0001209191-21-024202.txt : 20210401 0001209191-21-024202.hdr.sgml : 20210401 20210401175044 ACCESSION NUMBER: 0001209191-21-024202 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20210401 FILED AS OF DATE: 20210401 DATE AS OF CHANGE: 20210401 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HOROWITZ BENJAMIN A CENTRAL INDEX KEY: 0001166586 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40289 FILM NUMBER: 21799587 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD #101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dixon Christopher CENTRAL INDEX KEY: 0001854162 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40289 FILM NUMBER: 21799586 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AH Equity Partners III (Parallel), L.L.C. CENTRAL INDEX KEY: 0001540359 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40289 FILM NUMBER: 21799588 BUSINESS ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 798-3900 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 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 0001540359 AH Equity Partners III (Parallel), L.L.C. 2865 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001166586 HOROWITZ BENJAMIN A C/O ANDREESSEN HOROWITZ 2865 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001854162 Dixon Christopher C/O ANDREESSEN HOROWITZ 2865 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 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 171792 I By a16z Seed-III, LLC Series A Preferred Stock Class B Common Stock 257688 I By a16z Seed-III, LLC Series B Preferred Stock Class B Common Stock 19182924 I By Andreessen Horowitz Fund III, L.P. Series C Preferred Stock Class B Common Stock 2531760 I By Andreessen Horowitz Fund III, L.P. Series D Preferred Stock Class B Common Stock 1817334 I By AH Parallel Fund III, L.P. Series E Preferred Stock Class A Common Stock 27630 I By Andreessen Horowitz Fund III, L.P. These 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. Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH LSV Fund I Entities and this report shall not be deemed an admission that any such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any. These 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 of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the CNK Fund I Entities and this report shall not be deemed an admission that any such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any. 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. These securities are held of record by a16z Seed-III, LLC ("a16z Seed"). The securities held directly by a16z Seed are indirectly held by Andreessen Horowitz Fund III, L.P., Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P., and Andreessen Horowitz Fund III-Q, L.P. (collectively, the "AH Fund III Entities"), the members of a16z Seed. AH Equity Partners III, L.L.C. ("AH EP III"), the general partner of the AH Fund III Entities, has sole voting and dispositive power with regard to the shares held by a16z Seed. Marc Andreessen and Ben Horowitz are the managing members of AH EP III and share voting and dispositive power with respect to the shares held by a16z Seed. (Continued from Footnote 4) Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by a16z Seed and this report shall not be deemed an admission that any such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any. The Series A, Series B, Series C and Series D Preferred Stock are each convertible into Class B Common Stock on a 1:1 basis and have no expiration date. Upon the effectiveness of the Issuer's Registration Statement on Form S-1, all shares of Series A, Series B, Series C and Series D Preferred Stock will be converted into shares of Class B Common Stock of the Issuer. These securities are held by Andreessen Horowitz Fund III, L.P., for itself and as nominee for Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P., and Andreessen Horowitz Fund III-Q, L.P. AH EP III is the general partner of the AH Fund III Entities and has sole voting and dispositive power with regard to the securities held by the AH Fund III Entities. Marc Andreessen and Ben Horowitz are the managing members of AH EP III and share voting and dispositive power with respect to the shares held by the AH Fund III Entities. Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Fund III Entities and this report shall not be deemed an admission that any such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any. These securities are held by AH Parallel Fund III, L.P. for itself and as nominee for AH Parallel Fund III-A, L.P., AH Parallel Fund III-B, L.P., and AH Parallel Fund III-Q, L.P. (collectively, the "AH Parallel Fund III Entities"). AH Equity Partners III (Parallel), L.L.C. ("AH EP III Parallel"), the general partner of the AH Parallel Fund III Entities, has sole voting and dispositive power with regard to the shares held by the AH Parallel Fund III Entities. Marc Andreessen and Ben Horowitz are the managing members of AH EP III Parallel. Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Parallel Fund III Entities and this report shall not be deemed an admission that any such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any. The Series E Preferred Stock is convertible into Class A Common Stock on a 1:1 basis and has no expiration date. Upon the effectiveness of the Issuer's Registration Statement on Form S-1, all shares of Series E Preferred Stock will be converted into shares of Class A Common Stock of the Issuer. This Form 3 is one of three Form 3s filed relating to the same event. Combined, the three reports report the holdings for the following reporting persons: Andreessen Horowitz Fund III, L.P., Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P., Andreessen Horowitz Fund III-Q, L.P., AH Equity Partners LSV I, L.L.C., Andreessen Horowitz LSV Fund I, L.P., Andreessen Horowitz LSV Fund I-B, L.P., Andreessen Horowitz LSV Fund I-Q, L.P., AH Parallel Fund III, L.P., AH Parallel Fund III-A, L.P., AH Parallel Fund III-B L.P., AH Parallel Fund III-Q, L.P., a16z Seed-III, LLC, CNK Equity Partners I,L.L.C., CNK Fund I, L.P., CNK Fund I-B, L.P., CNK Fund I-Q, L.P., AH Equity Partners III, L.L.C., AH Equity Partners III (Parallel), L.L.C., Christopher Dixon and Benjamin Horowitz. This Form 3 has been split into three filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 3 to a maximum of 10 reporting persons. Exhibit 24.1 - Power of Attorney for Benjamin Horowitz Exhibit 24.2 - Power of Attorney for Christopher Dixon AH Equity Partners III (Parallel), L.L.C., By: /s/ Scott Kupor, Scott Kupor, Chief Operating Officer 2021-04-01 /s/ Scott Kupor, Attorney-in-Fact for Benjamin Horowitz 2021-04-01 /s/ Scott Kupor, Attorney-in-Fact for Christopher Dixon 2021-04-01 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT 
Exhibit 24.1

