Coinbase Global, Inc.

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 (the “Financial Statements”) and the accompanying notes thereto included elsewhere in this Quarterly Report on Form 10-Qand our Annual Report on Form 10-K for the year ended December 31, 2025 (the “Annual Report”). 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, those set forth under Special Note About Forward-Looking Statements of this Quarterly Report on Form 10-Q and those discussed in the section titled Risk Factors in Part I, Item 1A of our Annual Report, together with any updates 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 months ended March 31, 2026 as compared to the three months ended March 31, 2025, 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 (the “Financial Statements”) and the accompanying notes thereto included elsewhere in this Quarterly Report on Form 10-Qand our Annual Report on Form 10-K for the year ended December 31, 2025 (the “Annual Report”). 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, those set forth under Special Note About Forward-Looking Statements of this Quarterly Report on Form 10-Q and those discussed in the section titled Risk Factors in Part I, Item 1A of our Annual Report, together with any updates 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, except the Executive Overview, two numbers presented consecutively represent figures for the three and six months ended June 30, 2026 as compared to the same periods in 2025, respectively, unless otherwise noted. In the Executive Overview, consecutive pairs represent the three and six month periods ended June 30 of the applicable year, respectively.

Previous wording

For the three months ended March 31, 2026, our net revenue was $1.3 billion, including $755.8 million in transaction revenue and $583.5 million in subscription and services revenue. For the three months ended March 31, 2025, our net revenue was $1.9 billion, including $1.3 billion in transaction revenue and $674.6 million in subscription and services revenue.

Current wording

For the three and six months ended June 30, 2026, our net revenue was $1.2 billion and $2.5 billion, including $599.2 million and $1.4 billion in transaction revenue and $555.1 million and $1.1 billion in subscription and services revenue. For the same periods in 2025, our net revenue was $1.4 billion and $3.3 billion, including $764.3 million and $2.0 billion in transaction revenue and $632.2 million and $1.3 billion in subscription and services revenue.

Previous wording

For the three months ended March 31, 2026, our net loss was $394.1 million and Adjusted EBITDA was $303.3 million. For the three months ended March 31, 2025, our net income was $65.6 million and Adjusted EBITDA was $929.9 million.

Current wording

For the three and six months ended June 30, 2026, our net loss was $359.5 million and $753.6 million, and Adjusted EBITDA was $207.8 million and $511.1 million. For the same periods in 2025, our net income was $1.4 billion and $1.5 billion, and Adjusted EBITDA was $512.1 million and $1.4 billion.

Previous wording

MTUs decreased for the three months ended March 31, 2026 as compared to 2025, primarily due to a decrease in trading users, influenced by overall market conditions.

Current wording

For the three and six months ended June 30, 2026, Monthly Transacting Users (“MTUs”) were 7.6 million and 7.9 million. For the same periods in 2025, MTUs were 8.7 million and 9.2 million. The decrease in MTUs was primarily due to a decrease in trading users, influenced by overall market conditions.

Previous wording

For 2026, with growing regulatory clarity, we believe we are well-positioned to drive crypto’s role in the global economy, through the Everything Exchange and by advancing stablecoin adoption with USDC, including scaling payments. We are working to further grow assets on our platform, and in turn revenue, as customers discover and adopt more products where their assets already reside. We plan to dynamically adjust our expense base in order to be responsive to market conditions and revenue opportunities, increasing or decreasing it as needed, especially with respect to certain variable expenses. On May 5, 2026, subsequent to quarter end, we announced the Restructuring Plan. We anticipate this plan will help us better align our operating expenses with current market conditions and optimize our operations for the AI era. Including reflecting the impact of the Restructuring Plan, in the second quarter of 2026, we expect the aggregate of technology and development and general and administrative expenses to generally be lower than the first quarter of 2026. Additionally, we expect sales and marketing expenses to be roughly in line with or lower than those of the first quarter of 2026, also reflecting the Restructuring Plan and the anticipated timing and scope of marketing opportunities.

