Every 8-K that MARA Holdings, Inc. (MARA) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow MARA and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full MARA filings page.
MARA Holdings posted significantly weaker Q2 2026 results as bitcoin price moves reversed prior gains. Revenue was $174.9 million, down 27% from $238.5 million. The company reported a net loss of $611.3 million, or $1.60 per diluted share, versus net income of $808.2 million a year earlier, driven mainly by a $343.0 million unrealized loss on bitcoin compared with a $1.2 billion gain in Q2 2025. Adjusted EBITDA declined to ($360.9 million) from $1.2 billion.
Despite weaker profitability, scale continued to increase. Energized hashrate reached 70.3 EH/s, up 22%, and MARA mined 2,422 BTC and won 700 blocks. It ended June 30, 2026 holding 35,577 BTC valued at about $2.1 billion plus $421.3 million of cash, for roughly $2.5 billion of combined liquidity. Purchased energy costs rose to $48.8 million as owned capacity expanded, while cost per kWh at owned sites remained $0.04.
Management emphasized a shift toward AI-oriented digital infrastructure. MARA advanced the pending Long Ridge acquisition and secured rights to a 2 GW powered land site in Matagorda County, Texas, steps that could expand its power portfolio up to 4.8 GW. Subsequent bitcoin-backed credit facilities totaling $600.0 million with Coinbase and Two Prime are intended to help fund Long Ridge without equity issuance, alongside initiatives such as Exaion, Vertebr.AI and Hashrate Under Management.
MARA Holdings, Inc. reported that directors Barbara Humpton and Georges Antoun notified the board of their decisions to resign, effective July 31, 2026, citing personal reasons and no disagreements over operations, policies or practices. Their departures are described as part of a planned transition.
Effective August 1, 2026, the board appointed Craig Hart and Nancy Novak as independent directors to fill the vacancies, with Hart also joining the Risk and Audit Committee. Novak will serve as a Class I director with a term through the 2027 annual meeting, and Hart as a Class II director through the 2028 annual meeting. Following these changes, the board will have seven directors, six independent. Both new directors bring extensive experience in energy, power infrastructure and hyperscale data centers, will participate in the non-employee director compensation program, and will enter into indemnification agreements with the company.
MARA Holdings, Inc., through subsidiary Volt Texas, LLC, entered a Membership Interest Purchase Agreement with HIF USA LLC to acquire nearly all interests in MAT 1177 LLC, which owns a large powered land site in Matagorda County, Texas. The purchase price is structured as post-closing milestone payments that could total $600.0 million if all development milestones are achieved.
The more than 1,200-acre site is tied to an LOA for 2,000 megawatts of power capacity and is expected to provide up to 1 GW of grid capacity by October 2027 and up to 2 GW by April 2028. MARA plans to develop a large-scale digital infrastructure campus for high-performance computing and Bitcoin mining with Starwood Digital Ventures, while HIF retains a minority interest after an HPC tenant lease is signed.
Upon full energization, the site is expected to more than double MARA’s potential power capacity to approximately 4.8 GW across its portfolio, including the anticipated Long Ridge Energy & Power acquisition, and support thousands of construction and permanent jobs in Texas.
MARA Holdings, Inc. reports that its subsidiary MARA USA Corporation has entered into an Equity Purchase Agreement to acquire 100% of Long Ridge Energy & Power LLC for a base purchase price of approximately $1.5 billion, after which Long Ridge will become an indirect wholly owned subsidiary.
An accompanying investor presentation provides selected financials for the quarter ended March 31, 2026. MARA reported total revenues of $174.6 million, a net loss attributable to common stockholders of about $1.26 billion, and Adjusted EBITDA of roughly ($1.04 billion). As of that date, total assets were about $4.95 billion and total liabilities about $2.62 billion.