POWER OF ATTORNEY

The undersigned individual (the "Reporting Person") hereby authorizes and
designates each entity affiliated with AH Capital Management, L.L.C., or such
other person or entity as is designated in writing by Ben Horowitz (the
"Designated Filer") as the beneficial owner to prepare and file on behalf of the
Reporting Person individually, or jointly together with other reporting persons,
any and all reports, notices, communications and other documents (including, but
not limited to, reports on Schedule 13D, Schedule 13G, Form 13-F, Form 3, Form 4
and Form 5) that the Reporting Person may be required to file with the United
States Securities and Exchange Commission pursuant to the Securities Act of
1933, as amended (together with the implementing regulations thereto, the "Act")
and the Securities Exchange Act of 1934, as amended (together with the
implementing regulations thereto, the "Exchange Act") (collectively, the
"Reports") with respect to the Reporting Person's ownership of, or transactions
in, securities of any entity whose securities are beneficially owned (directly
or indirectly) by the Reporting Person (collectively, the "Companies").

The Reporting Person hereby further authorizes and designates Scott Kupor (the
"Authorized Signatory") to execute and file on behalf of the Reporting Person
the Reports and to perform any and all other acts, which in the opinion of the
Designated Filer or Authorized Signatory may be necessary or incidental to the
performance of the foregoing powers herein granted.

The authority of the Designated Filer and the Authorized Signatory under this
Document with respect to the Reporting Person shall continue until the Reporting
Person is no longer required to file any Reports with respect to the Reporting
Person's ownership of, or transactions in, the securities of the Companies,
unless earlier revoked in writing. The Reporting Person acknowledges that the
Designated Filer and the Authorized Signatory are not assuming any of the
Reporting Person's responsibilities to comply with the Act or the Exchange Act.

April 10, 2019

By:  /s/ Ben Horowitz
Ben Horowitz
EX-24.2 3 attachment2.htm EX-24.2 DOCUMENT 
EXHIBIT 24.2

POWER OF ATTORNEY

              The undersigned individual (the "Reporting Person") hereby
authorizes and designates each entity affiliated with AH Capital Management,
L.L.C., or such other person or entity as is designated in writing by
Christopher Dixon (the "Designated Filer") as the beneficial owner to prepare
and file on behalf of the Reporting Person individually, or jointly together
with other reporting persons, any and all reports, notices, communications and
other documents (including, but not limited to, reports on Schedule 13D,
Schedule 13G, Form 13-F, Form 3, Form 4 and Form 5) that the Reporting Person
may be required to file with the United States Securities and Exchange
Commission pursuant to the Securities Act of 1933, as amended (together with the
implementing regulations thereto, the "Act") and the Securities Exchange Act of
1934, as amended (together with the implementing regulations thereto, the
"Exchange Act") (collectively, the "Reports") with respect to the Reporting
Person's ownership of, or transactions in, securities of any entity whose
securities are beneficially owned (directly or indirectly) by the Reporting
Person (collectively, the "Companies").

              The Reporting Person hereby further authorizes and designates
Scott Kupor (the "Authorized Signatory") to execute and file on behalf of the
Reporting Person the Reports and to perform any and all other acts, which in the
opinion of the Designated Filer or Authorized Signatory may be necessary or
incidental to the performance of the foregoing powers herein granted.

              The authority of the Designated Filer and the Authorized Signatory
under this Document with respect to the Reporting Person shall continue until
the Reporting Person is no longer required to file any Reports with respect to
the Reporting Person's ownership of, or transactions in, the securities of the
Companies, unless earlier revoked in writing. The Reporting Person acknowledges
that the Designated Filer and the Authorized Signatory are not assuming any of
the Reporting Person's responsibilities to comply with the Act or the Exchange
Act.

March 31, 2021

By: /s/ Christopher Dixon
Christopher Dixon