Similarly involving an SPV and synthetic assets, why does Coinbase’s tokenized stocks write several more pages of “risk disclosures”?
By Sanqing, Foresight News
August 25, Coinbase tokenized stocks officially went live on the Base network. The initial offerings include Apple, NVIDIA, Meta, and Alphabet. The issuer is a newly established Coinbase Onchain SPV Ltd, with the underlying shares held in custody by a licensed broker, Alpaca, and placed within a trust structure supervised by the Financial Services Regulatory Authority at the Abu Dhabi Global Market (ADGM). The tokens users hold are a “Certificate,” representing a proportional beneficial interest in the trust assets. These securities do not constitute a direct investment in the underlying stocks. At present, the product is not available to U.S. users. On day one, liquidity was mainly provided by the decentralized exchange Aerodrome on Base, and the tokens have also been accepted as collateral by lending protocols such as Aave.
They’re not stocks, but Coinbase’s “certificates” are one step closer to stocks
Coinbase entered the tokenized stock space relatively late.
xStocks launched first. On June 30, 2025, it went live through Backed Finance in partnership with Kraken. Ondo Stocks followed two months later, launching on September 3, 2025. From the beginning, the product was designed around a U.S.-licensed broker holding the real underlying shares. In the same year, on October 7, 2025, Ondo also completed its acquisition of the SEC-registered broker Oasis Pro, further filling out U.S. domestic compliance licenses. Binance’s bStocks launched on June 11, 2026.
xStocks, Ondo, bStocks, and Coinbase—all have issuing entities that are uniformly special purpose vehicles (SPVs).
xStocks is issued by Backed Assets (JE) Limited, registered in Jersey. Ondo is issued by Ondo Global Markets (BVI) Limited, registered in the British Virgin Islands. bStocks is issued by BTECH Holdings Ltd, registered in ADGM. Coinbase’s issuing entity is Coinbase Onchain SPV Ltd, which was registered only in June of this year—and it is also in ADGM.
All four companies’ official documentation states: holders do not receive a direct investment in the underlying company. Instead, they hold some form of beneficial interest or claim against assets held by the SPV.
The truly different part is in the specific terms each firm sets for its holders.
xStocks defines holders’ rights as “tracker certificates.” In legal terms, it is a claim against Backed Assets. Holders have no shareholder voting rights and do not have any direct rights to the underlying company’s assets.
Ondo follows the structured note route: holders have redemption rights and a priority security interest, backed by Ankura Trust Company acting as the security agent. Holders will not appear on the share register, and they have no shareholder voting rights or information rights. bStocks likewise indicates that holding bStocks does not mean directly owning shares of the listed company.
But the advantage is that the structure is simple: the token is the certificate itself, and settlement is delivered hand to hand.
Coinbase’s structure adds one more threshold on top of these three: Vesting Conditions. Holders are split into Vested and Unvested. Those who complete vesting conditions such as KYC, are registered in the Legal Register as Vested Holders, can enjoy full pro-rata beneficial interests in the trust property, exercise redemption rights, and make voting preference choices.
Unvested Holders that have not met vesting conditions—even if they hold tokens—have limited rights. The prospectus includes a dedicated risk warning: failing to meet vesting conditions may lead to partial or even total investment losses.
B20 standard helps build the DeFi “Lego blocks” for tokenized stocks
Coinbase’s day-one integrated roster shows 52 protocols/entities, covering multiple areas including trading, lending, wallets, curation, compliance, and research and investment.
Among other things, trading liquidity is provided only by Aerodrome. The lending market is integrated once with Aave, Morpho, and Eule. The exchange aggregation layer covers 0x, 1inch, KyberSwap, CoW Swap, and Matcha. Price data is supported by Chainlink oracle feeds. Cross-chain transfers are handled by LI.FI and Jumper. On the wallet side, integrations include Base App, Bitget Wallet, OKX Wallet, and Fomo. Professional institutions such as Steakhouse, Gauntlet, and Dialectic handle position monitoring and risk-control modeling for the protocol.
