MARA insider sale: Director disposes 1,000 shares under 10b5‑1 plan

Rhea-AI Filing Summary

Douglas K. Mellinger, a director of MARA Holdings, Inc. (MARA), reported a sale of 1,000 shares of the company's common stock on 09/10/2025 at a price of $16.10 per share. The filing shows the sale was made under a Rule 10b5-1 trading plan adopted March 6, 2025, and that following the transaction Mr. Mellinger beneficially owned 172,859 shares, held directly. The Form 4 was signed by an attorney-in-fact on 09/11/2025.

Positive

• Transaction executed under a Rule 10b5‑1 plan, indicating the sale was pre‑arranged and may reduce concerns about opportunistic insider trading.
• Timely reporting with a completed Form 4 and attorney‑in‑fact signature, demonstrating compliance with Section 16 obligations.

Negative

• Insider sold 1,000 shares, which is a reduction in the director's direct holdings (now 172,859 shares); while small, it is a sale by an officer/director.

Insights

Securities Analyst

TL;DR: Director sold a small block of shares under a pre‑arranged 10b5‑1 plan; transaction appears routine and not material.

The sale of 1,000 shares at $16.10 represents a modest disposition relative to a beneficial holding of 172,859 shares (about 0.6%). Because the transaction was executed under a Rule 10b5‑1 plan adopted March 6, 2025, it provides procedural defensibility and suggests the trade was preplanned rather than opportunistic. No derivative or other transactions were reported. For investors, this filing signals routine insider liquidity rather than a material change in ownership or control.

Corporate Governance Expert

TL;DR: Governance controls observed—disposition under a documented 10b5‑1 plan and timely Form 4 filing.

The filing documents compliance with Section 16 reporting and notes the 10b5‑1 plan, which helps manage potential insider trading concerns. The size of the sale is small relative to total reported beneficial ownership, and there is no indication of related-party or derivative activity. The timely electronic filing and attorney‑in‑fact signature indicate procedural accuracy. This is a routine disclosure from a governance perspective.

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^*

MELLINGER DOUGLAS K

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/10/2025

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	09/10/2025		S(1)		1,000	D	$16.1	172,859	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 6, 2025.

	/s/ Zabi Nowaid, Attorney-in-Fact for Douglas K. Mellinger	09/11/2025
	** 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 did MARA director Douglas K. Mellinger disclose on Form 4?

He disclosed a sale of 1,000 shares of MARA common stock on 09/10/2025 at $16.10 per share.

Was the sale by the MARA director part of a prearranged plan?

Yes. The Form 4 states the sale was effected pursuant to a Rule 10b5‑1 trading plan adopted on March 6, 2025.

How many MARA shares does Douglas K. Mellinger own after the reported sale?

Following the transaction he beneficially owned 172,859 shares, held directly.

Does the Form 4 report any derivative transactions or other securities changes?

No. Table II for derivative securities shows no reported transactions; only the non‑derivative sale is listed.

When was the Form 4 signed and filed?

The signature block shows the form was signed by an attorney‑in‑fact on 09/11/2025.