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Form 8-K · Current Report · Filed 2025-08-08

Coinbase Announces Completion of $3 Billion Convertible Notes Offering

On August 8, 2025, Coinbase Global, Inc. completed its private offering of $3 billion aggregate principal amount of 0% Convertible Senior Notes due 2029 and 2032. The notes are convertible into Coinbase Class A common stock under specific conditions, and the company may redeem the 2032 notes under certain market conditions. Approximately $2.96 billion of net proceeds were obtained, with plans to use the funds for general corporate purposes. The company also entered into capped call transactions to mitigate potential dilution from note conversions.

Filer
Coinbase Global Inc. COIN · NASDAQ
Filed
Accession
0001679788-25-000171
CIK
0001679788
Signal
Medium impactFinancial Services

Items reported

Item 1.01

Entry into a Material Definitive Agreement

New Major Contract Securities Purchase Agreement
Item 2.03

Creation of a Direct Financial Obligation

New Debt Issued Convertible Note Offering
Item 3.02

Unregistered Sales of Equity Securities

Unregistered Stock Issuance Private Placement
Item 8.01

Other Events

Corporate Update
Item 9.01

Financial Statements and Exhibits

No viable tag

Market reaction

Close before filing

$310.79

Next session

+2.8%

Since filing

-52.9%

Latest close

$146.26

What happened, not what will happen — closing prices around the filing date.

Precedent

Previous filings from COIN reporting the same item, with the next session's move:

Exhibits (3)

About Coinbase Global Inc.

Coinbase Global Inc. is a financial technology company specializing in cryptocurrency exchange operations. Established in 2012 and headquartered in San Francisco, it has become a pivotal platform for buying, selling, and managing cryptocurrencies, serving both individual retail clients and professional institutions. Coinbase supports a wide range of digital assets, including Bitcoin, Ethereum, and numerous altcoins, providing users with a secure and user-friendly interface to manage their digital portfolios. The company plays a significant role in the burgeoning cryptocurrency industry, acting as a bridge between traditional financial markets and the decentralized digital asset space. Coinbase has been at the forefront of regulatory compliance and security in the cryptocurrency exchange industry, striving to uphold high standards to ensure investor trust. It also offers additional services like staking, custodial services, and educational resources, enhancing its ecosystem for all levels of cryptocurrency users. As a publicly traded company, Coinbase Global Inc. is an influential entity in shaping the landscape of digital finance and promoting the adoption of blockchain technologies globally.

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