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Coinbase Global Inc

For the period ended Sep 30, 2024. Filed Oct 30, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Oct 30, 2024

COIN$134.76-1.5%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-06-30; filed 2024-08-01.

0001679788-24-000149

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-09-30; filed 2024-10-30.

0001679788-24-000187

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 217 previous paragraphs and 221 current paragraphs.

112 unchanged; 78 reworded; 25 added; 23 removed; 4 previous and 6 current paragraphs rearranged.

Tables are not compared: 21 previous and 21 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (25)

Current report

During the third quarter of 2024, we continued to make progress against our goals of driving revenue growth, crypto utility, and regulatory clarity. We showed progress in diversifying our revenue and driving crypto utility through products like derivatives, international expansion, custody, and deeper integration of USDC into the cryptoeconomy. For the three and nine months ended September 30, 2024 we generated $1.1 billion and $4.1 billion of Net revenue, respectively, and $75.5 million and $1.3 billion in Net income, respectively. For the remainder of the year, we believe that we are well-positioned to drive revenue growth across all macroeconomic environments, and we remain committed to advancing regulatory clarity.

Current report

•net gains on the repurchase of certain of our long-term debt.

Current report

Transaction revenue increased for the three and nine months ended September 30, 2024 as compared to 2023, due to:

Current report

Subscription and services revenue increased for the three and nine months ended September 30, 2024 as compared to 2023, due to:

Current report

•an increase in stablecoin revenue of $40.2 million and $116.3 million primarily due to higher on-platform USDC balances. Additionally, for the three months ended comparative period, we saw growth of $54.7 million attributable to an increase in overall USDC market capitalization, while for the nine months ended comparative period, we saw growth of $61.8 million due to higher average interest rates, which rose 50 basis points, despite the Federal Funds Rate decrease in September 2024;

Current report

Certain prior period amounts have been reclassified to conform with the current period presentation.

Current report

There were no material changes to note within amortization or other.

Current report

Sales and marketing expenses increased for the three and nine months ended September 30, 2024 as compared to 2023, due to:

Current report

General and administrative expenses increased for the three and nine months ended September 30, 2024 as compared to 2023, due to:

Current report

▪an increase in legal costs of $9.2 million and $29.8 million due to higher spend; and

Current report

There were no material changes to note for any category of Other operating (income) expense, net for the three months ended September 30, 2024, or within the other category in the table above for the nine months ended September 30, 2024, as compared to 2023.

Current report

•a decrease in gains on strategic investments, net driven by a gain of $49.9 million resulting from an equity investment transaction with Circle US Holding, Inc. during the third quarter of 2023;

Current report

•a net gain on the repurchase of certain of our 2026 Convertible Notes and certain of our Senior Notes during 2023; and

Current report

•net gains of $20.6 million and $9.2 million within other on certain other financial instruments.

Current report

There were no material changes to note within (gains) losses on foreign exchange, net.

Current report

•We believe it is useful to exclude certain non-cash expenses, such as depreciation and amortization and stock-based compensation, from Adjusted EBITDA because the amounts of such expenses can vary significantly from period to period and may not directly correlate to the underlying performance of our business operations.

Current report

•We believe it is useful to exclude certain items that we do not consider to be normal, recurring, cash operating expenses and therefore, not reflective of our ongoing business operations. For example, we exclude: (i) other (income) expense, net, as the income and expenses recognized in this line item are not part of our core operating activities and are considered non-operating activities under GAAP, (ii) gains and losses on crypto assets held for investment (post-adoption of ASU No. 2023-08) because such investments are considered long-term holdings, we do not plan on engaging in regular trading of crypto assets, and, as an operating company, our investing activities in crypto are not part of our revenue generating activities, which are based on transactions on our platform and the sales of subscriptions and services, and (iii) the impact of our restructurings in 2022 and 2023, which are not related to our normal business operations.