The presentation also highlights MARA’s Bitcoin operations, including year-to-date production through May 31, 2026 of 3,805 BTC, 1,100 blocks won, an estimated energized hashrate of 70.7 EH/s, and a 5.6% share of available miner rewards. Management emphasizes forward-looking statements and non-GAAP measures such as EBITDA and Adjusted EBITDA, with reconciliations provided.
MARA Holdings, Inc. reported results of its 2026 annual stockholder meeting and an amendment to its equity plan. Stockholders approved an amendment to the Amended and Restated 2018 Equity Incentive Plan that increases shares authorized for issuance by 18,000,000 shares, effective June 18, 2026. Shareholders also elected two Class III directors to terms ending in 2029, ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the year ending December 31, 2026, and approved, on a non-binding advisory basis, compensation of the named executive officers.
MARA Holdings’ first quarter 2026 results show revenue of $174.6 million, down 18% from Q1 2025, and a net loss of $1.3 billion or ($3.31) per diluted share. The loss mainly reflects a $1.0 billion negative change in the fair value of digital assets after a 22% bitcoin price decline.
The company produced 2,247 bitcoin in Q1 2026 and sold 20,880 bitcoin, ending the quarter with 35,303 bitcoin worth about $2.4 billion. Energized hashrate rose 33% to 72.2 EH/s, while purchased energy cost per bitcoin increased to $40,047 and cost per kWh at owned sites was $0.04.
MARA advanced its shift toward broader digital infrastructure by signing a definitive agreement to acquire the 505 MW Long Ridge campus, closing a majority stake in Exaion, and progressing a strategic joint venture with Starwood. It also retired roughly 30% of outstanding convertible debt and cut its workforce by 15%, targeting $12 million in annualized savings.
MARA Holdings agreed to acquire 100% of Long Ridge Energy & Power for about $1.5 billion, including assumed debt, making Long Ridge an indirect wholly owned subsidiary. The deal adds a highly efficient 505 MW combined-cycle gas plant in Ohio and over 1,600 acres for an integrated digital infrastructure campus with more than 1 GW of potential capacity.
MARA expects the acquisition to increase its owned and operated capacity by 65% and add roughly $144 million of annualized Adjusted EBITDA at all-in operating costs below $15/MWh. A 364-day senior secured bridge term loan commitment of up to $785 million from Barclays will help finance the transaction, which carries a $75 million reverse termination fee and standard regulatory and contractual closing conditions.
MARA Holdings, Inc. plans a major balance sheet move by privately repurchasing part of its zero-coupon convertible notes. It agreed to buy back approximately $367.5 million principal of 2030 Notes for about $322.9 million in cash and $633.4 million principal of 2031 Notes for about $589.9 million.
The company sold 15,133 bitcoin between March 4 and March 25, 2026 for around $1.1 billion and expects to use these proceeds to fund the repurchases, with remaining cash for general corporate purposes. As of December 31, 2025, total convertible note principal would fall from $3,298,077,000 to $2,297,201,000 after the transactions, significantly reducing outstanding convertible debt if the closings occur as expected on March 30 and 31, 2026.
MARA Holdings reported a sharp swing to loss in Q4 2025 while outlining a major shift toward AI and high-performance computing. Quarterly revenue slipped 6% to $202.3 million, but full-year revenue rose 38% to $907.1 million as bitcoin prices were higher on average.
Net loss reached $1.7 billion in Q4 2025 versus $528.3 million of net income a year earlier, and full-year loss was $1.3 billion versus $541.0 million of income. Results were heavily impacted by a $1.5 billion negative change in the fair value of digital assets, plus much higher depreciation and amortization.
The company ended 2025 with 66.4 EH/s of energized hashrate and 53,822 bitcoin worth about $4.7 billion, along with $547.1 million of cash, giving roughly $5.3 billion in liquid assets. MARA detailed a strategic joint venture with Starwood Digital Ventures targeting more than 1 GW of AI and hyperscale data center capacity, a 64% stake in Exaion to expand AI/HPC capabilities, and acquisitions including a 42 MW Nebraska data center, while beginning to sell bitcoin and pausing its at-the-market equity program in Q4.
