Michael Milotich - 01 Mar 2025 Form 4 Insider Report for Marqeta, Inc. (MQ)

Role
Interim Chief Executive Officer and Chief Financial Officer
Signature
/s/ Tracy Foard, Attorney-in-Fact
Issuer symbol
MQ
Transactions as of
01 Mar 2025
Net transactions value
-$494,658
Form type
4
Filing time
04 Mar 2025, 21:23:41 UTC
Previous filing
03 Dec 2024
Next filing
18 Mar 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MQ Class A Common Stock Options Exercise $0 +28,670 +5.7% $0.000000 530,724 01 Mar 2025 Direct F1
transaction MQ Class A Common Stock Tax liability $64,577 -15,636 -2.9% $4.13 515,088 01 Mar 2025 Direct F2
transaction MQ Class A Common Stock Options Exercise $0 +25,407 +4.9% $0.000000 540,495 01 Mar 2025 Direct F1
transaction MQ Class A Common Stock Tax liability $57,229 -13,857 -2.6% $4.13 526,638 01 Mar 2025 Direct F2
transaction MQ Class A Common Stock Options Exercise $0 +23,755 +4.5% $0.000000 550,393 01 Mar 2025 Direct F1
transaction MQ Class A Common Stock Tax liability $53,508 -12,956 -2.4% $4.13 537,437 01 Mar 2025 Direct F2
transaction MQ Class A Common Stock Options Exercise $0 +49,759 +9.3% $0.000000 587,196 01 Mar 2025 Direct F1
transaction MQ Class A Common Stock Tax liability $112,080 -27,138 -4.6% $4.13 560,058 01 Mar 2025 Direct F2
transaction MQ Class A Common Stock Options Exercise $0 +58,980 +11% $0.000000 619,038 01 Mar 2025 Direct F1, F3
transaction MQ Class A Common Stock Tax liability $132,850 -32,167 -5.2% $4.13 586,871 01 Mar 2025 Direct F2
transaction MQ Class A Common Stock Options Exercise $0 +33,036 +5.6% $0.000000 619,907 01 Mar 2025 Direct F1, F4
transaction MQ Class A Common Stock Tax liability $74,414 -18,018 -2.9% $4.13 601,889 01 Mar 2025 Direct F2

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 Restricted Stock Units Options Exercise $0 -28,670 -20% $0.000000 114,679 01 Mar 2025 Class A Common Stock 28,670 Direct F1, F5, F6
transaction MQ Restricted Stock Units Options Exercise $0 -25,407 -20% $0.000000 101,626 01 Mar 2025 Class A Common Stock 25,407 Direct F1, F5, F6
transaction MQ Restricted Stock Units Options Exercise $0 -23,755 -20% $0.000000 95,021 01 Mar 2025 Class A Common Stock 23,755 Direct F1, F5, F7
transaction MQ Restricted Stock Units Options Exercise $0 -49,759 -11% $0.000000 398,073 01 Mar 2025 Class A Common Stock 49,759 Direct F1, F5, F8
transaction MQ Performance Stock Units (Gross Profit) Options Exercise $0 -59,711 -33% $0.000000 119,421 01 Mar 2025 Class A Common Stock 59,711 Direct F1, F5, F9, F10
transaction MQ Performance Stock Units (Adjusted EBITDA) Options Exercise $0 -25,591 -33% $0.000000 51,180 01 Mar 2025 Class A Common Stock 25,591 Direct F1, F5, F9, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-6(b) promulgated under the Act.
F2 Represents shares that have been withheld by the Issuer to satisfy tax withholding and remittance obligations in connection with the net settlement of vested restricted stock units and not a market transaction. Transaction exempt from Section 16(b) of the Act pursuant to Rule 16b-3(e) promulgated under the Act.
F3 Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2024, and includes 731 fewer shares acquired for performance at less than 100%.
F4 Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2024, and includes 7,445 additional shares acquired for performance at more than 100%.
F5 Each restricted stock unit is convertible into one share of Class A Common Stock.
F6 One-fourth (1/4th) of the restricted stock units vested on March 1, 2023, and one-sixteenth (1/16th) of the restricted stock units vest on each June 1, September 1, December 1, and March 1 thereafter, subject to the Reporting Person's continued service with the Issuer as of each vesting date.
F7 One-twelfth (1/12th) of the restricted stock units vested on March 1, 2023, and one-twelfth (1/12th) of the restricted stock units vest on each June 1, September 1, December 1, and March 1 thereafter, subject to the Reporting Person's continued service with the Issuer as of each vesting date.
F8 One-twelfth (1/12th) of the restricted stock units vested on June 1, 2024, and one-twelfth (1/12th) of the restricted stock units vest on each September 1, December 1, March 1 and June 1 thereafter, subject to the Reporting Person's continued service with the Issuer as of each vesting date.
F9 Represents the disposition of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2024.
F10 Represents the number of shares which may be issued at target under the performance stock unit ("PSU") over a period of time following achievement of certain profit targets as set forth in the PSU agreement, subject to the Reporting Person's continued service to the Issuer as of each vesting date. At maximum achievement, 200% of the shares would vest.
F11 Represents the number of shares which may be issued at target under the PSU over a period of time following achievement of certain EBITDA targets as set forth in the PSU agreement, subject to the Reporting Person's continued service to the Issuer as of each vesting date. At maximum achievement, 200% of the shares would vest.

Remarks:

Interim Chief Executive Officer and Chief Financial Officer