MARA Form 4: CFO Sale Under 10b5-1 Plan Reduces Holdings

Rhea-AI Filing Summary

Salman Hassan Khan, Chief Financial Officer of MARA Holdings, Inc. (MARA), reported an insider sale. On 08/15/2025 Mr. Khan sold 34,732 shares of MARA at a price of $15.73 per share under a pre-existing Rule 10b5-1 trading plan adopted March 14, 2025.

After the reported transaction the Form 4 discloses beneficial ownership positions tied to Mr. Khan: 1,368,613 shares reported as directly owned and 353,160 shares reported as indirectly owned through the S & N Khan Family Trust, for which he and his spouse serve as trustees and immediate family are beneficiaries.

Positive

• Sale executed under a Rule 10b5-1 trading plan, which supports pre-planned, non-discretionary insider transactions
• Filing discloses both direct and indirect ownership, including the S & N Khan Family Trust structure, enhancing transparency
• Complete trade details provided (date, shares, price), meeting Form 4 disclosure requirements

Negative

• CFO sold 34,732 shares, which reduces his direct economic exposure to MARA by that amount
• Transaction represents insider liquidity, which some investors may view negatively absent additional context

Insights

Securities Analyst

TL;DR: Insider sale under a 10b5-1 plan; transaction is routine disclosure without other material events.

The Form 4 reports a sale of 34,732 MARA shares at $15.73 executed 08/15/2025 pursuant to a Rule 10b5-1 plan adopted March 14, 2025. Use of a preset trading plan reduces the likelihood the sale was based on material nonpublic information, making this a routine liquidity action by the CFO. The filing also clarifies ownership structure, with 1,368,613 shares held directly and 353,160 shares held indirectly via the S & N Khan Family Trust. For investors, the filing provides transparency but does not, by itself, indicate a change to company fundamentals.

Corporate Governance Expert

TL;DR: Properly documented insider transaction and trust disclosure; governance disclosure standards met.

The Form 4 includes the required signature, transaction date, price, and explicit statement that the sale was effected under a 10b5-1 plan, which aligns with best practices for predictable insider trading. The filing identifies the reporting person as CFO and discloses indirect ownership via a family trust where he and his spouse are trustees and family are beneficiaries. This level of detail supports good disclosure governance; there is no additional governance-related adverse information reported.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a 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). See Instruction 10.

1. Name and Address of Reporting Person^*

Khan Salman Hassan

(Last) (First) (Middle)

C/O MARA HOLDINGS, INC.

1010 SOUTH FEDERAL HIGHWAY, SUITE 2700

(Street)

HALLANDALE BEACH FL 33009

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MARA Holdings, Inc. [ MARA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/15/2025		S(1)		34,732	D	$15.73	353,160	I(2)	By S & N Khan Family Trust
Common Stock								1,368,613	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 14, 2025.

2. The reporting person and his spouse are trustees of the S & N Khan Family Trust, and members of the reporting person's immediate family are the sole beneficiaries of the trust.

	/s/ Zabi Nowaid, Attorney-in-Fact for Salman Khan	08/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did Salman Khan report on the MARA Form 4?

The Form 4 reports a sale of 34,732 shares of MARA on 08/15/2025 at a price of $15.73 per share.

Was the insider sale by MARA's CFO part of a 10b5-1 plan?

Yes. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 14, 2025.

How many MARA shares does Salman Khan beneficially own after the reported transaction?

The filing lists 1,368,613 shares as directly owned and 353,160 shares as indirectly owned through the S & N Khan Family Trust.

Who controls the S & N Khan Family Trust mentioned in the filing?

The reporting person and his spouse are identified as trustees of the S & N Khan Family Trust, and immediate family members are the sole beneficiaries.

When was the Form 4 signed and filed?

The Form 4 bears an attorney-in-fact signature dated 08/19/2025.