How Coinbase Got the SEC to Drop Its Lawsuit

Follow the money.

Coinbase, a major crypto trading platform, was hit with a lawsuit by the Securities and Exchange Commission (SEC) in June 2023. The SEC alleged that Coinbase was operating as an unregistered securities broker, which deprived investors of key protections. Coinbase, on the other hand, maintained that crypto tokens are not securities and hence the company was not obligated to register with the SEC.

The lawsuit centered on a legal test known as the Howley test, which determines whether an asset qualifies as a security. In the crypto realm, this largely hinges on whether the token's management is decentralized, like Bitcoin, or actively controlled by a team, as is the case with many other tokens. Coinbase offered highly centralized tokens, such as Solana and Tether.

Securities brokers that register with the SEC must adhere to various regulatory requirements aimed at protecting consumers. For instance, they are prohibited from commingling the assets of the company with customer deposits. Another prominent crypto platform, FTX, failed to register with the SEC and ultimately misused deposits, costing customers billions of dollars.

Coinbase attempted to dismiss the SEC lawsuit, but a federal judge rejected that argument in March 2024, ruling that the SEC's complaint "plausibly support[s] the SEC’s claim that Coinbase operated as an unregistered intermediary of securities." Following this decision, the parties engaged in discovery, a process where both sides sought information to strengthen their cases. This process was set to conclude in August 2025, though proceedings were paused earlier this year as Coinbase appealed the March 2024 decision.

The lawsuit posed a significant ongoing legal hurdle for Coinbase, but according to CEO Brian Armstrong, the case has now been resolved.

On February 21, Armstrong announced on X that Coinbase and the SEC had "reached an agreement with SEC staff to dismiss their litigation against Coinbase." Armstrong stated that in exchange for the SEC dropping the suit, Coinbase will pay "$0 in fines" and make "zero changes to our business."

This seems like an exceptionally favorable outcome for Coinbase. So, how did Armstrong manage to secure such an "agreement"? Follow the money.

During the election, Coinbase donated $75 million to Fairshake, a pro-crypto Super PAC that supported numerous congressional candidates aligned with President Trump. The group is also expected to play a major role in supporting Republicans during the 2026 midterms. Paul Grewal, Coinbase's Chief Legal Officer, attended multiple fundraisers for Trump, including a high-profile event in San Francisco hosted by venture capitalist David Sacks.

Coinbase also launched the "Stand with Crypto Alliance," which graded politicians. Trump received an "A." (Former Vice President Kamala Harris was not assigned a grade.)

Armstrong met privately with Trump at Mar-a-Lago shortly after the election.

In December, Coinbase donated $1 million to Trump's inauguration celebration. Coinbase also co-sponsored an "unofficial inaugural ball on Friday at the Andrew W. Mellon Auditorium in downtown Washington, which featured Snoop Dogg." Then, "Coinbase Global Chief Executive Brian Armstrong attended a black-tie dinner on Saturday hosted by Vice President-elect JD Vance at the National Gallery of Art while a group of other executives went to a Sunday dinner hosted by Trump," the Wall Street Journal reported.

In January, Coinbase hired Chris LaCivita, co-manager of Trump's campaign, to be a member of its Global Advisory Council. According to Semafor, LaCivita will use his familiarity with "Trump’s network to help the industry navigate this Congress and beyond." Coinbase did not disclose how much it is paying LaCivita. "The crypto industry deserves better than what it received from the previous administration," LaCivita said.

Coinbase also helped Trump personally get richer, quickly listing his official meme coin, $TRUMP, on its platform. The Coinbase listing made it much easier for the average investor to buy $TRUMP, which drove up its value. Most $TRUMP coins are owned by Trump himself.

Each time a $TRUMP coin is sold, Trump also collects trading fees. One Coinbase executive recently estimated that Trump and his associates have made at least $58 million in trading fees. $TRUMP is a highly centralized token that would almost certainly be deemed a security under existing legal precedent.

In his post on X announcing the resolution of the SEC lawsuit, Armstrong framed the decision as a political move by Trump. "I have to give credit here to the Trump administration, for winning the election," Armstrong wrote. "I feel confident we would have won this case in the courts either way, given our facts were so strong, but it certainly helped accelerate the process and drive accountability."