Current report

•We believe Adjusted EBITDA is useful to measure a company’s operating performance without regard to items such as stock-based compensation expense, depreciation and amortization expense, interest expense, other (income) expense, net, restructurings, and benefit from or provision for income taxes that can vary substantially from company to company depending upon their financing, capital structures, and the method by which assets were acquired.

Current report

(1)See Results of Operations—Comparison of the three and nine months ended September 30, 2024 and 2023—Other income, netfor additional details.

Current report

In October 2024, our board of directors authorized a share repurchase program of up to $1.0 billion of the Company’s Class A common stock without expiration (the “Share Repurchase Program”). Repurchases may be made at management’s discretion from time to time on the open market (including through trading plans intended to qualify under Rule 10b5-1 under the Exchange Act), through privately negotiated transactions, or by other methods in accordance with applicable securities laws and other restrictions. The timing and amount of any repurchases will depend on market conditions and other considerations. The Share Repurchase Program does not obligate us to repurchase any dollar amount or number of shares of our Class A common stock, and the program may be modified, suspended, or discontinued at any time. We anticipate that repurchases under the Share Repurchase Program will be funded using our existing cash and cash equivalents and USDC and with future cash flows from operations.

Current report

•$34.1 million in cash provided for net sales of crypto assets held for investment for the nine months ended September 30, 2024, as compared to $114.2 million in cash provided for net sales of crypto assets held for the nine months ended September 30, 2023.
Removed paragraphs (23)

Previous report

Our financial performance during the second quarter of 2024 reflects our focused execution on product expansion, ongoing operational discipline, and regulatory clarity efforts. For the three and six months ended June 30, 2024 we generated $1.4 billion and $3.0 billion of Net revenue and $36.2 million and $1.2 billion in Net income.

Previous report

For the remainder of 2024, our primary focus will be on three main priorities. First we plan to drive revenue growth by expanding our transaction and stablecoin revenue streams. This will involve international expansion and deeper integration of USDC into the cryptoeconomy. Second, we plan to enhance the utility of crypto by promoting the use of stablecoins and supporting developers on our Base platform. Lastly, we plan to continue to work towards achieving regulatory clarity for the industry. Overall, the second quarter of 2024 was a quarter of strong progress for us and the crypto industry, and we remain dedicated to our mission of increasing economic freedom worldwide.

Previous report

•gains and losses on the fair value remeasurement of loan receivables originated from our crypto assets held for investment portfolio; and

Previous report

•fair value remeasurement gains and losses on other financial instruments held for investment.

Previous report

Transaction revenue increased for the three and six months ended June 30, 2024 as compared to 2023, due to:

Previous report

Subscription and services revenue increased for the three and six months ended June 30, 2024 as compared to 2023, due to:

Previous report

•increases in stablecoin revenue of $27.1 million and $62.3 million due to higher average interest rates, which rose 57 and 74 basis points, and $45.8 million and $76.1 million primarily due to higher on-platform USDC balances. For the six months ended June 30, 2024 as compared to 2023, these increases were partially offset by a decrease of $45.9 million attributable to a decline in overall USDC market capitalization;

Previous report

•an increase in miner fees for the six months ended June 30, 2024, primarily due to a $20.7 million increase resulting from higher blockchain transmission volumes, as well as due to higher average prices for Ethereum and Bitcoin; and

Previous report

There were no material changes to note within amortization expense or other.

Previous report

Sales and marketing expenses increased for the three and six months ended June 30, 2024 as compared to 2023, due to:

Previous report

General and administrative expenses increased for the three and six months ended June 30, 2024 as compared to 2023, due to:

Previous report

▪an increase in legal costs of $20.6 million for the six months ended June 30, 2024 due to increased spend during the first quarter of 2024; offset in part by

Previous report

•an increase in impairment expense recognized on certain strategic equity investments;

Previous report

•losses on the fair value remeasurement of certain other crypto asset-denominated financial instruments;

Previous report

•losses on the fair value remeasurement of loan receivables originated from our crypto assets held for investment portfolio; and

