RSU tax withholding leads to insider filing at MARA Holdings (MARA)

Rhea-AI Filing Summary

MARA Holdings, Inc. Chief Financial Officer Salman Hassan Khan reported tax-related share withholdings tied to vesting restricted stock units. On January 8, 2026, the company withheld 9,002 shares of common stock at $8.98 per share and 9,513 shares at $9.91 per share to satisfy his tax obligations. The filing states these were not open market sales. After these transactions, Khan beneficially owned 1,169,815 common shares directly and 311,886 shares indirectly through the S & N Khan Family Trust, where he and his spouse serve as trustees.

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

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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^*

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)
01/08/2026

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	01/08/2026		F		9,002(1)	D	$8.98	1,179,328	D
Common Stock	01/08/2026		F		9,513(1)	D	$9.91	1,169,815	D
Common Stock								311,886	I(2)	By S & N Khan Family Trust

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.

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	01/09/2026
	** 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 activity did MARA (MARA) report for its CFO?

MARA Holdings, Inc. reported that Chief Financial Officer Salman Hassan Khan had shares of common stock withheld on January 8, 2026 to cover tax liabilities from vesting restricted stock units.

How many MARA Holdings shares were withheld to cover the CFOs taxes?

The company withheld 9,002 common shares at $8.98 per share and 9,513 common shares at $9.91 per share in connection with the vesting of restricted stock units.

Were the MARA CFOs reported transactions open market sales?

No. The filing explains that the transactions reflect shares withheld to cover tax liability from restricted stock unit vesting and were not open market sales by the reporting person.

How many MARA Holdings shares does the CFO own after these transactions?

After the reported transactions, Salman Hassan Khan beneficially owned 1,169,815 shares of MARA Holdings common stock directly.

What is the S & N Khan Family Trusts relationship to MARA shares?

The filing shows 311,886 common shares held indirectly by the S & N Khan Family Trust. The CFO and his spouse are trustees, and members of his immediate family are the sole beneficiaries.

What is Salman Hassan Khans role at MARA Holdings?

Salman Hassan Khan is an officer of MARA Holdings, Inc., serving as the companys Chief Financial Officer.