Coinbase (NASDAQ: COIN) HR chief logs RSU vesting and tax-share moves

Rhea-AI Filing Summary

Coinbase Global’s Chief People Officer, Brock Lawrence J, reported multiple equity transactions tied to restricted stock units (RSUs). On February 20, 2026, RSUs previously granted to him vested and were converted into shares of Class A Common Stock through exempt derivative exercises.

In connection with this vesting, a portion of the newly delivered shares was relinquished and cancelled to cover federal and state tax withholding obligations, an exempt disposition under Section 16b-3(e). The filing also notes additional RSU awards that vest in equal quarterly installments over three years, beginning on February 20, 2024 and May 20, 2025, subject to his continued service.

Certain shares of Class A Common Stock are held of record by 4JMB LLC, an entity of which he is the sole member; he disclaims beneficial ownership of those shares except to the extent of any pecuniary interest. Each RSU represents a right to receive one share of Class A Common Stock.

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

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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^*

Brock Lawrence J

(Last) (First) (Middle)

C/O COINBASE GLOBAL, INC.

ONE MADISON AVENUE, SUITE 2400

(Street)

NEW YORK NY 10010

(City) (State) (Zip)

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 People Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	02/20/2026		M(1)		4,402	A	$0	4,899	D
Class A Common Stock	02/20/2026		M(1)		2,734	A	$0	7,633	D
Class A Common Stock	02/20/2026		F(2)		2,315	D	$165.94	5,318	D
Class A Common Stock								20,727	I	4JMB LLC(3)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	$0(4)	02/20/2026		M(1)			4,402	(5)	(6)	Class A Common Stock	4,402	$0	13,205	D
Restricted Stock Units	$0(4)	02/20/2026		M(1)			2,734	(7)	(6)	Class A Common Stock	2,734	$0	21,873	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 and state tax withholding obligations of the Reporting Person resulting from the vesting of RSUs.

3. These shares are held of record by 4JMB LLC, of which the Reporting Person is the sole member. The Reporting Person disclaims beneficial ownership of the shares owned by 4JMB LLC, except to the extent of his pecuniary interest therein, if any.

4. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.

5. 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.

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

7. 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.

Remarks:

	/s/ Lawrence J. Brock, by Lailey Rezai, Attorney-in-Fact	02/24/2026
	** 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.

FAQ

What does Coinbase (COIN) Brock Lawrence J’s latest Form 4 report?

The Form 4 reports RSU vesting and related share movements for Chief People Officer Brock Lawrence J. RSUs converted into Class A Common Stock, and some shares were relinquished to cover tax withholding obligations arising from the vesting event.

How were Coinbase (COIN) RSUs for Brock Lawrence J structured and vested?

Each RSU represents a right to receive one share of Class A Common Stock. The RSUs vest in equal quarterly installments over three years, with separate awards beginning vesting on February 20, 2024, and May 20, 2025, conditioned on his continued service to Coinbase.

Why were some Coinbase (COIN) shares disposed of in Brock Lawrence J’s Form 4?

Shares were disposed of in an exempt transaction to satisfy tax withholding obligations. Coinbase cancelled those shares in exchange for covering Brock Lawrence J’s federal and state tax liabilities triggered by the RSU vesting, under Section 16b-3(e) rules.

What does the 4JMB LLC indirect ownership mean in Coinbase (COIN) Form 4?

Some Coinbase Class A shares are held of record by 4JMB LLC, where Brock Lawrence J is the sole member. He disclaims beneficial ownership of those shares, except for any pecuniary interest, meaning economic benefit he may ultimately receive from that holding.

Do Coinbase (COIN) RSUs reported for Brock Lawrence J ever expire?

The filing states RSUs do not expire; they either vest or are canceled before the vesting date. This means if vesting conditions, including continued service, are not satisfied, the RSUs are forfeited instead of lingering as unexercised, time-limited options.

What is the significance of code M and code F in this Coinbase (COIN) Form 4?

Code M indicates an exercise or conversion of a derivative security, here RSUs converting into Class A shares. Code F signals an exempt disposition where shares are delivered or withheld specifically to pay exercise price or tax liabilities associated with equity awards.