Previous report

•a decrease in net foreign exchange gains and losses due to improvements in foreign exchange risk management.
Reworded paragraphs (78)

Previous wording

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our Condensed Consolidated Financial Statements and the accompanying notes thereto included elsewhere in this Quarterly Report on Form 10-Q. The following discussion and analysis contains forward-looking statements that involve risks and uncertainties, as well as assumptions that, if they never materialize or prove incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. Factors that could cause or contribute to these differences include, but are not limited to, those identified below and those discussed in the section titled Risk Factors in Part II, Item 1A of this Quarterly Report on Form 10-Q. Unless otherwise expressly stated or the context otherwise requires, references to “we,” “our,” “us,” “the Company,” and “Coinbase” refer to Coinbase Global, Inc. and its consolidated subsidiaries. For all narrative provided in this Item 2, two numbers presented consecutively represent figures for the three and six months ended June 30, 2024 as compared to the corresponding periods in 2023, respectively, unless otherwise noted.

Current wording

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our Condensed Consolidated Financial Statements and the accompanying notes thereto included elsewhere in this Quarterly Report on Form 10-Q. The following discussion and analysis contains forward-looking statements that involve risks and uncertainties, as well as assumptions that, if they never materialize or prove incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. Factors that could cause or contribute to these differences include, but are not limited to, those identified below and those discussed in the section titled Risk Factors in Part II, Item 1A of this Quarterly Report on Form 10-Q. Unless otherwise expressly stated or the context otherwise requires, references to “we,” “our,” “us,” “the Company,” and “Coinbase” refer to Coinbase Global, Inc. and its consolidated subsidiaries. For all narrative provided in this Item 2, two numbers presented consecutively represent figures for the three and nine months ended September 30, 2024 as compared to the corresponding periods in 2023, respectively, unless otherwise noted.

Previous wording

Revenue-generating transactions include active transactions such as buying or selling crypto assets or passive transactions such as earning a staking reward. MTUs also engage in transactions that are non-revenue generating such as send and receive. MTUs may overstate the number of unique consumers due to differences in product architecture or user behavior.

Current wording

We define a Monthly Transacting User (“MTU”) as a consumer who actively or passively transacts in one or more products on our platform at least once during the rolling 28-day period ending on the date of measurement. Quarterly MTUs are the average of each month’s MTUs in each respective quarter. Revenue-generating transactions include active transactions such as buying or selling crypto assets or passive transactions such as earning a staking reward. MTUs also engage in transactions that are non-revenue generating such as send and receive. MTUs may overstate the number of unique consumers due to differences in product architecture or user behavior.

Previous wording

MTUs increased for the three and six months ended June 30, 2024 as compared to 2023, primarily due to a 1.0 million and 0.9 million increase in trading users, influenced by overall crypto market sentiment and activity and higher average crypto asset prices, partially offset by a decrease in staking users as a result of updates we made to our staking service.

Current wording

MTUs increasedfor the three and nine months ended September 30, 2024 as compared to 2023, primarily due to a 0.6 million and 0.8 million increase in trading users, influenced by overall crypto market sentiment and activity and higher average crypto asset prices. Additionally, for the three months ended comparative period, we saw growth in users purchasing USDC and participating in USDC rewards programs, while for the nine months ended comparative period, the increase in trading users was partially offset by a decrease in staking users as a result of updates we made to our staking service.

Previous wording

(2)No crypto assets other than those shown in this table individually represented more than 10% of our Trading Volume or our transaction revenue.

Current wording

(2)No crypto assets other than those shown in this table individually represented more than 10% of our Trading Volume or our Transaction revenue, as applicable.

