Renata Caine - Jun 8, 2021 Form 3 Insider Report for Marqeta, Inc. (MQ)

Signature
/s/ Seth Weissman, Attorney-in-Fact
Stock symbol
MQ
Transactions as of
Jun 8, 2021
Transactions value $
$0
Form type
3
Date filed
6/8/2021, 06:01 PM
Next filing
Jun 15, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding MQ Common Stock 476K Jun 8, 2021 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding MQ Restricted Stock Units Jun 8, 2021 Common Stock 50K Direct F1, F2, F3
holding MQ Stock Option (Right to Buy) Jun 8, 2021 Common Stock 224K $10.48 Direct F1, F4
holding MQ Stock Option (Right to Buy) Jun 8, 2021 Common Stock 158K $10.48 Direct F1, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Immediately prior to the completion of the Issuer's initial public offering and following the conversion of each series of the Issuer's Preferred Stock into Common Stock, each share of Common Stock shall be reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each outstanding share of Class B Common Stock will be convertible at any time at the option of the holder into one share of Class A Common Stock.
F2 The restricted stock units are subject to time-based and performance-based vesting conditions. The time-based vesting condition lapses in 16 quarterly installments after January 1, 2020, and the performance-based vesting condition will lapse on the first to occur of (i) immediately prior to a Change in Control of the Issuer or (2) the Issuer's Initial Public Offering, as both terms are defined in the Reporting Person's restricted stock unit agreement, subject to the Reporting Person's continued service to the Issuer.
F3 Each restricted stock unit is convertible into one share of Common Stock.
F4 The stock option vests in 48 monthly installments after January 1, 2021, subject to the Reporting Person's continued service to the Issuer as of each vesting date. The stock option is early exercisable by the Reporting Person.
F5 The stock option shall vest with respect to 50% of the shares on January 1, 2023, and shall vest in 24 additional monthly installments thereafter, subject to the Reporting Person's continued service to the Issuer as of each vesting date. The stock option is early exercisable by the Reporting Person.

Remarks:

Senior Vice President of International, Strategy, and Planning Exhibit 24: Power of Attorney