MARA Holdings (MARA) director granted 82,759 RSUs in equity award

Rhea-AI Filing Summary

MARA Holdings, Inc. director Janet George received an equity award of 82,759 shares of common stock in the form of restricted stock units (RSUs) on February 13, 2026. The RSUs were granted at a price of $0.00 per share as part of the company’s Amended and Restated 2018 Equity Incentive Plan. Following this award, she beneficially owns 136,339 shares of common stock in total. The RSUs will vest in full on January 31, 2027, as long as she continues to serve the company through that date, and each RSU will convert into one share of common stock when it vests.

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

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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^*

GEORGE JANET

(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)
02/13/2026

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	02/13/2026		A		82,759(1)	A	$0.00	136,339	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 a grant of restricted stock units ("RSUs") made to the reporting person under the issuer's Amended and Restated 2018 Equity Incentive Plan, as amended. The RSUs will vest in full on January 31, 2027, subject to the reporting person's continued service to the issuer as of the vesting date. Each RSU represents a contingent right to receive one share of the issuer's common stock, par value $0.0001 per share.

	/s/ Zabi Nowaid, Attorney-in-Fact for Janet George	02/13/2026
	** 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.

FAQ

What insider transaction did MARA director Janet George report on this Form 4?

Janet George reported receiving an award of 82,759 restricted stock units of MARA Holdings common stock. These units were granted at $0.00 per share as equity compensation, increasing her beneficial ownership to 136,339 common shares after the transaction.

Is Janet George’s MARA Form 4 transaction a stock purchase or a grant?

The Form 4 shows a grant of restricted stock units, not an open-market stock purchase. The transaction code "A" indicates an award or other acquisition, with 82,759 RSUs granted at $0.00 per share under MARA’s equity incentive plan.

When do Janet George’s 82,759 MARA restricted stock units vest?

The 82,759 restricted stock units granted to Janet George vest in full on January 31, 2027. Vesting is contingent on her continued service to MARA Holdings through that date, at which time each RSU will convert into one share of common stock.

How many MARA shares does Janet George beneficially own after this RSU award?

After the reported transaction, Janet George beneficially owns 136,339 shares of MARA common stock. This total reflects the addition of 82,759 restricted stock units granted on February 13, 2026, as disclosed in the Form 4 filing.

Under which plan were Janet George’s MARA restricted stock units granted?

The RSUs were granted under MARA Holdings’ Amended and Restated 2018 Equity Incentive Plan, as amended. This plan provides equity-based compensation, and each RSU represents a contingent right to receive one share of MARA common stock upon vesting.