02/10/2026 | Press release | Distributed by Public on 02/10/2026 16:36
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FORM 4
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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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| 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) | ||
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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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Employee Stock Option (right to buy) | $6.9733 | 02/06/2026 | M(2) | 617,668 | (11) | 04/30/2028 | Class B Common Stock | 617,668 | $ 0 | 0 | D | ||||
| Class B Common Stock | (3) | 02/06/2026 | M(2) | 617,668 | (3) | (3) | Class A Common Stock | 617,668 | $ 0 | 617,668 | D | ||||
| Class B Common Stock | (3) | 02/06/2026 | C(1)(2) | 617,668 | (3) | (3) | Class A Common Stock | 617,668 | $ 0 | 0 | D | ||||
| Employee Stock Option (right to buy) | $18.13 | 02/06/2026 | M(2) | 78,433 | (12) | 04/28/2030 | Class A Common Stock | 78,433 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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HAAS ALESIA J C/O COINBASE GLOBAL, INC. ONE MADISON AVENUE, SUITE 2400 NEW YORK, NY 10010 |
Chief Financial Officer | |||
| /s/ Alesia J. Haas, by Lailey Rezai, Attorney-in-Fact | 02/10/2026 | |
| **Signature of Reporting Person | Date |
| * | 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 Reporting Person 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 September 3, 2025, 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) | These transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 3, 2025, during an open trading window, to cover the exercise price, commissions, fees and estimated tax withholding obligations in connection with the exercise of stock options. The Reporting Person did not sell or otherwise dispose of shares for any reason other than to cover such exercise price, commissions, fees and estimated required taxes. |
| (5) | Represents the weighted average sale price. The lowest price at which shares were sold was $151.5703 and the highest price at which shares were sold was $152.555. 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 (5) through (10) to this Form 4. |
| (6) | Represents the weighted average sale price. The lowest price at which shares were sold was $152.5818 and the highest price at which shares were sold was $153.58. |
| (7) | Represents the weighted average sale price. The lowest price at which shares were sold was $153.5872 and the highest price at which shares were sold was $154.58. |
| (8) | Represents the weighted average sale price. The lowest price at which shares were sold was $154.59 and the highest price at which shares were sold was $155.585. |
| (9) | Represents the weighted average sale price. The lowest price at which shares were sold was $155.59 and the highest price at which shares were sold was $156.5822. |
| (10) | Represents the weighted average sale price. The lowest price at which shares were sold was $156.59 and the highest price at which shares were sold was $157.04. |
| (11) | The options vested with respect to 1/4th of the total shares on April 17, 2019, and the remaining 3/4th of the options vest in equal monthly installments thereafter until the options are fully vested on April 17, 2022, subject to the Reporting Person's continued service to the Issuer on each vesting date. The option contains an early-exercise provision and is exercisable as to unvested shares, subject to the Issuer's right of repurchase. |
| (12) | The options vest in equal monthly increments over four years, with the first 1/48 of the options vesting on February 1, 2020, until the options are fully vested on January 1, 2024, subject to the Reporting Person's continued service to the Issuer on each vesting date. The option contains an early-exercise provision and is exercisable as to unvested shares, subject to the Issuer's right of repurchase. |