[144] Coinbase Global, Inc. SEC Filing

Rhea-AI Filing Summary

Coinbase Global, Inc. (COIN) – Form 144 filing dated 07/14/2025

The Brian Armstrong Living Trust, a vehicle for Coinbase’s co-founder and Chief Executive Officer, has filed a Form 144 indicating an intent to sell 165,443 Class A common shares. Based on the stated aggregate market value of $65.2 million, the implied reference price is roughly $394 per share. The planned sale represents 0.08 % of Coinbase’s 211.4 million shares outstanding and will be executed through Goldman Sachs & Co. LLC on the NASDAQ.

The filing also discloses extensive prior sales by the same trust during the past three months:

• Approx. 846,000 shares sold between 04/14/2025 and 07/11/2025.
• Two block trades stand out – 336,265 shares on 06/25/2025 for $121.9 million and 113,735 shares on 06/26/2025 for $41.3 million.
• Cumulative disclosed gross proceeds over the period exceed $215 million.

No mention is made of any material non-public information, and the signatory affirms compliance with Rule 10b5-1. While the percentage of total shares is modest, the continuing pattern of sizeable insider sales by Coinbase’s CEO may influence investor sentiment and raise questions about management’s outlook or personal diversification.

Insights

Securities Analyst

TL;DR – CEO’s trust plans new $65 m sale; follows $215 m sold in last quarter, signaling continued insider supply.

The incremental 165 k-share sale is small at 0.08 % of float, so mechanical price impact should be minimal. Nevertheless, investors often view repeated insider selling—especially by a founder-CEO—as a sentiment headwind. Coupled with the recent 450 k+ shares liquidated in late June, the cumulative disposals exceed $280 m YTD, suggesting ongoing diversification. From a valuation standpoint, COIN’s daily dollar volume typically exceeds $1 billion, so absorption risk is low; the issue is perception, not liquidity. I view the filing as modestly negative for near-term optics but not thesis-changing.

Corporate Governance Expert

TL;DR – Consistent, disclosed sales under Rule 144 uphold compliance but highlight governance optics of leadership cash-outs.

Armstrong’s use of a Rule 10b5-1 framework and timely Form 144 filings demonstrates procedural rigor, reducing legal risk. However, best-practice governance encourages boards to communicate rationale for large insider programmes to mitigate stakeholder concern. The aggregate magnitude—>800 k shares in three months—could draw proxy-advisor scrutiny if not balanced by sustained ownership that aligns management incentives. I classify the event as neutral-to-negative: governance process intact, but optics unfavorable.

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	165443	65186196.43	211407406	07/14/2025	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			165443	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	05/05/2025	5000	1002603
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	04/14/2025	5000	898797.5
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	04/14/2025	10000	1783044
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	07/01/2025	5000	1690520.5
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	05/05/2025	10000	2000622
The Brian Armstrong Living Trust One Madison Avenue Suite 2400 New York NY 10010	Common Stock	05/05/2025	10000	2010282
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	04/23/2025	20000	3968722
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

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

How many Coinbase (COIN) shares does Brian Armstrong’s trust plan to sell on 07/14/2025?

The Form 144 covers 165,443 common shares.

What is the estimated value of the planned insider sale?

The filing lists an aggregate market value of $65.2 million.

How significant is this sale relative to Coinbase’s total shares outstanding?

It represents roughly 0.08 % of the 211.4 million shares outstanding.

Has the same insider sold Coinbase stock recently?

Yes. The trust sold approx. 846,000 shares between April and July 2025, generating over $215 million in proceeds.

Which broker will handle the proposed transaction?

Goldman Sachs & Co. LLC is identified as the broker.

Does the filing mention any undisclosed adverse information?

No. The signatory affirms that no material non-public adverse information is known.