Coinbase CAO exercises RSUs, pays taxes in shares

Coinbase Global, Inc. Chief Accounting Officer Jennifer N. Jones reported routine equity compensation activity tied to restricted stock units (RSUs).

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Rhea-AI Filing Summary

Coinbase Global, Inc. Chief Accounting Officer Jennifer N. Jones reported routine equity compensation activity tied to restricted stock units (RSUs). On May 20, 2026, RSUs vested and were converted into Class A Common Stock through several derivative exercises totaling 4,564 shares of stock acquired in three transactions. To cover tax obligations from this vesting, 2,513 shares of Class A Common Stock were relinquished and cancelled in exchange for the company paying related federal, state and provincial tax withholding at a price of $193.45 per share. Footnotes explain that each RSU converts into one share and that three RSU grants vest in equal quarterly installments over three-year periods beginning on February 20, 2024, May 20, 2025 and May 20, 2026, subject to Jones’s continued service. The filing reflects compensation and tax mechanics rather than open-market buying or selling.

Insider Trade Summary

4,564 shares exercised/converted

Exercise 7 txns

Insider Jones Jennifer N.

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,320	$0.00	$0.00
Exercise	Restricted Stock Units	1,216	$0.00	$0.00
Exercise	Restricted Stock Units	2,028	$0.00	$0.00
Exercise	Class A Common Stock	1,320	$0.00	$0.00
Exercise	Class A Common Stock	1,216	$0.00	$0.00
Exercise	Class A Common Stock	2,028	$0.00	$0.00
Exercise Price or Tax Liability	Class A Common Stock	2,513	$193.45	$486K

Holdings After Transaction: Restricted Stock Units — 33,460 contracts (Direct); Class A Common Stock — 2,051 shares (Direct)

Footnotes (7)

F1. Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person.
F2. 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, state and provincial tax withholding obligations of the Reporting Person resulting from the vesting of RSUs.
F3. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
F4. The RSUs vest in equal quarterly installments over three years, with the first 1/12 vesting on February 20, 2024, until the award is fully vested on November 20, 2026, subject to the Reporting Person's continued service to the Issuer on each vesting date.
F5. RSUs do not expire; they either vest or are canceled prior to vesting date.
F6. The RSUs vest in equal quarterly installments over three years, with the first 1/12 vesting on May 20, 2025, until the award is fully vested on February 20, 2028, subject to the Reporting Person's continued service to the Issuer on each vesting date.
F7. The RSUs vest in equal quarterly installments over three years, with the first 1/12 vesting on May 20, 2026, until the award is fully vested on February 20, 2029, subject to the Reporting Person's continued service to the Issuer on each vesting date.

Key Figures

Tax-withholding shares: 2,513 shares Tax-withholding share price: $193.45 per share Shares acquired via RSU exercises: 4,564 shares +5 more

8 metrics

Tax-withholding shares 2,513 shares Class A Common Stock surrendered for tax withholding at $193.45 per share

Tax-withholding share price $193.45 per share Value used for 2,513 shares relinquished to cover tax obligations

Shares acquired via RSU exercises 4,564 shares Total Class A Common Stock reported as acquired through three derivative exercises

First RSU exercise lot 2,028 RSUs/shares RSUs converting into Class A Common Stock on May 20, 2026

Second RSU exercise lot 1,216 RSUs/shares RSUs converting into Class A Common Stock on May 20, 2026

Third RSU exercise lot 1,320 RSUs/shares RSUs converting into Class A Common Stock on May 20, 2026

RSU vesting schedule start February 20, 2024 First 1/12 of one RSU grant vests, then quarterly to November 20, 2026

RSU final vesting dates Nov 20, 2026; Feb 20, 2028; Feb 20, 2029 End dates of three quarterly vesting RSU grants

Key Terms

Restricted Stock Units, Section 16b-3(e), Rule 16b-3, tax withholding obligations, +1 more

5 terms

Restricted Stock Units financial

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

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Section 16b-3(e) regulatory

"Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities"

Rule 16b-3 regulatory

"incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3."