Current wording

We plan to dynamically adjust our expense base in order to be responsive to market conditions and revenue opportunities, increasing or decreasing it as needed, especially with respect to certain variable expenses. We anticipate the restructuring plan announced in May 2026 (the “Restructuring”) will help us better align our operating expenses with current market conditions and optimize our operations for the AI era. See Note 3. Restructuringof the Notes to our Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional details on the Restructuring. For the year ending December 31, 2026, we anticipate the aggregate of technology and development, general and administrative, and sales and marketing expenses, excluding amortization of intangible assets, to be slightly higher than for the year ended December 31, 2025, driven by USDC rewards.

Previous wording

Comparison of the three months ended March 31, 2026 and 2025

Current wording

Comparison of the three and six months ended June 30, 2026 and 2025

Previous wording

For each of the three months ended March 31, 2026 and 2025, we generated 84% of total revenue in the U.S., with no other country contributing over 10%. International revenue consisted mainly of transaction revenue.

Current wording

For the three and six months ended June 30, 2026, we generated 85% and 84% of total revenue in the U.S. For the three and six months ended June 30, 2025, we generated 86% and 85% of total revenue in the U.S. No other country accounted for more than 10% of total revenue during the periods presented. International revenue consisted mainly of transaction revenue in all periods presented.

Previous wording

Transaction revenue decreased for the three months ended March 31, 2026 as compared to 2025, primarily reflecting:

Current wording

Transaction revenue decreased for the three and six months ended June 30, 2026 as compared to 2025, primarily reflecting:

Previous wording

•a decrease in consumer transaction revenue driven by $591.6 million attributed to a 54% decrease in consumer Trading Volume, offset in part by growth in derivatives trading volume and the launch of prediction markets trading; and

Current wording

•a decrease in consumer transaction revenue driven by $230.4 million and $822.0 million, reflecting a 38% and 48% decrease in consumer Crypto Spot Trading Volume 1, offset in part by growth in derivatives trading volume and the launch of prediction markets trading; and

Previous wording

◦an increase of $68.5 million attributed to derivatives trading, due mainly to the acquisition of Deribit in August 2025; offset in part by

Current wording

•an increase in institutional transaction revenue, due mainly to the acquisition of Deribit in August 2025.

Previous wording

Subscription and services revenue decreased for the three months ended March 31, 2026 as compared to 2025, reflecting:

Current wording

Subscription and services revenue decreased for the three and six months ended June 30, 2026 as compared to 2025, reflecting:

Previous wording

◦$64.2 million due to higher average USDC balances held by customers in eligible Coinbase products; and

Current wording

•changes in stablecoin revenue, primarily consisting of a decrease of $55.9 million and $113.4 million due to lower average interest rates, offset in part by an increase due to higher average USDC balances held by customers in eligible Coinbase products; and

Previous wording

◦$74.8 million due to lower average crypto asset prices, driven primarily by Solana; and

Current wording

◦$56.5 million and $131.3 million due to lower average crypto asset prices, driven primarily by Solana; and

Previous wording

◦$32.2 million due to lower reward rates, primarily for Solana and Ethereum, offset in part by

Current wording

◦$16.1 million and $48.3 million due to lower reward rates, primarily for Solana and Ethereum.

Previous wording

We define Trading Volume as the total U.S. dollar equivalent value of spot matched trades transacted between a buyer and seller through our platform, plus half of the trade value of spot trades that are routed off our platform for fulfillment, during the period of measurement. Trading Volume does not include volume from other trading products, such as derivatives, equities, or event contracts, but may in the future as those become more material. Trading Volume represents the product of the quantity of assets transacted and the trade price at the time the transaction was executed. As trading activity directly impacts transaction revenue, we believe this measure is a reflection of liquidity on our order books, trading health, and the underlying growth of the onchain economy. Institutions incur lower fees per transaction than consumers 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, Advanced traders incur lower fees per transaction than Simple traders, and therefore a shift in the mix of trading between these consumers impacts transaction revenue.

Current wording

1 Crypto Spot Trading Volume is the total U.S. dollar equivalent value of spot matched trades (excluding Stablecoin Trading Volume) transacted between a buyer and seller through our platform, plus half of the value of trades that we routed off our platform for fulfillment, during the period of measurement. Stablecoin Trading Volume is the total U.S. dollar equivalent value of Fiat-Stablecoin and Stablecoin-Stablecoin matched trades transacted between a buyer and seller through our platform, plus half of the value of trades that we routed off our platform for fulfillment, during the period of measurement.

