Coinbase Global, Inc. — Director's Dealing 2022

May 25, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Coinbase Global, Inc. (COIN)
CIK: 0001679788
Period of Report: 2022-05-20

Reporting Person: Choi Emilie (President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-03-04	Class A Common Stock	G	9792	—	Disposed	50208	Indirect
2022-03-04	Class A Common Stock	G	9792	—	Acquired	66457	Direct
2022-04-14	Class A Common Stock	G	55	—	Disposed	50153	Indirect
2022-04-14	Class A Common Stock	G	55	—	Acquired	66512	Direct
2022-05-20	Class A Common Stock	M	23025	—	Acquired	89583	Direct
2022-05-20	Class A Common Stock	M	4286	—	Acquired	93869	Direct
2022-05-23	Class A Common Stock	F	13541	$67.42	Disposed	80328	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-05-20	Restricted Stock Units	$0.0	M	23025	Disposed		Class A Common Stock (23025.0)	Direct
2022-05-20	Restricted Stock Units	$0.0	M	4286	Disposed		Class A Common Stock (4286.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	49643	Indirect
Class A Common Stock	21726	Indirect

Footnotes

F1: Reflects the transfers on (i) March 4, 2022, of 9,792 shares of Class A Common Stock from the Starvurst Annuity Trust to Emilie Choi; and (ii) April 14, 2022, of 55 shares of Class A Common Stock from the Starvurst Annuity Trust to Emilie Choi in satisfaction of GRAT annuity payments owed to the Reporting Person. The GRAT annuity payments reflected on this Form 4 were entered into in connection with the Reporting Person's long-term estate planning.

F2: These shares are held by the Starvurst Annuity Trust, of which the Reporting Person's spouse is the trustee. The Reporting Person disclaims beneficial ownership of these shares except to the extent of her pecuniary interest therein, if any.

F3: Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person.

F4: Includes 46 shares acquired on April 29, 2022, pursuant to the Issuer's 2021 Employee Stock Purchase Plan.

F5: 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.

F6: These shares are held by the Starvurst 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: These shares are held by the Coinbase Annuity Trust, of which the Reporting Person's spouse is the trustee. The Reporting Person disclaims beneficial ownership of these shares except to the extent of her pecuniary interest therein, if any.

F8: Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.

F9: The RSUs vest in equal quarterly installments over three years, with the first 1/12 vesting on February 20, 2021, until the award is fully vested on November 20, 2023, subject to the Reporting Person's continued service to the Issuer on each vesting date.

F10: RSUs do not expire; they either vest or are canceled prior to vesting date.

F11: The RSUs vest in equal quarterly installments over three years, with the first 1/12 vesting on February 20, 2022, until the award is fully vested on November 20, 2024, subject to the Reporting Person's continued service to the Issuer on each vesting date.