Previous wording

For the three and six months ended June 30, 2024 as compared to 2023, Trading Volume increased 146% and 127% reflecting an increase in both the total market and our market share in the U.S., where our business is concentrated:

Current wording

For the three and nine months ended September 30, 2024 as compared to 2023, Trading Volume increased reflectingan increase in both the total market and our market share in the U.S., where our business is concentrated:

Previous wording

•Total market — an increase in Crypto Asset Volatility 1 of 40% and 23% and an increase in total crypto market capitalization of 109% and 96%. These two macro inputs have historically been heavily correlated with Trading Volume and are typically influenced by overall crypto market sentiment, activity in the crypto market, and higher average crypto asset prices; and

Current wording

•Total market — Crypto Asset Volatility 1 increased 78% and 36% and total crypto market capitalization increased 95% and 102%. These two macro inputs have historically been highly correlated with Trading Volume and are typically influenced by overall crypto market sentiment, activity in the crypto market, and changes in average crypto asset prices; and

Previous wording

•Market share — our Trading Volume growth outpaced the 83% and 80% growth in overall U.S. spot market trading volume, as we were able to capture a larger portion of the trading activity due to our competitive position and product strategy.

Current wording

•Market share — Trading Volume growth outpaced the 109% and 87%growth in overall U.S. spot market trading volume, as we were able to capture a larger portion of the trading activity due to our competitive position and product strategy.

Previous wording

We provide a trade matching service for users to buy, sell, or convert crypto assets through our platform. This trading activity is the primary source of our transaction revenue and core to the service we offer. Transaction revenue is generated primarily from transaction fees applied to spot trades that are executed by both consumer and institutional customers on our platform. The transaction fee earned is based on the price and quantity of the crypto asset that is bought, sold, or converted. Transaction revenue is directly correlated with Trading Volume, which is driven by both the number of spot trade transactions processed on our platform and the crypto asset price at the time of execution. Institutional customers incur lower fees per transaction than consumer customers and, as a result, the impact of changes in consumer Trading Volume on transaction revenue is more pronounced than changes in institutional Trading Volume. In addition, changes in our pricing and mix between types of transactions will affect transaction revenue. See the section titled “—Key Business Metrics—Trading Volume” above for more information on our Trading Volume metric.

Current wording

We provide a trade matching service for users to buy, sell, or convert crypto assets through our platform. This trading activity is the primary source of our transaction revenue and core to the service we offer. Transaction revenue is generated primarily from transaction fees applied to spot trades that are executed by both consumer and institutional customers on our platform. The transaction fee earned is based on the price and quantity of the crypto asset that is bought, sold, or converted. Transaction revenue is directly correlated with Trading Volume, which is driven by both the number of spot trade transactions processed on our platform and the crypto asset price at the time of execution. Institutional customers incur lower fees per transaction than consumer customers and, as a result, the impact of changes in consumer Trading Volume on transaction revenue is more pronounced than the impact of changes in institutional Trading Volume. Within consumer transaction revenue, advanced trading offers customers a wider range of tools and order types with prices varying based on volume, while Simple trading offers a streamlined interface and fixed price quotes. Simple trading fees are generally higher than those on Advanced trading. As a result of all of these factors, changes in mix between types of transactions will affect transaction revenue. In addition, changes in our pricing will affect transaction revenue. See the section titled “—Key Business Metrics—Trading Volume” above for more information on our Trading Volume metric.

Previous wording

•Interest and finance fee income: We earn interest on customer custodial funds held at third-party depository institutions, which is influenced by Trading Volume and prevailing interest rates. As consumer Trading Volume increases, customer custodial funds on our platform also tend to increase. Additionally, we earn interest and finance fee income from loans issued to institutional customers through Prime Financing. The amount earned depends on the total loans issued and the prevailing interest or contractual rate.

Current wording

•Interest and finance fee income: We earn interest on customer custodial funds held at third-party depository institutions, which is influenced by Trading Volume and prevailing interest rates. As consumer Trading Volume increases, customer custodial funds on our platform also tend to increase. Additionally, we earn interest and finance fee income from loans issued to institutional customers through Prime Financing. The amount earned depends on the total loans issued and the contractual rate.

