CPNG disclosure: 20M Class A shares to be sold via Citigroup on NYSE

Rhea-AI Filing Summary

Coupang, Inc. (CPNG) disclosure shows a proposed sale of 20,000,000 shares of Class A common stock at an aggregate market value of $576,800,000.00, with an approximate sale date of 08/20/2025 on the NYSE through Citigroup Global Markets Inc.

The shares were originally acquired upon automatic conversion of convertible preferred units (convertible units acquired November 30, 2018; conversion dated 03/10/2021). The filer reports prior sales on 06/13/2025 of 10,000,000 shares for gross proceeds of $282,500,000.00. The notice includes the required representation that the seller is not aware of undisclosed material adverse information.

Positive

• Transparent disclosure of a large proposed sale and prior sale, complying with Rule 144 requirements
• Brokered execution through Citigroup Global Markets indicates use of an established broker for orderly sale
• Source of shares disclosed: conversion from convertible preferred units (dates provided) clarifies origin

Negative

• Large share disposition: 20,000,000 shares (~$576.8M) could increase near-term sell-side supply
• Recent prior sale of 10,000,000 shares on 06/13/2025 suggests ongoing monetization by the holder

Insights

Securities Analyst

TL;DR: A large proposed secondary sale of CPNG shares totaling ~$576.8M signals significant liquidity from an early investor.

The filing documents a proposed sale of 20,000,000 Class A shares scheduled for 08/20/2025, led by Citigroup Global Markets. The shares trace to automatic conversion of convertible preferred units originally acquired in November 2018 and converted in March 2021. A recent sale of 10,000,000 shares on 06/13/2025 generated $282.5M, indicating ongoing monetization by the holder. For investors, the size of these dispositions is material relative to typical free-float movements and could affect short-term supply dynamics in the stock.

Corporate Governance Expert

TL;DR: The Form 144 shows scheduled compliance with Rule 144 but highlights continued selling by a pre-IPO stakeholder.

The notice provides the standard attestation that no undisclosed material adverse information is known by the seller. The securities were acquired via conversion of pre-IPO convertible preferred units, and the filer disclosed prior sales in June 2025. From a governance perspective, this documents transparency in monetization activity by a significant holder and confirms use of broker-assisted execution (Citigroup). The filing itself is routine but notable for the absolute size of the disposition.

FAQ

What does the Form 144 for Coupang (CPNG) disclose?

The Form 144 discloses a proposed sale of 20,000,000 Class A shares with an aggregate market value of $576,800,000, approximate sale date 08/20/2025, via Citigroup on the NYSE.

When were the securities originally acquired?

The underlying convertible preferred units were acquired on 11/30/2018 and converted to Class A shares on 03/10/2021.

Has the holder sold shares recently?

Yes. The filing reports a sale on 06/13/2025 of 10,000,000 Class A shares for gross proceeds of $282,500,000.00.

Which broker is handling the proposed sale?

Citigroup Global Markets Inc., 388 Greenwich Street, 17th Floor, New York, NY, is listed as the broker.

On which exchange is the sale expected to occur?

The filing lists the NYSE as the exchange for the proposed sale.

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

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Accepted by SEC EDGAR 08/20/2025 - 09:00 PM Learn about SEC filing dates

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	0001716729
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Coupang, Inc.
SEC File Number	001-40115
Address of Issuer	720 Olive Way, Suite 600 Seattle WASHINGTON 98101
Phone	206-333-3839
Name of Person for Whose Account the Securities are To Be Sold	SVF Investments (UK) Ltd
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	Shareholder

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
Class A Common Stock, par value $0.0001	Citigroup Global Markets Inc. 388 Greenwich Street, 17th Floor New York, NY 10013	20000000	576800000.00	1665262233	08/20/2025	NYSE

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 *
Class A Common Stock, par value $0.0001	03/10/2021	Acquired upon the automatic conversion of convertible preferred units immediately prior to the consummation of the Issuer's initial public offering. The convertible preferred units were acquired in November 2018.	Issuer			568156413	11/30/2018	Cash

* 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
SVF Investments (UK) Ltd 69 Grosvenor Street, London, X0 W1K 3JP	Class A Common Stock, par value $0.0001	06/13/2025	10000000	282500000.00

144: Remarks and Signature

Remarks
Date of Notice	08/20/2025
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	SVF Investments (UK) Limited, By: /s/ Amanda Sanchez-Barry, General Counsel of SB Investment Advisers (UK) Limited
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)