Cryptocurrency exchange Coinbase will be formally reincorporating itself in Texas as a move away from Delaware, as the company moves away from regulation under the state’s law, as per a company update and an X post by Chief Legal Officer Paul Grewal.
Elon Musk responded to the post, saying “Delaware continues to bleed companies…”
Created in 2012 by founders Brian Armstrong and Fred Ehrsam, Coinbase today is the largest cryptocurrency in the U.S.
The move to a new state comes alongside another significant notice filed with the SEC, a proposed sale of shares by Chief Operating Officer Emilie Monica Choi of 100,000 shares of Coinbase in exchange for an aggregate value of roughly $31.8 million.
Source: Google Finance
At the time of writing, Coinbase shares were trading at a price of $303.97.
Official SEC documents show that a board of directors meeting was first held in April this year, with a special committee formed to determine if staying in Delaware was a feasible option, with alternatives for reincorporation such as Texas and Nevada in consideration. The board selected Paul Clement and Christa Davies to serve on the special committee.
“The Board of Directors determined to form a special committee of disinterested and independent directors (the “Special Committee”) to evaluate the merits of remaining incorporated in Delaware or reincorporating in another jurisdiction, with Nevada and Texas identified as primary candidates for review,” read the filing.
Elon Musk also commented on the shift in incorporation in response to a post on X by venture capitalist Bill Gurley.