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

tax withholding obligations financial

"cancelled by the Issuer in exchange for the Issuer's agreement to pay federal, state and provincial tax withholding obligations"

continued service financial

"subject to the Reporting Person's continued service to the Issuer on each vesting date."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Coinbase (COIN) executive Jennifer N. Jones report in this Form 4?

Jennifer N. Jones reported RSU vesting that converted restricted stock units into Class A Common Stock and a related tax-withholding share disposition. These are compensation and tax events, not open-market purchases or sales of Coinbase shares.

How many Coinbase (COIN) shares were used to cover Jennifer N. Jones’s taxes?

Jones relinquished 2,513 shares of Coinbase Class A Common Stock to cover tax withholding on vested RSUs. The issuer cancelled these shares and paid the associated federal, state and provincial tax obligations on her behalf.

At what price were the tax-withholding Coinbase (COIN) shares valued in the Form 4?

The 2,513 tax-withholding shares were valued at $193.45 per share. This price is used solely for calculating the value of shares surrendered for tax obligations, not as an indication of an open-market sale transaction.

How do the reported RSUs for Coinbase (COIN) vest over time for Jennifer N. Jones?

The RSUs vest in equal quarterly installments over three years. Three grants start vesting on February 20, 2024, May 20, 2025, and May 20, 2026, with full vesting scheduled for November 20, 2026, February 20, 2028, and February 20, 2029.

Does this Coinbase (COIN) Form 4 show Jennifer N. Jones buying or selling shares on the market?

The Form 4 does not show open-market buying or selling. It shows RSUs converting into shares and shares surrendered for tax withholding under Section 16b-3(e), which are standard equity compensation and tax payment mechanisms.

What does each RSU represent in Jennifer N. Jones’s Coinbase (COIN) award?

Each restricted stock unit represents a contingent right to receive one share of Coinbase’s Class A Common Stock. RSUs either vest according to the quarterly schedule or are cancelled if vesting conditions, such as continued service, are not satisfied.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 05/22/2026 - 04:16 PM EDT

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Jones Jennifer N.

(Last)

(First)

(Middle)

C/O COINBASE GLOBAL, INC.

ONE MADISON AVENUE, SUITE 2400

(Street)

NEW YORK

10010

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Coinbase Global, Inc. [ COIN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/20/2026		M⁽¹⁾		1,320	A	$0	1,320	D
Class A Common Stock	05/20/2026		M⁽¹⁾		1,216	A	$0	2,536	D
Class A Common Stock	05/20/2026		M⁽¹⁾		2,028	A	$0	4,564	D
Class A Common Stock	05/20/2026		F⁽²⁾		2,513	D	$193.45	2,051	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	$0⁽³⁾	05/20/2026		M⁽¹⁾			1,320	⁽⁴⁾	⁽⁵⁾	Class A Common Stock	1,320	$0	2,641	D
Restricted Stock Units	$0⁽³⁾	05/20/2026		M⁽¹⁾			1,216	⁽⁶⁾	⁽⁵⁾	Class A Common Stock	1,216	$0	8,505	D
Restricted Stock Units	$0⁽³⁾	05/20/2026		M⁽¹⁾			2,028	⁽⁷⁾	⁽⁵⁾	Class A Common Stock	2,028	$0	22,314	D

Explanation of Responses:

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

2. 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, state and provincial tax withholding obligations of the Reporting Person resulting from the vesting of RSUs.

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

4. The RSUs vest in equal quarterly installments over three years, with the first 1/12 vesting on February 20, 2024, until the award is fully vested on November 20, 2026, subject to the Reporting Person's continued service to the Issuer on each vesting date.

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

6. The RSUs vest in equal quarterly installments over three years, with the first 1/12 vesting on May 20, 2025, until the award is fully vested on February 20, 2028, subject to the Reporting Person's continued service to the Issuer on each vesting date.

7. The RSUs vest in equal quarterly installments over three years, with the first 1/12 vesting on May 20, 2026, until the award is fully vested on February 20, 2029, subject to the Reporting Person's continued service to the Issuer on each vesting date.

Remarks:

	/s/ Jennifer N. Jones, by Lailey Rezai, Attorney-in-Fact	05/22/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR