[144] Coinbase Global, Inc. SEC Filing

Rhea-AI Filing Summary

Coinbase Global, Inc. (COIN) filed a Form 144 reporting a proposed sale of 25,000 common shares through Goldman Sachs & Co. LLC with an aggregate market value of $8,065,500. The filing states there are 215,159,125 shares outstanding and lists the approximate date of sale as 08/12/2025. The shares to be sold were acquired on 12/23/2019 from the Brian Armstrong 2018 Grantor Retained Annuity Trust and will convert from Class B to Class A in connection with any sales.

The filing also discloses numerous prior dispositions by The Brian Armstrong Living Trust over the past three months, including multiple transactions in May–August 2025 with single-sale gross proceeds ranging from about $1.2 million to over $121.9 million. The notice includes the required representation that the seller is not aware of any undisclosed material adverse information.

Positive

• Full disclosure: The Form 144 lists the proposed sale quantity, aggregate market value, broker, acquisition date, and conversion detail, improving transparency.
• Broker engagement: Use of Goldman Sachs & Co. LLC indicates the sale will be handled through a major securities firm.

Negative

• Substantial insider selling: Multiple large dispositions by The Brian Armstrong Living Trust in May–August 2025, including blocks such as 336,265 and 165,443 shares, represent significant supply into the market.
• Concentration of recent sales: Numerous transactions with high gross proceeds (examples above include >$121.9M and >$65.4M) may be viewed as material by investors.

Insights

Securities Analyst

TL;DR: Founder-related trust plans another 25,000-share sale after extensive dispositions in May–August 2025.

The Form 144 provides clear disclosure of a proposed 25,000-share sale by a holder tied to Brian Armstrong, executed via Goldman Sachs. The filing confirms the shares were originally acquired on 12/23/2019 and will convert from Class B to Class A when sold. The schedule of recent transactions shows substantial liquidity events by the same trust across May to August 2025, with multiple large blocks and material gross proceeds reported. From a market-structure view, these filings increase public transparency about insider selling pressure and the timing of supply into the market.

Corporate Governance Expert

TL;DR: Repeated trust sales are material for governance oversight but the Form 144 provides required transparency.

The notice documents a proposed sale tied to a founder-related trust and lists extensive prior sales by The Brian Armstrong Living Trust during the past three months, including several large transactions (e.g., 165,443 shares on 07/14/2025 and 336,265 shares on 06/25/2025). Such activity is relevant for board and investor monitoring of insider liquidity and potential dilution effects. The filing includes the standard attestation regarding undisclosed material information and specifies acquisition provenance, satisfying Form 144 disclosure requirements.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common Stock	Goldman Sachs & Co. LLC 200 West Street New York NY 10282	25000	8065500	215159125	08/12/2025	NASD

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common Stock	12/23/2019	Acquired Class B common shares from Issuer in private transaction; Class B common shares to be converted to Class A common shares in connection with any sales	Brian Armstrong 2018 Grantor Retained Annuity Trust			25000	12/23/2019	None

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	05/14/2025	10000	2553096
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	06/11/2025	10000	2548232
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	06/02/2025	5000	1235534.5
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	07/11/2025	10000	3889195
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	07/11/2025	10000	3878085
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	06/11/2025	10000	2558690
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	05/14/2025	5000	1271208.5
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	06/11/2025	5000	1276546
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	07/11/2025	5000	1942138
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	06/02/2025	10000	2474353
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	07/01/2025	10000	3389129
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	08/04/2025	5000	1585499
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	07/01/2025	5000	1690520.5
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	08/04/2025	10000	3182989
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	06/02/2025	10000	2468828
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	08/04/2025	10000	3158748
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	07/01/2025	10000	3377627
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	05/14/2025	10000	2539528
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	06/25/2025	336265	121934262.2
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	06/26/2025	113735	41303013.11
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	07/11/2025	2751	1087136.05
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	07/14/2025	165443	65485681.35
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	07/15/2025	183506	72882582.55
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	07/16/2025	198300	78898434.03

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does Coinbase's (COIN) Form 144 report?

The Form 144 reports a proposed sale of 25,000 common shares through Goldman Sachs with aggregate market value $8,065,500 and an approximate sale date of 08/12/2025.

Who acquired the shares being sold and when were they acquired?

The shares were acquired on 12/23/2019 from the Brian Armstrong 2018 Grantor Retained Annuity Trust and will convert from Class B to Class A in connection with any sales.

How many shares outstanding does the filing list for Coinbase?

The filing lists 215,159,125 shares outstanding.

Has the filer made other sales recently?

Yes. The filing discloses numerous prior sales by The Brian Armstrong Living Trust in May–August 2025, including transactions with gross proceeds ranging from about $1.2M to over $121.9M.

Does the filing include the seller's representation about material information?

Yes. The notice includes the standard representation that the seller does not know any undisclosed material adverse information about the issuer.