MARA Holdings entered a strategic agreement with Starwood Capital Group to jointly develop, lease and market MARA’s U.S. bitcoin mining data center sites into hyperscale, enterprise and AI-capable digital infrastructure. Starwood will handle pre-development work such as due diligence, permits, power and tenant sourcing, initially at MARA’s cost within agreed caps.
When triggers like an executable lease with a qualifying hyperscaler are met, each party can choose to proceed and contribute the site to a new joint venture where MARA will hold a 10%–50% interest and Starwood will manage day-to-day operations. If Starwood proceeds but MARA does not after a qualifying lease is secured, MARA must sell its powered land rights to Starwood.
MARA retains either rent-free bitcoin mining rights and ownership of mining equipment at each site or receives compensation to relocate. A related press release states the platform is expected to deliver approximately 1 gigawatt of near-term IT capacity, with a pathway to more than 2.5 gigawatts, supporting MARA’s push into high-performance computing while leveraging Starwood’s data center development expertise.
MARA Holdings, Inc. updated its long‑term incentive program by approving new standard agreements for restricted stock units (RSUs) and performance-based RSUs (PSUs) under its 2018 Equity Incentive Plan.
RSUs under the new form vest in eleven substantially equal quarterly installments from April 1, 2026 through December 31, 2028, contingent on continued employment. PSUs now depend on 2026 performance in Economic Triad Megawatt Capacity and Annual Recurring Revenues, with a performance multiplier allowing up to 249% of target before further time-based vesting.
All earned PSUs are also subject to a three-year Relative Total Shareholder Return modifier from January 1, 2026 to December 31, 2028, and the aggregate long‑term incentive payout for a cycle is capped at 200% of target. If a Change in Control occurs before PSUs fully vest, performance goals are deemed met at target and unvested PSUs are treated like RSUs, subject to plan terms.
MARA Holdings, Inc. furnished an update stating it issued a shareholder letter with financial results for the quarter ended September 30, 2025, and a press release announcing an earnings webcast and conference call to be held on November 4, 2025. The materials are included as Exhibits 99.1 (shareholder letter) and 99.2 (press release) and are incorporated by reference as furnished, not filed.
MARA Holdings, through its wholly owned subsidiary Mara France, entered an investment agreement to acquire a controlling interest in Exaion, a French digital infrastructure company. Under the agreement Mara France will subscribe for and purchase approximately 4.1 million new Exaion ordinary shares for an aggregate of about 0115 million and will acquire about 1.2 million existing shares from sellers for approximately 033 million, payable in two tranches (023 million at closing and 010 million in 2027 subject to conditions). After the Primary and first Secondary payments at closing, Mara France is expected to hold roughly 64% of Exaion.
The agreement contemplates a Third Transaction on March 30, 2027 to buy about 3.9 million additional shares for roughly 0110 million, which would increase Mara Frances stake to about 75%. Completion is subject to customary closing conditions and foreign investment control clearances in France and Canada; the parties may terminate if approvals are not obtained by January 31, 2026. The Transaction is not conditioned on external financing and the agreement includes customary representations, covenants and indemnities; certain exhibit schedules are omitted from the filing.
MARA (Nasdaq:MARA) filed an 8-K detailing the 26 June 2025 annual meeting results.
- Say-on-Pay FAILED: 73.2 M votes against vs 20.2 M for (≈78% opposition).
- Equity Plan Expanded: shareholders approved adding 18,000,000 shares to the 2018 Equity Incentive Plan.
- Directors Elected: Georges Antoun and Jay Leupp re-elected to Class II seats.
- Auditor Ratified: PwC confirmed for FY 2025 (183.7 M for).
Total of 188.3 M shares were represented, satisfying quorum. The failed advisory vote signals material shareholder dissatisfaction with executive compensation, while the additional share authorization could be dilutive.