Previous wording

Corporate interest and other income decreased for the three months ended March 31, 2026 as compared to 2025, reflecting an 81 basis point decline in average interest rates earned.

Current wording

Corporate interest and other income decreased for the three and six months ended June 30, 2026 as compared to 2025, reflecting a 73 and 77 basis point decline in average interest rates earned.

Previous wording

Transaction expense decreased for the three months ended March 31, 2026 as compared to 2025, reflecting:

Current wording

Transaction expense decreased for the three and six months ended June 30, 2026 as compared to 2025, largely due to:

Previous wording

•lower blockchain rewards fees, which moved with blockchain rewards revenue; and

Current wording

•lower blockchain rewards fees, which moved with blockchain rewards revenue;

Previous wording

•a decrease in transaction rebates and commissions, primarily those earned by institutional customers providing liquidity on our international exchange, as we tapered incentive offerings.

Current wording

•a decrease in transaction rebates and commissions, primarily those earned by institutional customers providing liquidity on our international exchange, as we tapered incentive offerings; offset in part by

Previous wording

Technology and development expenses increased for the three months ended March 31, 2026 as compared to 2025, primarily reflecting an increase in employee-related expenses driven by 23% higher average headcount supporting product growth, and expanded by acquisition-related compensation.

Current wording

Technology and development expenses increased for the three and six months ended June 30, 2026 as compared to 2025, reflecting higher employee-related expenses. This increase was driven by 3% and 13% higher average headcount supporting product growth, tempered during the second quarter of 2026 by the Restructuring, as well as lower internally developed technology costs capitalized.

Previous wording

Sales and marketing expenses increased for the three months ended March 31, 2026 as compared to 2025, reflecting:

Current wording

Sales and marketing expenses increased for the three and six months ended June 30, 2026 as compared to 2025, reflecting:

Previous wording

•a $58.9 million increase in USDC rewards driven by growth in average customer USDC balances held in Coinbase products as we continue to integrate USDC across our products, offset in part by a reduction in the rewards rate;

Current wording

•a $45.4 million and $103.7 million increase in USDC rewards driven by growth in average customer USDC balances held in Coinbase products as we continue to integrate USDC across our products, offset in part by a reduction in the rewards rate;

Previous wording

•a decrease in marketing program expenses, reflecting a $43.9 million decrease in digital advertising spend as a response to softer market conditions, offset in part by an increase in offline advertising spend, primarily relating to our Super Bowl commercial; and

Current wording

•a decrease in marketing program expenses, largely due to a $21.3 million and $65.2 million decrease in digital advertising spend as a response to softer market conditions; and

Previous wording

•an increase in employee-related expenses, primarily due to higher average headcount reflecting, in part, the shift of certain customer service roles from outsourced resources to employees; offset by

Current wording

•an increase in employee-related expenses, primarily due to higher average headcount reflecting, in part, the shift of certain customer support roles from outsourced resources to employees, tempered during the second quarter of 2026 as a result of the Restructuring; and

Previous wording

•a decrease in customer support costs, primarily due to lower Trading Volume and fewer resources required after certain regulatory projects were completed in the prior year, as well as reflecting the shift of certain roles to employees.

Current wording

•a decrease in customer support costs, primarily due to lower transaction volume and fewer resources required after certain regulatory projects were completed in the prior year, as well as reflecting the shift of certain roles to employees.

Previous wording

Losses on crypto assets held for operations, net

Current wording

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

Previous wording

Losses on crypto assets held for investment, net

Current wording

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

Previous wording

Losses on crypto assets held for investment, net decreased for thethree months ended March 31, 2026 as compared to 2025, primarily due to fair value remeasurement. Our overall units held increased as we actively invested in Bitcoin. However, net losses decreased, as asset prices declined more sharply in the prior year, primarily for assets other than Bitcoin and Ethereum, than they did in the current year, primarily for Bitcoin.

Current wording

Losses (gains) on crypto assets held for investment, net changed for thethree and six months ended June 30, 2026 as compared to 2025, primarily due to fair value remeasurement of these assets, mainly Bitcoin and Ethereum. The impact of this change in fair value expanded in the current period as we actively invested in Bitcoin.

