{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-24-070209","form_type":"8-K","ticker":"COIN","cik":"0001679788","company_name":"Coinbase Global, Inc.","filed_at":"2024-03-18T23:59:59+00:00","discovered_at":"2026-05-14T18:03:25.087726+00:00","generated_at":"2026-06-04T15:18:37.622251+00:00","sec_items":["1.01","2.03","3.02","8.01","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"Coinbase closes $1.265B 0.25% convertible note offering due 2030; enters capped call hedges","bullets":["$1.265B aggregate principal of 0.25% Convertible Senior Notes due 2030 issued; initial conversion price ~$333.54 (32.5% premium to March 13 close).","Net proceeds ~$1.24B; ~$104.1M used for capped call transactions; remainder to repay 2026, 2028, 2031 notes and for general corporate purposes.","Capped call transactions entered to reduce dilution; initial cap price ~$503.46 per share (100% premium to March 13 close).","Notes are senior unsecured, mature April 1, 2030; interest 0.25% semi-annual; redemption allowed after April 1, 2027 under stock price conditions.","Holders may convert if stock exceeds 130% of conversion price for 20 days; fundamental change triggers put option at par."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-24-070209","json":"https://secwatch.observer/filing/0001193125-24-070209.json","markdown":"https://secwatch.observer/filing/0001193125-24-070209.md","text":"https://secwatch.observer/filing/0001193125-24-070209.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1679788/000119312524070209/0001193125-24-070209-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1679788/000119312524070209/d771279d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-04T15:18:37.622251+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"2e00e252658cc1d1efb669bdf0deb5db4200e174","claim":"Coinbase Global, Inc. incurred convertible notes of $1.265 billion aggregate principal amount with U.S. Bank Trust Company, National Association at 0.25% per year maturing April 1, 2030.","evidence_excerpt":"On March 18, 2024, Coinbase Global, Inc. (the “Company”) completed its previously announced private offering of $1.265 billion aggregate principal amount of 0.25% Convertible Senior Notes due 2030 (the “Notes”), which includes the full exercise by the Initial Purchasers (as defined below) of their option to purchase up to an additional $165.0 million aggregate principal amount of Notes.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1679788/000119312524070209/0001193125-24-070209-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"convertible notes"},{"label":"Principal","value":"$1.265 billion aggregate principal amount"},{"label":"Counterparty","value":"U.S. Bank Trust Company, National Association"},{"label":"Rate","value":"0.25% per year"},{"label":"Maturity","value":"April 1, 2030"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"5edf7aff8a193667dd98adc16c22b5eb29ec386d","claim":"Coinbase Global, Inc. entered into Indenture for 0.25% Convertible Senior Notes due 2030 with U.S. Bank Trust Company, National Association valued at $1.265 billion aggregate principal amount of 0.25% Convertible Senior Notes due 2030 (effective 2024-03-18).","evidence_excerpt":"Convertible Notes and the Indenture On March 18, 2024, Coinbase Global, Inc. (the “Company”) completed its previously announced private offering of $1.265 billion aggregate principal amount of 0.25% Convertible Senior Notes due 2030 (the “Notes”), which includes the full exercise by the Initial Purchasers (as defined below) of their option to purchase up to an additional $165.0 million aggregate principal amount of Notes.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1679788/000119312524070209/0001193125-24-070209-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"U.S. Bank Trust Company, National Association"},{"label":"Value","value":"$1.265 billion aggregate principal amount of 0.25% Convertible Senior Notes due 2030"},{"label":"Effective","value":"2024-03-18"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}