ICONIQ Strategic Partners III, L.P. - 11 Jun 2021 Form 4 Insider Report for Marqeta, Inc. (MQ)

Role
10%+ Owner
Signature
ICONIQ Strategic Partners III GP, LP., ICONIQ Strategic Partners III TT GP, Ltd., By: Kevin Foster, Title: Authorized Signatory, /s/ Kevin Foster
Issuer symbol
MQ
Transactions as of
11 Jun 2021
Net transactions value
+$7,999,992
Form type
4
Filing time
15 Jun 2021, 17:04:50 UTC
Previous filing
08 Jun 2021
Next filing
05 Aug 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MQ Common Stock Conversion of derivative security +17,103,653 +527% 20,348,700 11 Jun 2021 By: ICONIQ Strategic Partners III, L.P. F1, F3, F4
transaction MQ Common Stock Other +20,348,700 0 11 Jun 2021 By: ICONIQ Strategic Partners III, L.P. F2, F3, F4
transaction MQ Common Stock Conversion of derivative security +18,277,810 +527% 21,745,169 11 Jun 2021 By: ICONIQ Strategic Partners III-B, L.P. F1, F3, F4
transaction MQ Common Stock Other -21,745,169 -100% 0 11 Jun 2021 By: ICONIQ Strategic Partners III-B, L.P. F2, F3, F4
transaction MQ Class A Common Stock Purchase $3,867,615 +143,245 $27.00 143,245 11 Jun 2021 By: ICONIQ Strategic Partners III, L.P. F3, F4, F5
transaction MQ Class A Common Stock Purchase $4,132,377 +153,051 $27.00 153,051 11 Jun 2021 By: ICONIQ Strategic Partners III-B, L.P. F3, F4, F5

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
transaction MQ Series A Preferred Stock Conversion of derivative security $0 -206,971 -100% $0.000000* 0 11 Jun 2021 Common Stock 206,971 By: ICONIQ Strategic Partners III, L.P. F1, F2, F3, F4
transaction MQ Series B Preferred Stock Conversion of derivative security $0 -2,037,250 -100% $0.000000* 0 11 Jun 2021 Common Stock 2,037,250 By: ICONIQ Strategic Partners III, L.P. F1, F2, F3, F4
transaction MQ Series C Preferred Stock Conversion of derivative security $0 -822,719 -100% $0.000000* 0 11 Jun 2021 Common Stock 822,719 By: ICONIQ Strategic Partners III, L.P. F1, F2, F3, F4
transaction MQ Series D-1 Preferred Stock Conversion of derivative security $0 -14,036,713 -100% $0.000000* 0 11 Jun 2021 Common Stock 14,036,713 By: ICONIQ Strategic Partners III, L.P. F1, F2, F3, F4
transaction MQ Series A Preferred Stock Conversion of derivative security $0 -221,151 -100% $0.000000* 0 11 Jun 2021 Common Stock 221,151 By: ICONIQ Strategic Partners III-B, L.P. F1, F2, F3, F4
transaction MQ Series B Preferred Stock Conversion of derivative security $0 -2,176,820 -100% $0.000000* 0 11 Jun 2021 Common Stock 2,176,820 By: ICONIQ Strategic Partners III-B, L.P. F1, F2, F3, F4
transaction MQ Series C Preferred Stock Conversion of derivative security $0 -879,082 -100% $0.000000* 0 11 Jun 2021 Common Stock 879,082 By: ICONIQ Strategic Partners III-B, L.P. F1, F2, F3, F4
transaction MQ Series D-1 Preferred Stock Conversion of derivative security $0 -15,000,757 -100% $0.000000* 0 11 Jun 2021 Common Stock 15,000,757 By: ICONIQ Strategic Partners III-B, L.P. F1, F2, F3, F4
transaction MQ Class B Common Stock Other $0 +20,348,700 $0.000000 20,348,700 11 Jun 2021 Class A Common Stock 20,348,700 By: ICONIQ Strategic Partners III, L.P. F2, F3, F4
transaction MQ Class B Common Stock Other $0 +21,745,169 $0.000000 21,745,169 11 Jun 2021 Class A Common Stock 21,745,169 By: ICONIQ Strategic Partners III-B, L.P. F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Immediate prior to the closing of the Issuer's initial public offering, each share of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D-1 Preferred Stock (collectively, the "Preferred Stock") automatically converted on a one-for-one basis into common stock of the Issuer (the "Common Stock").
F2 Immediately prior to the closing of the Issuer's initial public offering and following the conversion of each series of Preferred Stock into Common Stock, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
F3 These shares are held by either ICONIQ Strategic Partners III, L.P. ("ICONIQ III") or ICONIQ Strategic Partners III-B, L.P. ("ICONIQ III-B"), as applicable. ICONIQ Strategic Partners III GP, L.P. ("ICONIQ III GP") is the general partner of each of ICONIQ III and ICONIQ III-B. ICONIQ Strategic Partners III TT GP, Ltd. ("ICONIQ III Parent GP") is the general partner of ICONIQ III GP. Divesh Makan ("Makan") and William Griffith ("Griffith") are the sole equity holders and directors of ICONIQ III Parent GP.
F4 Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A common stock of the Issuer (the "Class A Common Stock") and will mandatorily convert into Class A Common Stock on the date that is ten years from the date of the prospectus used in connection with the Issuer's initial public offering and upon the occurrence of certain events as set forth in the Issuer's certificate of incorporation.
F5 These shares were purchased from the underwriters at the closing of the Issuer's initial public offering.