Coinbase Global, Inc. — Director's Dealing 2021

Dec 23, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Coinbase Global, Inc. (COIN)
CIK: 0001679788
Period of Report: 2021-12-20

Reporting Person: Andreessen Marc L (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-20	Class A Common Stock	C	10761104	—	Acquired	10864179	Indirect
2021-12-20	Class A Common Stock	C	890493	—	Acquired	890493	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-12-20	Class B Common Stock	$	C	10761104	Disposed		Class A Common Stock (10761104.0)	Indirect
2021-12-20	Class B Common Stock	$	C	890493	Disposed		Class A Common Stock (890493.0)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	211686	Indirect
Class A Common Stock	211	Indirect
Class A Common Stock	2263232	Indirect
Class A Common Stock	2568	Indirect

Footnotes

F1: Represents the conversion of 10,761,104 shares of Class B Common Stock held of record by Andreessen Horowitz Fund III, L.P. into Class A Common Stock. No shares were sold in connection with this conversion.

F2: 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.

F3: These securities are held of record by Andreessen Horowitz Fund III, L.P., for itself and as nominee for Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P., and Andreessen Horowitz Fund III-Q, L.P. (collectively, the "AH Fund III Entities"). AH Equity Partners III, L.L.C. ("AH EP III"), the general partner of the AH Fund III Entities, has sole voting and dispositive power with regard to the securities held by the AH Fund III Entities. The Reporting Person and Ben Horowitz are the managing members of AH EP III and share voting and dispositive power with respect to the shares held by the AH Fund III Entities. The Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Fund III Entities and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities, except to the extent of his pecuniary interest therein, if any.

F4: Represents the conversion of 890,493 shares of Class B Common Stock held of record by AH Parallel Fund III, L.P. into Class A Common Stock. No shares were sold in connection with this conversion.

F5: These securities are held of record by AH Parallel Fund III, L.P., for itself and as nominee for AH Parallel Fund III-A, L.P., AH Parallel Fund III-B, L.P., and AH Parallel Fund III-Q, L.P. (collectively, the "AH Parallel Fund III Entities"). AH Equity Partners III (Parallel), L.L.C. ("AH EP III Parallel"), the general partner of the AH Parallel Fund III Entities, has sole voting and dispositive power with regard to the shares held by the AH Parallel Fund III Entities. The Reporting Person and Ben Horowitz are the managing members of AH EP III Parallel and share voting and dispositive power with respect to the shares held by the AH Parallel Fund III Entities.

F6: (Continued from Footnote 5) The Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Parallel Fund III Entities and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities, except to the extent of his pecuniary interest therein, if any.

F7: Includes 43 shares received by the LAMA Community Trust pursuant to a pro rata distribution by A Capital Parallel Fund II-B LP, for no consideration, of shares of Class A Common Stock of the Issuer to its limited partners in accordance with the exemption afforded by Rule 16a-9(a) of the Securities Exchange Act of 1934, as amended.

F8: These securities are held of record by the LAMA Community Trust of which the Reporting Person and his spouse are trustees.

F9: These securities are held of record by a16z Seed-III, LLC ("a16z Seed"). The securities held directly by a16z Seed are indirectly held by the AH Fund III Entities, the members of a16z Seed. AH EP III, the general partner of the AH Fund III Entities, has sole voting and dispositive power with regard to the shares held by a16z Seed. The Reporting Person and Ben Horowitz are the managing members of AH EP III and share voting and dispositive power with respect to the shares held by a16z Seed.

F10: (Continued from Footnote 9) The Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by a16z Seed and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities, except to the extent of his pecuniary interest therein, if any.

F11: These securities are held of record by Andreessen Horowitz LSV Fund I, L.P., for itself and as nominee for Andreessen Horowitz LSV Fund I-B, L.P. and Andreessen Horowitz LSV Fund I-Q, L.P. (collectively, the "AH LSV Fund I Entities"). AH Equity Partners LSV I, L.L.C. ("AH EP LSV I"), the general partner of the AH LSV Fund I Entities, has sole voting and dispositive power with regard to the shares held by the AH LSV Fund I Entities. The Reporting Person and Ben Horowitz are the managing members of AH EP LSV I and share voting and dispositive power with respect to the shares held by the AH LSV Fund I Entities. The Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH LSV Fund I Entities and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities, except to the extent of his pecuniary interest therein, if any.

F12: Represents shares received by AD Holdings, LLC, pursuant to a pro rata distribution by Blockchain Capital IV, LP, for no consideration, of shares of Class A Common Stock of the Issuer to its limited partners in accordance with the exemption afforded by Rule 16a-9(a) of the Securities Exchange Act of 1934, as amended.

F13: These securities are held of record by AD Holdings, LLC, of which the Reporting Person is a manager. The Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by AD Holdings, LLC and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities, except to the extent of his pecuniary interest therein, if any.