Coinbase Global, Inc.·4

May 22, 4:14 PM ET

Choi Emilie 4

4 · Coinbase Global, Inc. · Filed May 22, 2026

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Coinbase COO Emilie Choi Exercises RSUs, 13,862 Shares Withheld

What Happened Emilie Choi, President and COO of Coinbase (COIN), had multiple restricted stock units (RSUs) convert into 27,956 shares on May 20, 2026 (reported on Form 4 filed May 22, 2026). To cover tax obligations related to the vesting, 13,862 of those shares were surrendered/cancelled to the company at an implied share value of $193.45, yielding a tax-withholding amount of $2,681,604. After the withholding, Choi received a net of roughly 14,094 shares.

Key Details

  • Transaction date: May 20, 2026; Form 4 filed May 22, 2026 (timely).
  • What occurred: Code M — exercise/conversion of RSUs into 27,956 shares; Code F — 13,862 shares relinquished for tax withholding.
  • Withholding price/value: $193.45 per share; 13,862 shares = $2,681,604 (amount the withholding covered).
  • Net effect: +14,094 shares retained by Choi after withholding.
  • Shares owned after transaction: total holdings after this activity are not specified in the supplied filing data.
  • Footnotes: RSU vesting and schedules are described in the filing (multiple grants vesting quarterly over multi-year schedules). Footnote F3 states the withheld shares were cancelled by the issuer in exchange for the issuer paying the Reporting Person’s federal/state tax withholding obligations (an exempt transaction under Rule 16b-3). Each RSU converts to one share (F7). RSUs do not expire; vest or are canceled (F9).

Context

  • This was not an open-market sale: the shares were surrendered to Coinbase to satisfy tax withholding obligations (a common "sell/withhold to cover taxes" mechanism), not a disposition in the public market.
  • Transaction codes: M = exercise/conversion of derivative (RSU -> share); F = payment of exercise price or tax liability (withholding).
  • Such withholding transactions are routine following RSU vesting and are not a direct signal of insider sentiment; they reflect tax/administrative processing of equity awards.

Insider Transaction Report

Form 4
Period: 2026-05-20
Choi Emilie
President & COO
Transactions
  • Exercise/Conversion

    Class A Common Stock

    [F1][F2]
    2026-05-20+11,737547,426 total
  • Exercise/Conversion

    Class A Common Stock

    [F1]
    2026-05-20+6,076553,502 total
  • Exercise/Conversion

    Class A Common Stock

    [F1]
    2026-05-20+10,143563,645 total
  • Tax Payment

    Class A Common Stock

    [F3]
    2026-05-20$193.45/sh13,862$2,681,604549,783 total
  • Exercise/Conversion

    Restricted Stock Units

    [F7][F1][F8][F9]
    2026-05-2011,73723,476 total
    Exercise: $0.00Class A Common Stock (11,737 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F7][F1][F10][F9]
    2026-05-206,07642,531 total
    Exercise: $0.00Class A Common Stock (6,076 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F7][F1][F11][F9]
    2026-05-2010,143111,570 total
    Exercise: $0.00Class A Common Stock (10,143 underlying)
Holdings
  • Class A Common Stock

    [F4]
    (indirect: By LLC)
    57,610
  • Class A Common Stock

    [F5]
    (indirect: By Trust)
    23,199
  • Class A Common Stock

    [F6]
    (indirect: By Trust)
    49,643
Footnotes (11)
  • [F1]Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person.
  • [F10]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.
  • [F11]The RSUs vest in equal quarterly installments over three years, with the first 1/12 vesting on May 20, 2026, until the award is fully vested on February 20, 2029, subject to the Reporting Person's continued service to the Issuer on each vesting date.
  • [F2]Includes 25 shares acquired on May 14, 2026, pursuant to the Issuer's 2021 Employee Stock Purchase Plan.
  • [F3]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.
  • [F4]These shares are held by Sixers LLC, of which the Coinbase Annuity Trust is the sole member. The Reporting Person's spouse is the trustee of the Coinbase Annuity Trust. The Reporting Person disclaims beneficial ownership of these shares except to the extent of her pecuniary interest therein, if any.
  • [F5]These shares are held by the Starvurst Non-Exempt Trust, of which the Reporting Person's spouse is a co-trustee. The Reporting Person disclaims beneficial ownership of these shares except to the extent of her pecuniary interest therein, if any.
  • [F6]These shares are held by the Starvurst Exempt Trust, of which the Reporting Person's spouse is a co-trustee. The Reporting Person disclaims beneficial ownership of these shares except to the extent of her pecuniary interest therein, if any.
  • [F7]Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
  • [F8]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.
  • [F9]RSUs do not expire; they either vest or are canceled prior to vesting date.
Signature
/s/ Emilie Choi, by Lailey Rezai, Attorney-in-Fact|2026-05-22

Documents

1 file
  • 4
    wk-form4_1779480893.xmlPrimary

    FORM 4