Previous wording

•Custodial fee revenue: We earn custodial fee revenue based on a percentage of the daily value of crypto assets held within our cold storage solutions. The value of crypto assets held under custody is driven by the quantity, price, and type of crypto asset. Our custodial fee revenue is further dependent on the fee rates we charge to our customers.

Current wording

•Custodial fee revenue: We earn custodial fee revenue based on a percentage of the daily value of crypto assets held under custody within cold storage solutions for our Prime customers. The value of crypto assets held under custody is driven by the quantity, price, and type of crypto asset. Our custodial fee revenue is further dependent on the fee rates we charge to our customers.

Previous wording

Operating expenses consist of Transaction expense, Technology and development, Sales and marketing, General and administrative, Losses (gains) on crypto assets held for operations, net, Crypto asset impairment, net, Restructuring, and Other operating expense (income), net. Personnel-related expense in all of these categories includes employee cash, stock-based compensation expense, and other employee benefits.

Current wording

Operating expenses consist of Transaction expense, Technology and development, Sales and marketing, General and administrative, Gains on crypto assets held for operations, net, Crypto asset impairment, net, Restructuring, and Other operating (income) expense, net. Personnel-related expense in all of these categories includes employee cash, stock-based compensation expense, and other employee benefits.

Previous wording

Transaction expense includes costs directly associated with revenues. For transaction revenues, these expenses include costs to operate our platform, process crypto assets trades, perform wallet services, and transaction rebates and incentives earned by customers. For subscription and services revenues, the primary expenses are the rewards distributed to users for staking their assets. Fixed-fee costs are expensed over the term of the contract and transaction-level costs are expensed as incurred.

Current wording

Transaction expense includes costs directly associated with revenues. For transaction revenues, these expenses include costs to operate our platform, process crypto asset trades, perform wallet services, transaction rebates and incentives earned by customers, and transaction reversal losses. For subscription and services revenues, the primary expenses are the rewards distributed to users for staking their assets and can be impacted by the fees we charge. Fixed-fee costs are expensed over the term of the contract and transaction-level costs are expensed as incurred. Transaction expense also includes gains and losses from remeasurement of the fair value of crypto asset borrowing and collateral-related assets and liabilities, which are by their nature offsetting and net to an immaterial amount.

Previous wording

Our transaction expenses as a percentage of revenue will vary depending on the composition of our revenue. For example, if interest income and stablecoin revenue increase as a percentage of net revenue, transaction expenses as a percentage of net revenue will decrease as there are no transaction expenses directly attributed to these revenues. Conversely, if blockchain rewards increase as a percentage of net revenue, transaction expenses as a percentage of net revenue will increase since the majority of blockchain rewards revenue is distributed to the customer. Additionally, transaction expenses can be impacted by the fee we charge for staking our customers’ assets, as well as by transaction reversal losses.

Current wording

Our transaction expenses as a percentage of revenue will vary depending on the composition of our revenue. For example, if interest income and stablecoin revenue increase as a percentage of net revenue, transaction expenses as a percentage of net revenue will decrease as there are no transaction expenses directly attributed to these revenues. Conversely, if blockchain rewards increase as a percentage of net revenue, transaction expenses as a percentage of net revenue will increase since the majority of blockchain rewards revenue is distributed to the customer.

Previous wording

Sales and marketing expenses primarily include personnel-related expenses, marketing programs costs, USDC rewards, and costs related to customer acquisition.

Current wording

Sales and marketing expenses primarily include personnel-related expenses, marketing program costs, USDC rewards, and costs related to customer acquisition.

Previous wording

General and administrative expenses include personnel-related expenses incurred to support our business, including executive, customer support, compliance, finance, human resources, legal, and other support operations. These expenses also include costs of professional services, policy spend, and software subscriptions for support services.

Current wording

General and administrative expenses include personnel-related expenses incurred to support our business, including executive, customer support, compliance, finance, human resources, legal, and other support operations. These expenses also include professional services, policy spend, and software subscriptions for support services.

