MARA Holdings GC reports tax share withholding

MARA Holdings, Inc. General Counsel Nowaid Zabi reported a Form 4 transaction in which 13,428 shares of common stock were disposed of at $11.82 per share to cover tax liabilities arising from the vesting of restricted stock units.

Rhea-AI Filing Summary

MARA Holdings, Inc. General Counsel Nowaid Zabi reported a Form 4 transaction in which 13,428 shares of common stock were disposed of at $11.82 per share to cover tax liabilities arising from the vesting of restricted stock units. A footnote states this was accomplished via share withholding and was not an open market sale by Zabi. After this tax-withholding disposition, Zabi directly holds 921,040 shares of MARA Holdings common stock.

Insider Trade Summary

Tax Withholding: 13,428 shares

Tax Withholding 1 txn

Insider Nowaid Zabi

Role General Counsel

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	13,428	$11.82	$159K

Holdings After Transaction: Common Stock — 921,040 shares (Direct)

Footnotes (1)

1. F1. Reflects shares of the issuer's common stock withheld to cover the reporting person's tax liability in connection with the vesting of restricted stock units. This transaction was not an open market sale by the reporting person.

Key Figures

Shares withheld for taxes: 13,428 shares Per-share value for withholding: $11.82 per share Shares held after transaction: 921,040 shares

3 metrics

Shares withheld for taxes 13,428 shares Common stock withheld to cover tax liability on RSU vesting

Per-share value for withholding $11.82 per share Value applied to shares withheld in the tax-withholding disposition

Shares held after transaction 921,040 shares Direct holdings of MARA Holdings common stock by Nowaid Zabi after the disposition

Key Terms

restricted stock units, withheld to cover the reporting person's tax liability, open market sale

3 terms

restricted stock units financial

"tax liability in connection with the vesting of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

withheld to cover the reporting person's tax liability financial

"Reflects shares of common stock withheld to cover the reporting person's tax liability"

open market sale financial

"This transaction was not an open market sale by the reporting person"

An open market sale is when a company or a shareholder sells shares through the regular stock market to any willing buyer, using ordinary exchange trading rather than private deals. It matters to investors because it increases the number of shares available and can push the price down or change ownership balance—think of it like someone putting extra items on a supermarket shelf for any shopper to buy, which can lower the item's price if supply suddenly grows.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did MARA (MARA) report for General Counsel Nowaid Zabi?

MARA Holdings reported that General Counsel Nowaid Zabi had 13,428 shares of common stock withheld at $11.82 per share to satisfy taxes on vested restricted stock units. This was a tax-withholding disposition, not a discretionary open market sale.

Was the MARA (MARA) insider transaction by Nowaid Zabi an open market stock sale?

No. A footnote clarifies the transaction was not an open market sale. Instead, MARA Holdings withheld 13,428 shares of common stock to cover Zabi’s tax liability tied to the vesting of restricted stock units.

How many MARA (MARA) shares does Nowaid Zabi hold after the reported Form 4 transaction?

Following the tax-withholding disposition, General Counsel Nowaid Zabi directly holds 921,040 shares of MARA Holdings common stock. The reported transaction reduced his position only by the 13,428 shares withheld to satisfy the associated tax obligation.

What price was used for the MARA (MARA) shares withheld in Nowaid Zabi’s tax transaction?

The tax-withholding disposition used a value of $11.82 per share for the 13,428 shares of MARA Holdings common stock that were withheld to cover Nowaid Zabi’s tax liability related to vested restricted stock units.

What is the nature of the Form 4 code "F" in MARA (MARA) General Counsel’s transaction?

Transaction code F on the Form 4 indicates payment of a tax liability using securities. In this case, 13,428 shares of MARA Holdings common stock were withheld from Nowaid Zabi as part of the tax settlement on restricted stock unit vesting.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/03/2026 - 07:00 PM Accepted by SEC EDGAR 08/03/2026 - 07:00 PM Learn about SEC filing dates

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).

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^*

Nowaid Zabi

(Last) (First) (Middle)

C/O MARA HOLDINGS, INC.

1010 SOUTH FEDERAL HIGHWAY, SUITE 2700

(Street)

HALLANDALE BEACH FLORIDA 33009

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	General Counsel

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/30/2026

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

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

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

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	07/30/2026		F		13,428(1)	D	$11.82	921,040	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. Reflects shares of the issuer's common stock withheld to cover the reporting person's tax liability in connection with the vesting of restricted stock units. This transaction was not an open market sale by the reporting person.

	/s/ Zabi Nowaid	08/03/2026
	** 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.
* Form 4: SEC 1474 (03-26)