Previous wording

Gains on investments, net changed for thethree months ended March 31, 2026 as compared to 2025, primarily due to a gain on the sale of a portion of our investment in Circle Internet Group, Inc. and fair value remeasurement of our holdings. The change in Other within the table above was largely driven by fair value remeasurement of certain token-denominated receivables.

Current wording

Losses (gains) on investments, net changed for thethree and six months ended June 30, 2026 as compared to 2025, primarily due to the fair value remeasurement of our investment in Circle Internet Group, Inc. (“Circle”) during the second quarter of 2025, following its initial public offering. Current period net losses reflect revaluation, offset in part by gains on the sale of a portion of our investment in Circle during thefirst quarter of 2026. There were no material changes to note within other.

Previous wording

For the three months ended March 31, 2026 as compared to 2025, the increase in (benefit from) provision for income taxes was primarily due to lower pre-tax income, partially offset by lower tax benefits from stock-based compensation.

Current wording

For the periods presented, the change in (benefit from) provision for income taxes was primarily due to lower pre-tax income, partially offset by lower tax benefits related to stock-based compensation and a valuation allowance related to realized and unrealized capital losses.

Previous wording

•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 because such investments are considered primarily long-term holdings, and (iii) losses, net of recoveries, directly related to the data theft incident announced on the Current Report on Form 8-K we filed with the SEC on May 15, 2025 (the “Data Theft Incident”), including voluntary customer reimbursements, direct legal costs, and reward payments, if any, in connection with the threat actor’s arrest and conviction. 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 primarily based on transactions on our platform and the sales of subscriptions and services.

Current wording

•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 expense (income), 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 because such investments are considered primarily long-term holdings, (iii) losses, net of recoveries, directly related to the Data Theft Incident, including voluntary customer reimbursements, direct legal costs, and reward payments, if any, in connection with the threat actor’s arrest and conviction, and (iv) costs of the Restructuring, as these costs are associated with discrete organizational changes and are not reflective of our core, ongoing business operations. 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 primarily based on transactions on our platform and the sales of subscriptions and services.

Previous wording

•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, and (benefit from) 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 wording

•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 expense (income), net, and (benefit from) 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.

Previous wording

•net gains or losses on our crypto assets held for investment; and

Current wording

•net gains or losses on our crypto assets held for investment;

Previous wording

•other (income) expense, net, which represents net gains or losses on investments and other financial instruments, and other non-operating income and expense activity.

Current wording

•other expense (income), net, which represents net gains or losses on investments and other financial instruments, and other non-operating income and expense activity.

Previous wording

We define Assets on Platform (“AOP”) as the total United States (“U.S.”) dollar equivalent value of crypto assets and payment stablecoins held or managed on behalf of customers in digital wallets on our platform, including our custody services but excluding assets for which the customer holds full or partial keys, calculated based on the market price on the date of measurement. AOP demonstrates the scale of balances held across our suite of products and services, the trust customers place in us to securely store their assets, and the underlying growth of the onchain economy. AOP also represents a monetization opportunity through our products and services, including from trading and the adoption and use of payment stablecoins, staking, custody, and institutional financing, when customers use these assets to engage with these products and services.

Current wording

We define Assets on Platform (“AOP”) as the total U.S. dollar equivalent value of crypto assets and payment stablecoins held or managed on behalf of customers in digital wallets on our platform, including our custody services but excluding assets for which the customer holds full or partial keys, calculated based on the market price on the date of measurement. AOP demonstrates the scale of balances held across our suite of products and services, the trust customers place in us to securely store their assets, and the underlying growth of the onchain economy. AOP also represents a monetization opportunity through our products and services, including from trading and the adoption and use of payment stablecoins, staking, custody, and institutional financing, when customers use these assets to engage with these products and services.

Previous 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. MTUs engage in transactions that generate transaction revenue or subscription and services revenue. Revenue-generating transactions include active transactions, such as buying or selling crypto assets or passive transactions such as earning staking rewards and USDC rewards. MTUs also engage in transactions that are non-revenue generating, such as consumers sending and receiving crypto assets between wallets and off-platform accounts on a non-expedited basis. MTUs may overstate the number of unique consumers due to differences in product architecture or user behavior.