Previous wording

Losses (gains) on crypto assets held for operations, net, reflect changes in the fair value of crypto assets received as a form of payment and nearly immediately converted to cash or used timely to fulfill corporate expenses. In addition to crypto asset price changes, these gains and losses are influenced by the volume and mix of crypto assets received and used, and the timing of the turnover of these crypto assets.

Current wording

Gains on crypto assets held for operations, net, reflect changes in the fair value of crypto assets received as a form of payment and nearly immediately converted to cash or used timely to fulfill corporate expenses. In addition to crypto asset price changes, these gains and losses are influenced by the volume and mix of crypto assets received and used, and the timing of the turnover of these crypto assets.

Previous wording

Crypto asset impairment, net represents gross impairments recorded on crypto assets held, net of subsequent realized gains on the sale and disposal of previously impaired crypto assets held. Beginning in January 2024, we adopted ASU 2023-08, and no longer record Crypto asset impairment, net.

Current wording

Crypto asset impairment, net represents gross impairments recorded on crypto assets held, net of subsequent realized gains on the sale and disposal of previously impaired crypto assets held. Beginning in January 2024, we adopted ASU 2023-08, and no longer record crypto asset impairments.

Previous wording

Other operating expense (income), net includes fair value gains and losses related to derivatives as well as platform-related incidents. The value of derivatives fluctuates with market conditions.

Current wording

Other operating (income) expense, net includes fair value gains and losses related to derivatives as well as platform-related incidents. The value of derivatives fluctuates with market conditions.

Previous wording

Losses (gains) on crypto assets held for investment, net generally comprise fair value remeasurement gains and losses from our crypto assets held for investment.

Current wording

Losses (gains) on crypto assets held for investment, net generally comprise fair value remeasurement gains and losses from our crypto assets held for investment. These investments are considered long-term holdings, we do not plan on engaging in regular trading of crypto assets, and, as an operating company, our investing activities in crypto are not part of our revenue generating activities, which are based on transactions on our platform and the sales of subscriptions and services.

Previous wording

•realized and unrealized foreign currency exchange gains and losses;

Current wording

•realized and unrealized gains and losses on foreign currency exchange;

Previous wording

•realized and unrealized fair value gains and losses on strategic equity investments;

Current wording

•realized and unrealized fair value gains and losses on strategic equity investments; and

Previous wording

Because the majority of these components are generally variable based on changes in market conditions, they can vary widely from period to period.

Current wording

Because the majority of these components are generally variable based on changes in market conditions, they can vary widely from period to period. The income and expenses recognized in this line item are not part of our core operating activities.

Previous wording

Comparison of the three and six months ended June 30, 2024 and 2023

Current wording

Comparison of the three and nine months ended September 30, 2024 and 2023

Previous wording

For the three and six months ended June 30, 2024 we generated 85% and 84%, respectively, of total revenue in the U.S. For the three and six months ended June 30, 2023 we generated 90% and 89%, respectively, of total revenue in the U.S. No other country accounted for more than 10% of total revenue during the periods presented. International revenue comprised mainly transaction revenue in all periods presented.

Current wording

For the three and nine months ended September 30, 2024 we generated 86% and 84%, respectively, of total revenue in the U.S. For the three and nine months ended September 30, 2023 we generated 90% and 89%, respectively, of total revenue in the U.S. No other country accounted for more than 10% of total revenue during the periods presented. International revenue comprised mainly transaction revenue in all periods presented.

Previous wording

(1)Prior period amounts were recast to conform to current period presentation. See Note 5. Revenue of the Notes to our Condensed Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional details.

Current wording

(1)Prior period amounts were reclassified to conform to current period presentation. See Note 5. Revenue of the Notes to our Condensed Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional details.

