Emilie Choi - Jan 12, 2024 Form 4 Insider Report for Coinbase Global, Inc. (COIN)

Role
President & COO
Signature
/s/ Emilie Choi, by Doug Sharp, Attorney-in-Fact
Stock symbol
COIN
Transactions as of
Jan 12, 2024
Transactions value $
-$5,414,724
Form type
4
Date filed
1/17/2024, 04:16 PM
Previous filing
Jan 4, 2024
Next filing
Feb 2, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction COIN Class A Common Stock Options Exercise $0 +80.4K +41.09% $0.00 276K Jan 15, 2024 Direct F1
transaction COIN Class A Common Stock Tax liability -$5.22M -39.9K -14.46% $130.78 236K Jan 15, 2024 Direct F2
transaction COIN Class A Common Stock Sale -$194K -1.5K -0.64% $129.15 235K Jan 16, 2024 Direct F3
holding COIN Class A Common Stock 49.6K Jan 12, 2024 By Starvurst Exempt Trust F4
holding COIN Class A Common Stock 21.7K Jan 12, 2024 By Sixers LLC F5
holding COIN Class A Common Stock 23.2K Jan 12, 2024 By Starvurst Non-Exempt Trust F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction COIN Restricted Stock Units Award $0 +80.4K $0.00 80.4K Jan 12, 2024 Class A Common Stock 80.4K $0.00 Direct F7, F8, F9, F10
transaction COIN Restricted Stock Units Options Exercise $0 -80.4K -100% $0.00* 0 Jan 15, 2024 Class A Common Stock 80.4K $0.00 Direct F1, F8, F9, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person.
F2 Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of RSUs.
F3 The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 30, 2023, during an open trading window.
F4 These shares are held by the Starvurst Exempt Trust, of which the Reporting Person's spouse is a co-trustee.
F5 These shares are held by Sixers LLC, of which the Coinbase Annuity Trust is the sole member. The Reporting Person's spouse is the trustee of the Coinbase Annuity Trust. The Reporting Person disclaims beneficial ownership of these shares except to the extent of her pecuniary interest therein, if any.
F6 These shares are held by the Starvurst Non-Exempt Trust, of which the Reporting Person's spouse is a co-trustee. The Reporting Person disclaims beneficial ownership of these shares except to the extent of her pecuniary interest therein, if any.
F7 Represents the number of RSUs earned as a result of the achievement of performance criteria based on relative shareholder return pursuant to a performance-based RSU award with a performance period that ended on December 31, 2023, as certified by the Issuer's Compensation Committee on January 12, 2024. The RSUs vested on January 15, 2024.
F8 Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement.
F9 The RSUs vested on January 15, 2024.
F10 RSUs do not expire; they either vest or are canceled prior to vesting date.