To make this chain of integrations work, the B20 standard solves a technical problem: if dividends and stock splits are implemented by changing token balances, then any positions posted as collateral in Aave would get disrupted on the day the company distributes dividends.
B20’s approach compresses corporate actions into a single “multiplier,” while the token quantity itself remains unchanged. Cash dividends don’t get deposited into wallets; instead, they’re converted based on the share price at that time into the number of underlying shares, reflected as an adjustment upward to the multiplier. For example, after a dividend the multiplier might move from 1.00 to 1.02, meaning one token can now be exchanged for 1.02 shares.
The same is true for stock splits: the multiplier and the share price move in the opposite direction synchronously. After multiplying the two, the value remains continuous, with no jump gaps. Most standard operations use a “scheduled update” approach; only in extreme cases is an “instant update” enabled. On the price side, Chainlink oracle feeds provide the “total return price” (underlying share price × multiplier).
On the day a corporate action occurs, the price feed is frozen first. After both the underlying share price and the multiplier are confirmed to be updated, quotes are resumed. This prevents the protocol from running settlement using data that has only been updated halfway.
Stock lending is one of the oldest and largest income-generating businesses in traditional finance. At any point in time, trillions of dollars’ worth of stock are lent out to short sellers or hedge funds in exchange for interest. But this business has long been the domain of brokers and institutions.
Now, with the B20 standard and lending protocols like Aave, even an Apple tokenized stock position in a retail wallet can participate—earning share-lending interest that previously only institutions could get.
Also, among the day-one roster there are two names that are somewhat different: Virtuals and Treasures, both of which are already connecting tokenized stocks to automated trading systems.
In its announcement, Base calls this direction the “agentic economy.” AI agents themselves can run continuously, around the clock. But traditional stock accounts only accept trades during market open hours—Monday to Friday, 6.5 hours per day. Market supply cannot keep up with the agents’ operating capacity. Tokenized stocks that can trade 24/7 and enable programmable settlement precisely fill this gap.
The day-one roster includes so many parties involved in lending, exchange, and vault management—showing that Coinbase cares not only about trading volume, but also wants stocks to become DeFi Lego blocks that other protocols can directly read, use as collateral, and combine.
A lesson from the stablecoin boom: the tokenized stock market of $2.8 billion isn’t in a rush to take one city and one pool
According to RWA.xyz data as of August 25, tokenized stocks have been distributed at a scale of about $2.48 billion, with 2.12 million holders and monthly active addresses exceeding 1 million.
Among them, the three firms—Ondo Finance, Kraken’s xStocks, and Binance’s bStocks—together have secured over 80% of the share. Their sizes are approximately $873 million (35.1%), $588 million (23.7%), and $553 million (22.3%), respectively. bStocks launched just a little over two months ago; its share has already caught up with the longer-operating xStocks. The three firms have carved up most of the market’s liquidity and users.
The variables Coinbase brings are more about its own brand trust as a listed exchange, and the nearly 50 counterparties already in place on day one.
In addition, there are issuer-sponsored models in the market from Securitize and Superstate. In this setup, listed companies themselves come forward to authorize, directly recording tokenized shares into the official shareholder register. The tokens correspond to real CUSIP codes, and holders receive the exact same legal rights as traditional shareholders—no SPV layer packaging is required.
But its limitations are not just that it’s slow. Legally, these tokens are classified as restricted securities, meaning they must embed a transfer whitelist—only addresses that pass KYC can hold and trade them. Combined with the transaction price protection rules in U.S. securities trading, the on-chain market-making model used by automated market makers currently cannot operate. This means it can’t be plugged into Aave lending, or dumped into Uniswap liquidity pools like composite tokens issued via SPVs—such as xStocks, Ondo, bStocks, or Coinbase’s approach.
No matter which route, the total market size of tokenized stocks today—$2.8 billion—is still a small number, roughly resembling what stablecoins looked like in their early days.
When Coinbase and Circle jointly launched USDC in 2018, USDT’s circulating supply was only a little over $1.8 billion—and nobody could have predicted that stablecoins would grow within a few years into a market worth hundreds of billions of dollars, with annual funds transfers in the tens of trillions.