401 Michael A. Brown Partner [email protected] | +1 310-434-5401 October 9, 2020 CONFIDENTIAL U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Coinbase Global, Inc. - Confidential Submission of the Draft Registration Statemen |
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| October 9, 2020 |
As confidentially submitted to the Securities and Exchange Commission on October 9, 2020. |
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| October 9, 2020 |
Exhibit 16.1 October 9, 2020 GRANT THORNTON LLP U.S. Securities and Exchange Commission 757 Third Avenue, 9th Floor Office of the Chief Accountant New York, New York, 10017 100 F Street, NE Washington, DC 20549 D +1 212 599 0100 Re: Coinbase Global, Inc F +1 212 370 4520 Dear Sir or Madam: We have read the disclosure regarding the change in registered public accounting firms included under the cap |
