MARA filing shows vested shares for sale; recent trust sales disclosed

Rhea-AI Filing Summary

MARATHON DIGITAL HOLDINGS, INC. (MARA) Form 144 notice reports a proposed sale of 27,505 common shares through Fidelity Brokerage Services with an aggregate market value of $478,036.90, approximately 09/17/2025, to be executed on NASDAQ. The filing shows these shares were acquired via restricted stock vesting on 01/26/2024 (24,973 shares) and 01/31/2024 (2,532 shares) as compensation. The filing also discloses three recent prior sales by The Thiel Living Trust of 27,505 shares each on 07/16/2025, 08/18/2025, and 09/16/2025, generating gross proceeds of $536,897.60, $420,276.40, and $449,706.75 respectively. The filer certifies no undisclosed material adverse information.

Positive

• Full disclosure of planned sale including broker, share count, market value and exchange
• Acquisition method specified (restricted stock vesting on 01/26/2024 and 01/31/2024), clarifying basis of shares

Negative

• Multiple recent large sales by The Thiel Living Trust (three separate 27,505-share disposals) which increase share supply in short term
• No additional issuer context (e.g., trading plan date) provided within the notice

Insights

Securities Analyst

TL;DR: Notice documents a planned sale of 27,505 vested shares and lists recent substantial disposals by an affiliated trust.

The filing is a routine Rule 144 notice identifying the class, broker, timing, acquisition method and recent sales. The shares to be sold were acquired through restricted stock vesting in January 2024 and will be offered via Fidelity on NASDAQ. The filing also records three sizable prior sales by The Thiel Living Trust in July, August and September 2025, each of 27,505 shares with material gross proceeds, which may be relevant to share supply dynamics but are simply disclosed transactions under the rule. No earnings, forward guidance, or new corporate actions are contained in this notice.

Compliance/Risk Analyst

TL;DR: The Form 144 provides required disclosure for resale; it affirms representations required by Rule 144 and includes transaction history.

From a compliance perspective, the notice fulfills statutory content: quantity, broker, acquisition dates, nature of acquisition (compensation via restricted stock vesting), and recent sales history. The signature declaration confirms no undisclosed material adverse information. There are no indications of anomalous vesting or atypical payment arrangements. This filing is procedural and addresses regulatory resale conditions rather than conveying corporate operational developments.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	27505	478036.90	370457880	09/17/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	01/26/2024	Restricted Stock Vesting	Issuer			24973	01/26/2024	Compensation
Common	01/31/2024	Restricted Stock Vesting	Issuer			2532	01/31/2024	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
The Thiel Living Trust 1010 South Federal Highway Suite 2700 Hallandale Beach FL 33009	Common	07/16/2025	27505	536897.60
The Thiel Living Trust 1010 South Federal Highway Suite 2700 Hallandale Beach FL 33009	Common	08/18/2025	27505	420276.40
The Thiel Living Trust 1010 South Federal Highway Suite 2700 Hallandale Beach FL 33009	Common	09/16/2025	27505	449706.75

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the MARA Form 144 filing disclose about the proposed sale?

The filing discloses a proposed sale of 27,505 common shares via Fidelity on NASDAQ with an aggregate market value of $478,036.90 scheduled for 09/17/2025.

How were the shares being sold by the MARA filer acquired?

The shares were acquired through restricted stock vesting on 01/26/2024 (24,973 shares) and 01/31/2024 (2,532 shares) as compensation.

Has the filer sold MARA shares recently?

Yes. The filing lists three prior sales by The Thiel Living Trust of 27,505 shares each on 07/16/2025, 08/18/2025, and 09/16/2025 with gross proceeds of $536,897.60, $420,276.40, and $449,706.75 respectively.

Which broker will execute the proposed MARA share sale?

The proposed sale lists Fidelity Brokerage Services LLC, 900 Salem Street, Smithfield RI 02917 as the broker.

Does the Form 144 state any undisclosed material information about MARA?

By signing the notice, the person represents they do not know any material adverse information regarding the issuer that has not been publicly disclosed.