FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Haun Kathryn
2. Issuer Name and Ticker or Trading Symbol

Coinbase Global, Inc. [ COIN ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

C/O ANDREESSEN HOROWITZ, 2865 SAND HILL ROAD, SUITE 101
3. Date of Earliest Transaction (MM/DD/YYYY)

5/21/2021
(Street)

MENLO PARK, CA 94025
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 5/21/2021  J(1)  1154711 D$0.00 2263232 I By Andreessen Horowitz LSV Fund I, L.P. (2)(3)
Class A Common Stock 5/21/2021  J(4)  176 A$0.00 9522 D  
Class A Common Stock 5/24/2021  S  9522 D$225.2418 (5)0 D  
Class A Common Stock 5/24/2021  S  478 D$226.5161 57376 I By Gherardesca LLC (6)
Class A Common Stock         110000 I By EZT Trust (7)
Class A Common Stock         150000 I By The Gherardesca Annuity Trust (8)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) Represents a pro rata share distribution of the Issuer's Class A Common Stock by Andreessen Horowitz LSV Fund I, L.P., for itself and as nominee for Andreessen Horowitz LSV Fund I-B, L.P. and Andreessen Horowitz LSV Fund I-Q, L.P. (collectively, the "AH LSV Fund I Entities") to their respective partners and such partners' members, as applicable, for no consideration. The aforementioned distribution was made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
(2) These reported securities are held by Andreessen Horowitz LSV Fund I, L.P., for itself and as nominee for the AH LSV Fund I Entities. AH Equity Partners LSV I, L.L.C. ("AH EP LSV I"), the general partner of the AH LSV Fund I Entities, has sole voting and dispositive power with regard to the shares held by the AH LSV Fund I Entities. Marc Andreessen and Ben Horowitz are the managing members of AH EP LSV I and share voting and dispositive power with respect to the shares held by the AH LSV Fund I Entities.
(3) The Reporting Person is a member of the general partners of the AH LSV Fund I Entities, but the Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of the shares held by the AH LSV Fund I Entities and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares, except to the extent of the Reporting Person's pecuniary interest therein, if any, by virtue of the Reporting Person's interest in the AH LSV Fund I Entities, and/or the general partner entities thereof, as applicable.
(4) Represents shares received by the Reporting Person pursuant to a pro rata distribution by AH EP LSV I for no consideration, of shares of Class A Common Stock of the Issuer to its respective partners and such partners' members, as applicable. The aforementioned distribution was made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
(5) Represents the weighted average sale price. The lowest price at which shares were sold was $225.13 and the highest price at which shares were sold was $225.58. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or the Issuer's stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
(6) These reported securities are held by Gherardesca LLC. The Reporting Person is one of two investment managers of of Gherardesca LLC. As an investment manager, the Reporting Person has shared voting and investment power over the shares held by Gherardesca LLC.
(7) These reported securities are held by EZT Trust. The Reporting Person is the settlor of EZT Trust, which is a family trust whose trustee is a member of the Reporting Person's non-immediate family. The Reporting Person disclaims beneficial ownership of the securities held by the EZT Trust except to the extent of the Reporting Person's pecuniary interest therein, if any.
(8) The Reporting Person is the settlor and investment trustee of the Gherardesca Annuity Trust. As investment trustee, the Reporting Person has sole voting and investment power over the shares held by the Gherardesca Annuity Trust.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Haun Kathryn
C/O ANDREESSEN HOROWITZ
2865 SAND HILL ROAD, SUITE 101
MENLO PARK, CA 94025
X



Signatures
/s/ Doug Sharp, Attorney-in-Fact for Kathryn Haun5/25/2021
**Signature of Reporting PersonDate

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