Current wording

We define a 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. MTUs engage in transactions that generate transaction revenue or subscription and services revenue. Revenue-generating transactions include active transactions, such as buying or selling crypto assets or passive transactions such as earning staking rewards and USDC rewards. MTUs also engage in transactions that are non-revenue generating, such as consumers sending and receiving crypto assets between wallets and off-platform accounts on a non-expedited basis. MTUs may overstate the number of unique consumers due to differences in product architecture or user behavior. MTUs for the three month period represent quarterly MTUs, which are calculated as the average of each month’s MTUs in each respective quarter. MTUs for the six month period are calculated as the average of the quarterly MTUs within the period.

Previous wording

We continue to believe our existing cash, cash equivalents, and marketable investments, which totaled $10.4 billion as of March 31, 2026, will be sufficient in both the short and long term to meet our requirements and plans for cash, including meeting our working capital and capital expenditure requirements. Our ability to meet these requirements and plans for cash will depend on many factors, including market acceptanceof crypto assets and blockchain technology, our growth, our ability to attract and retain customers on our platform, the continuing market acceptance of our products and services, the introduction of new subscription products and services on our platform, expansion of sales and marketing activities, and overall economic conditions. We anticipate satisfying both our short-term and long-term cash requirements with our existing cash and cash equivalents andwith future cash flows from operations, future sales of marketable investments, and potential future equity or debt financing. The sale of additional equity would result in additional dilution to our shareholders. The incurrence of additional debt financing would result in debt service obligations, and the instruments governing such debt could provide for operating and financing covenants that restrict our operations.

Current wording

We continue to believe our existing cash, cash equivalents, and marketable investments, which totaled $8.8 billion as of June 30, 2026, will be sufficient in both the short and long term to meet our requirements and plans for cash, including meeting our working capital and capital expenditure requirements. Our ability to meet these requirements and plans for cash will depend on many factors, including market acceptanceof crypto assets and blockchain technology, our growth, our ability to attract and retain customers on our platform, the continuing market acceptance of our products and services, the introduction of new subscription products and services on our platform, expansion of sales and marketing activities, and overall economic conditions. We anticipate satisfying both our short-term and long-term cash requirements with our existing cash and cash equivalents andwith future cash flows from operations, future sales of marketable investments, and potential future equity or debt financing. The sale of additional equity would result in additional dilution to our shareholders. The incurrence of additional debt financing would result in debt service obligations, and the instruments governing such debt could provide for operating and financing covenants that restrict our operations.

Previous wording

See Notes 12. Condensed Consolidated Balance Sheets Detailsand 17. Income Taxesof the Notes to our Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional details relating to our short- and long-term material cash requirements as of March 31, 2026.

Current wording

See Notes 13. Condensed Consolidated Balance Sheets Detailsand 18. Income Taxesof the Notes to our Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional details relating to our short- and long-term material cash requirements as of June 30, 2026.

Previous wording

As of March 31, 2026, we held short-term borrowings of $564.6 million, denominated in crypto assets and payment stablecoins, which we use to facilitate institutional financing. See Note 5. Collateralized Arrangements and Financing of the Notes to our Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional details.

Current wording

As of June 30, 2026, we held short-term borrowings of $539.2 million, denominated in crypto assets and payment stablecoins, which we use to facilitate institutional financing. See Note 6. Collateralized Arrangements and Financing of the Notes to our Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional details.

Previous wording

As of March 31, 2026, our board of directors had authorized an aggregate $4.0 billion to repurchase, without expiration, our outstanding Class A common stock and long-term debt (the “Repurchase Program”). As of March 31, 2026, approximately $2.1 billion remained available, and no long-term debt has been repurchased under the Repurchase Program. See Issuer Purchases of Equity Securities included in Part II, Item 2 of this Quarterly Report on Form 10-Q for additional details.

Current wording

As of June 30, 2026, our board of directors had authorized an aggregate $4.0 billion to repurchase, without expiration, our outstanding Class A common stock and long-term debt (the “Repurchase Program”). As of June 30, 2026, approximately $2.0 billion remained available, and no long-term debt has been repurchased under the Repurchase Program. See Issuer Purchases of Equity Securities included in Part II, Item 2 of this Quarterly Report on Form 10-Q for additional details.