Item 5.07. Submission of Matters to a Vote of Security Holders.



On June 1, 2022, Coinbase Global, Inc. (the "Company") held its 2022 annual
meeting of stockholders (the "Annual Meeting"). The Company's stockholders voted
on four proposals at the Annual Meeting, each of which is described below as
well as more fully in the Company's definitive proxy statement filed with the
Securities and Exchange Commission on April 20, 2022, as supplemented on May 10,
2022 (the "Proxy Statement"). At the start of the Annual Meeting, there were
106,190,923 shares of the Company's Class A Common Stock, par value $0.00001
(the "Class A Common Stock") and 48,293,094 shares of the Company's Class B
Common Stock, par value $0.00001 (the "Class B Common Stock") present in person
or by proxy, together representing 94.06% of the combined voting power of all
issued and outstanding shares of Class A Common Stock and Class B Common Stock
entitled to vote at the Annual Meeting, which constituted a quorum for the
transaction of business. In deciding the proposals at the Annual Meeting, the
holders of the Company's Class A common stock were entitled to one vote for each
share held as of the close of business on April 8, 2022 (the "Record Date") and
the holders of the Company's Class B common stock were entitled to twenty votes
for each share held as of the close of business on the Record Date. The Class A
Common Stock and Class B Common Stock voted as a single class on all matters.

At the Annual Meeting, the Company's stockholders voted on the following proposals:



1.To elect Frederick Ernest Ehrsam III, Tobias Lütke, and Fred Wilson to serve
until the Company's 2023 annual meeting of stockholders or until such director's
successor is duly elected and qualified.
2.To ratify the appointment of Deloitte & Touche LLP as the Company's
independent registered public accounting firm for the year ending December 31,
2022.
3.To approve, on a non-binding advisory basis, the compensation paid by the
Company to its named executive officers as disclosed in the Proxy Statement.
4.To select, on a non-binding advisory basis, whether future advisory votes on
the compensation paid by the Company to its named executive officers should be
held every one, two or three years.

The final voting results for each of these proposals are as follows:

Proposal 1: Election of Directors.



           Nominee               Votes For     Votes Withheld     Broker Non-Votes
 Frederick Ernest Ehrsam III   1,009,332,087     17,380,053          45,340,663
        Tobias Lütke           1,026,120,329       591,811           45,340,663
         Fred Wilson           1,010,785,572     15,926,568          45,340,663


Each of the three nominees for director was elected to serve until the Company's 2023 annual meeting of stockholders and until his successor has been duly elected and qualified.



Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm.

          Votes For                   Votes Against                     Abstentions                        Broker Non-Votes
        1,071,266,018                    604,157                          182,628                                 -


The stockholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending December 31, 2022.

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Proposal 3: Advisory Vote on the Compensation of the Named Executive Officers.

         Votes For                  Votes Against                    Abstentions                      Broker Non-Votes
       1,023,716,953                  2,774,563                        220,624                           45,340,663



The stockholders approved, on an advisory basis, the compensation paid by the Company to its named executive officers.

Proposal 4: Advisory Vote on the Frequency of Future Advisory Votes on the Compensation of the Named Executive Officers.



             1 Year                       2 Years                   3 Years                    Abstentions                    Broker Non-Votes
           40,420,297                    2,803,546                983,356,865                    131,432                         45,340,663



The stockholders advised that they were in favor of three years as the frequency
of holding future advisory votes on the compensation of the Company's named
executive officers. In accordance with the voting results for this proposal, the
Company's board of directors has determined that the Company will conduct future
advisory votes regarding the compensation of its named executive officers every
three years. This policy will remain in effect until the next required
stockholder vote on the frequency of advisory votes on the compensation of named
executive officers.


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