Coinbase Global Inc.

12/11/2024 | Press release | Distributed by Public on 12/11/2024 15:27

Statement of Changes in Beneficial Ownership (Form 4)

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Ehrsam Frederick Ernest III
2. Issuer Name and Ticker or Trading Symbol
Coinbase Global, Inc. [COIN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O COINBASE GLOBAL, INC., ONE MADISON AVENUE, SUITE 2400
3. Date of Earliest Transaction (Month/Day/Year)
12/09/2024
(Street)
NEW YORK, NY 10010
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 12/09/2024 C(1)(2) 34,263 A $ 0 (3) 34,263 I By The Frederick Ernest Ehrsam III Living Trust
Class A Common Stock 12/09/2024 S(2) 23,018 D $337.2843(4) 11,245 I By The Frederick Ernest Ehrsam III Living Trust
Class A Common Stock 12/09/2024 S(2) 8,025 D $338.0402(5) 3,220 I By The Frederick Ernest Ehrsam III Living Trust
Class A Common Stock 12/09/2024 S(2) 2,659 D $339.0922(6) 561 I By The Frederick Ernest Ehrsam III Living Trust
Class A Common Stock 12/09/2024 S(2) 561 D $339.7478(7) 0 I By The Frederick Ernest Ehrsam III Living Trust
Class A Common Stock 10,417 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (3) 12/09/2024 C(1)(2) 34,263 (3) (3) Class A Common Stock 34,263 $ 0 6,063,943 I By The Frederick Ernest Ehrsam III Living Trust

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ehrsam Frederick Ernest III
C/O COINBASE GLOBAL, INC.
ONE MADISON AVENUE, SUITE 2400
NEW YORK, NY 10010
X

Signatures

/s/ Frederick Ernest Ehrsam III, by Amanda Baratz, Attorney-in-Fact 12/11/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Represents the conversion of Class B Common Stock held of record by The Frederick Ernest Ehrsam III Living Trust into Class A Common Stock.
(2) The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 25, 2024, during an open trading window.
(3) Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.
(4) Represents the weighted average sale price. The lowest price at which shares were sold was $336.70 and the highest price at which shares were sold was $337.69. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the ranges set forth in footnotes (4) through (7) to this Form 4.
(5) Represents the weighted average sale price. The lowest price at which shares were sold was $337.70 and the highest price at which shares were sold was $338.61.
(6) Represents the weighted average sale price. The lowest price at which shares were sold was $338.70 and the highest price at which shares were sold was $339.69.
(7) Represents the weighted average sale price. The lowest price at which shares were sold was $339.70 and the highest price at which shares were sold was $339.95.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.