Frederick G. Thiel - 17 Feb 2026 Form 4 Insider Report for MARA Holdings, Inc. (MARA)

Role
Chief Executive Officer, Director
Signature
/s/ Zabi Nowaid, Attorney-in-Fact for Fred Thiel
Issuer symbol
MARA
Transactions as of
17 Feb 2026
Net transactions value
-$210,688
Form type
4
Filing time
19 Feb 2026, 21:00:02 UTC
Previous filing
06 Feb 2026
Next filing
20 Feb 2026
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Thiel Frederick G Chief Executive Officer, Director C/O MARA HOLDINGS, INC., 1010 SOUTH FEDERAL HIGHWAY, SUITE 2700, HALLANDALE BEACH /s/ Zabi Nowaid, Attorney-in-Fact for Fred Thiel 19 Feb 2026 0001567383

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MARA Common Stock Sale $210,688 -27,505 -0.81% $7.66 3,381,861 17 Feb 2026 Direct F1
transaction MARA Common Stock Award $0 +773,861 +23% $0.000000 4,155,722 18 Feb 2026 Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 28, 2025.
F2 Represents the number of performance-vested restricted stock units ("PSUs") earned by the reporting person pursuant to an award granted on February 28, 2025 under the issuer's Amended and Restated 2018 Equity Incentive Plan, as amended, and the related award agreement. The PSUs were subject to issuer performance goals based on hashrate hours, total exahash and deployed megawatts over the performance period beginning January 1, 2025 and ending on December 31, 2025. On February 18, 2026, the Talent, Culture and Compensation Committee of the issuer's Board of Directors certified the level of achievement of the applicable performance goals, resulting in the reporting person earning 773,861 PSUs. The earned PSUs remain subject to the applicable time-based vesting conditions set forth in the award agreement.