Previous wording

•an increase in consumer transaction revenue of $474.7 million and $1,023.3 million due to a 164% and 166% increase in consumer Trading Volume. This increase was offset in part by a decrease of $98.9 million and $41.5 million attributed to a lower average blended fee rate due to changes in the mix of Trading Volume between advanced and simple trading;

Current wording

•an increase in consumer transaction revenue of $478.2 million and $1.5 billion due to a 209% and 176% increase in consumer Trading Volume. This increase was offset in part by a decrease of $241.9 million and $283.4 million attributed to a lower average blended fee rate, primarily due to changes in the mix of Trading Volume from Simple to Advanced trading;

Previous wording

•an increase in institutional transaction revenue of $22.3 million and $61.6 million as a result of a higher average blended fee rate, and an increase of $24.2 million and $48.0 million due to 142% and 120% higher institutional Trading Volume. The increase in average blended fee rate was primarily due to a significant reduction in discounts offered to certain market maker customers as compared to 2023; and

Current wording

•an increase in institutional transaction revenue of $20.9 million and $71.5 million due to 132% and 123% higher institutional Trading Volume, and an increase of $9.5 million and $49.5 million as a result of a higher average blended spot trading fee rate primarily due to increased usage of our Prime Brokerage product; and

Previous wording

•an increase in other transaction revenue, primarily due to the launch of Base in the third quarter of 2023.

Current wording

•an increase in other transaction revenue for the nine months ended September 30, 2024, primarily due to the launch of Base in the third quarter of 2023.

Previous wording

(1)Prior period amounts were recast to conform to current period presentation. See Note 5. Revenue of the Notes to our Condensed Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional details.

Current wording

(1)Prior period amounts were reclassified to conform to current period presentation. See Note 5. Revenue of the Notes to our Condensed Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional details.

Previous wording

•an increase of $106.0 million and $173.6 million in blockchain rewards due to higher average prices for Ethereum and Solana, and an increase due to higher native units staked, partially offset by lower reward rates;

Current wording

•an increase of $82.7 million and $256.3 million in blockchain rewards due to higher average prices for Ethereum and Solana, and an increase due to higher native units staked, partially offset by lower reward rates;

Previous wording

•an increase in interest and finance fee income primarily reflecting growth of $10.6 million and $21.2 million in finance fees driven by higher average daily Prime Financing loan receivable outstanding balances. In addition, we saw growth of $5.1 million and $16.1 million related to customer custodial cash, primarily due to higher average customer balances and higher average earned interest rates;

Current wording

•an increase in interest and finance fee income for the nine months ended comparative period primarily reflecting growth of $30.9 million in finance fees driven by higher average Prime Financing loan receivable balances, and growth of $12.9 million attributable to higher average customer custodial cash balances;

Previous wording

•an increase in custodial fee revenue primarily due to the growth in average crypto assets under custody of $82.2 billion and $78.8 billion as a result of higher crypto asset prices, primarily for Bitcoin and Ethereum; and

Current wording

•an increase in custodial fee revenue primarily due to growth in average crypto assets held under custody of $62.4 billion and $72.6 billion as a result of higher crypto asset prices, mainly Bitcoin, Solana, and Ethereum; and

Previous wording

•an increase in other subscription and services revenue, primarily due to growth of $25.7 million and $37.5 million in Coinbase One revenue, as the number of paid subscribers grew driven by market conditions and improvements to our product offerings, as well as an increase in revenue from developer products driven largely by higher average crypto asset prices.

Current wording

•an increase in other subscription and services revenue, largely due to growth of $20.3 million and $57.8 million in Coinbase One revenue, as the number of paid subscribers grew driven by positive market conditions and improvements to our product offerings. In addition, for the nine months ended comparative period, we saw an increase in revenue from developer products driven largely by higher average crypto asset prices.

Previous wording

Other revenue increased for the three and six months ended June 30, 2024 as compared to 2023, primarily reflecting an increase of $7.3 million and $20.0 million due to higher average earned interest rates on corporate balances, which rose 50 and 84 basis points, as well as higher average corporate balances.

