0001209191-21-024221.txt : 20210401 0001209191-21-024221.hdr.sgml : 20210401 20210401180801 ACCESSION NUMBER: 0001209191-21-024221 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210401 FILED AS OF DATE: 20210401 DATE AS OF CHANGE: 20210401 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Haun Kathryn CENTRAL INDEX KEY: 0001851425 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40289 FILM NUMBER: 21799680 MAIL ADDRESS: STREET 1: C/O COINBASE GLOBAL, INC. STREET 2: 100 PINE STREET, SUITE 1250 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Coinbase Global, Inc. CENTRAL INDEX KEY: 0001679788 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] IRS NUMBER: 464707224 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O THE CORPORATION TRUST COMPANY STREET 2: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 BUSINESS PHONE: 3027770200 MAIL ADDRESS: STREET 1: C/O THE CORPORATION TRUST COMPANY STREET 2: 1209 ORANGE STREET CITY: WILMINGTON STATE: DE ZIP: 19801 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-04-01 0 0001679788 Coinbase Global, Inc. COIN 0001851425 Haun Kathryn C/O ANDREESSEN HOROWITZ 2865 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 1 0 0 0 Class A Common Stock 181000 I By EZT Trust Class A Common Stock 4618842 I By Andreessen Horowitz LSV Fund I, L.P. Class A Common Stock 869565 I By CNK Fund I, L.P. Class B Common Stock Class A Common Stock 19000 I By EZT Trust Class B Common Stock Class A Common Stock 150000 I By The Gherardesca Annuity Trust Class B Common Stock Class A Common Stock 117854 I By Gherardesca LLC Restricted Stock Units Class A Common Stock 19341 D 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. These reported securities are held 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"). 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. The Reporting Person is a member of the general partners of the AH LSV Fund I Entities and the CNK Fund I Entities (as defined herein, together, the "Andreessen Horowitz Entities"), but the Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of the shares held by the Andreessen Horowitz 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 Andreesen Horowitz Entities, and/or the general partner entities thereof, as applicable. These reported securities are held by CNK Fund I, L.P., for itself and as nominee for CNK Fund I-B, L.P. and CNK Fund I-Q, L.P. (collectively, the "CNK Fund I Entities"). CNK Equity Partners I, L.L.C. ("CNK EP I"), the general partner of the CNK Fund I Entities, has sole voting and dispositive power with regard to the shares held by the CNK Fund I Entities. Marc Andreessen, Christopher Dixon and Ben Horowitz are the managing members of CNK EP I and share voting and dispositive power with respect to the shares held by the CNK Fund I Entities. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date. 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. These reported securities are held by Gherardesca LLC, of which 6,223 shares are unvested and subject to repurchase by the Issuer. 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. The restricted stock units ("RSUs") vest with respect to 12.5% of the total award on May 20, 2021, and an additional 12.5% of the award vests in equal quarterly installments thereafter until the award is fully vested on February 20, 2023, subject to the Reporting Person's continued service to the Issuer on each vesting date. RSUs do not expire; they either vest or are canceled prior to vesting date. Exhibit 24 - Limited Power of Attorney /s/ Doug Sharp, Attorney-in-Fact for Kathryn Haun 2021-04-01 EX-24.3_976725 2 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints Juan Suarez, Doug Sharp and Jolie Yang, as long as they are providing services to Coinbase Global, Inc. or its related entities (the "Company"), or either of them, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of the Company, Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations thereunder (each, a "Section 16 Filing"); provided, that, any such Section 16 Filing has been reviewed and approved by the undersigned or her legal representative (any such Section 16 Filing that has been so reviewed and approved, an "Approved Section 16 Filing"); (2) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such Approved Section 16 Filing and timely file such forms with the Securities and Exchange Commission and any stock exchange or similar authority, if required; and (3) take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform each and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution and revocation, hereby ratifying and confirming all that each such attorney-in-fact, or each such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that each of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. The undersigned agrees that each such attorney-in-fact may rely entirely on information furnished orally or in writing by the undersigned or her legal representative to each such attorney-in-fact with respect to an Approved Section 16 Filing. The undersigned also agrees to indemnify and hold harmless the Company and each such attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based on any untrue statement or omission of necessary facts in the information provided by the undersigned or her legal representative with respect to an Approved Section 16 Filing to such attorney-in-fact for purposes of executing, acknowledging, delivering and filing an Approved Section 16 Filing (including amendments thereto) and agrees to reimburse the Company and each such attorney-in-fact for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 11th day of March, 2021. /s/ Kathryn Haun Name: Kathryn Haun