Coinbase Global Inc. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits
$COIN
Finance: Consumer Services
Finance
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 15, 2025
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1 We are a remote-first company. Accordingly, we do not maintain a headquarters. We are including this address solely for the purpose of satisfying the Securities and Exchange Commission’s request. Stockholder communications may also be sent to the email address: [email protected].
Item 8.01 Other Events.
On August 15, 2025, Coinbase Global, Inc. (the “Company”) filed a prospectus supplement (“Prospectus Supplement”) to its effective shelf registration statement on Form S-3 (File No. 333-287084) filed with the Securities and Exchange Commission on May 8, 2025. The Company filed the Prospectus Supplement for the purpose of registering for resale or other disposition up to an aggregate of 10,997,856 shares of Class A Common Stock by the selling stockholders identified in the Prospectus Supplement to satisfy registration rights granted under that certain Share Purchase Agreement, dated as of May 8, 2025, by and among the Company, Sentillia B.V. (“Sentillia”), the Sentillia Shareholders listed on Exhibit B thereto and Shareholder Representative Services LLC as the shareholders’ agent.
In connection with the filing of the Prospectus Supplement, the Company is filing an opinion of its counsel, Fenwick & West LLP, regarding the legality of the Class A Common Stock being registered, which opinion is attached as Exhibit 5.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
| 5.1 | ||||||||
| 23.1 | ||||||||
| 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| COINBASE GLOBAL, INC. | ||||||||
| Dated: August 15, 2025 | By: | /s/ Alesia J. Haas | ||||||
| Alesia J. Haas | ||||||||
| Chief Financial Officer | ||||||||