Current wording

Other revenue increased for the three and nine months ended September 30, 2024 as compared to 2023, primarily reflecting an increase of $22.8 million and $40.4 million due to higher average corporate balances. Additionally, for the nine months ended comparative period, we saw higher average earned interest rates on corporate balances, which rose 62 basis points, despite the Federal Funds Rate decrease in September 2024.

Previous wording

In order to achieve our goal of positive Adjusted EBITDA for the remainder of 2024, we are committed to being adaptable and responsive tooverall macro market conditions and revenue opportunities. We plan to dynamically adjust our expense base, increasing or decreasing it as needed, especially with respect to certain variable expenses. In the third quarter of 2024, we expect technology and development and general and administrative expenses to grow mainly due to the non-linear expense recognition of stock-based compensation. Additionally, we expect sales and marketing expenses to grow as compared to the second quarter of 2024 primarily as a result of higher variable digital marketing.

Current wording

In order to achieve our goal of positive Adjusted EBITDA for the remainder of 2024, we are committed to being adaptable and responsive tooverall macro market conditions and revenue opportunities. We plan to dynamically adjust our expense base, increasing or decreasing it as needed, especially with respect to certain variable expenses. In the fourth quarter of 2024, we expect technology and development and general and administrative expenses to be roughly in line with those of the third quarter. Additionally, we expect sales and marketing expenses to grow, as compared to the third quarter of 2024, primarily due to expected higher USDC rewards expense and brand spend.

Previous wording

Transaction expense increased for the three and six months ended June 30, 2024 as compared to 2023, due to:

Current wording

Transaction expense increased for the three and nine months ended September 30, 2024 as compared to 2023 primarily due to higher blockchain rewards fees, which rose generally in line with blockchain rewards revenue. For the nine months ended comparative period, transaction expense also increased due to:

Previous wording

•an increase in payment processing and account verification fees reflecting Trading Volume growth of 146% and 127%, and more directly for account verification fees, an increase in the number of consumers trading on our platform of 13% for both comparative periods. These increases were offset in part by savings from reduced fees at higher volumes and our cost optimization efforts;

Current wording

•an increase in payment processing fees of $29.6 million, which reflect Trading Volume growth of 131%, offset in part by savings from reduced fees at higher volumes and our cost optimization efforts; and

Previous wording

•an increase in other largely driven by higher transaction rebates earned by institutional customers as we work to create liquidity in our international exchange in the early stages of this offering.

Current wording

•an increase in other largely driven by higher transaction rebates earned by international institutional customers as we work to create liquidity in our international exchange.

Previous wording

There were no material changes to note within transaction reversal losses.

Current wording

There were no material changes to note within transaction reversal losses and miner fees.

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Rearranged current paragraphs (6)

Current report — wording carried from elsewhere

Gains on crypto assets held for operations, net

Current report — wording carried from elsewhere

•an increase in other, largely reflecting:

Current report — wording carried from elsewhere

Gains on crypto assets held for operations, net

Current report — wording carried from elsewhere

There have been no material changes in our cash requirements and contractual obligations since those presented in our Annual Report on Form 10-K for the year ended December 31, 2023, other than the issuance of additional long-term debt noted above. In addition to these Form 10-K disclosures, see

Current report — wording carried from elsewhere

•a $91.6 million increase in marketing program expenses due to higher digital advertising spend; and

Current report — wording carried from elsewhere

•an increase of $89.2 million in cash used for the origination of fiat loans, net of repayments, reflecting growth in Prime Financing; and
Rearranged previous paragraphs (4)

Previous report — wording carried elsewhere

We define a Monthly Transacting User (“MTU”) as a consumer who actively or passively transacts in one or more products on our platform at least once during the rolling 28-day period ending on the date of measurement. Quarterly MTUs are the average of each month’s MTUs in each respective quarter.

Previous report — wording carried elsewhere

Losses (gains) on crypto assets held for operations, net

Previous report — wording carried elsewhere

•an increase in blockchain rewards fees, which increased generally in line with blockchain rewards revenue;

Previous report — wording carried elsewhere

Losses (gains) on crypto assets held for operations, net