MARA insider filing: 65,328 RSUs withheld for taxes by CFO Salman Khan

Rhea-AI Filing Summary

Salman Khan, identified as Chief Financial Officer of MARA Holdings, reported vesting-related share withholdings on 08/06/2025. The Form 4 shows two share-withholding entries: 34,382 shares withheld at a reported price of $16.55 and 30,946 shares withheld at $16.08; the filer notes these were withheld to cover tax liability on restricted stock units and were not open-market sales. The filing also shows indirect beneficial ownership of 324,572 shares by the S & N Khan Family Trust. Reported beneficial ownership figures following the transactions are listed as 1,462,879 and 1,431,933 shares in the respective entries.

This disclosure records routine executive compensation settlement events rather than discretionary sales and clarifies ownership both directly and indirectly through a family trust.

Insights

Financial Analyst

TL;DR: Routine RSU tax-withholding transactions totaling 65,328 shares; no open-market sale, minimal immediate market impact.

The Form 4 documents two withholding events on 08/06/2025 where 34,382 and 30,946 shares were withheld at prices of $16.55 and $16.08 to satisfy tax obligations upon RSU vesting. These actions do not represent dispositions into the open market and therefore are unlikely to signal liquidity-driven selling pressure. Reported post-transaction beneficial ownership is shown as 1,462,879 and 1,431,933 shares in the two entries, with an additional 324,572 shares held indirectly by the S & N Khan Family Trust. Overall, this is a routine compensation-related filing with neutral investor implications.

Corporate Governance Expert

TL;DR: Compensation settlement via share withholding; disclosure is standard and maintains reporting transparency.

The filing discloses that the CFO's restricted stock units vested and shares were withheld for taxes rather than sold. The explicit explanation and the separate identification of indirect trust holdings (324,572 shares) are consistent with good insider reporting practices. Because the transactions are tax withholdings and not open-market sales, they do not indicate an actionable change in insider sentiment. Documentation of both direct and indirect ownership preserves clarity on potential conflicts and control.

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^*

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)
08/06/2025

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	08/06/2025		F		34,382(1)	D	$16.55	1,462,879	D
Common Stock	08/06/2025		F		30,946(1)	D	$16.08	1,431,933	D
Common Stock								324,572	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	08/08/2025
	** 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 CFO Salman Khan report on Form 4 (MARA)?

Salman Khan reported RSU-related share withholdings on 08/06/2025: 34,382 shares withheld at $16.55 and 30,946 shares withheld at $16.08.

Were the shares sold on the open market according to the Form 4 for MARA?

No. The filing explicitly states the withheld shares were not an open market sale but were withheld to cover tax liability upon vesting of restricted stock units.

How many shares does the S & N Khan Family Trust beneficially own according to the filing?

The Form 4 reports 324,572 shares held indirectly by the S & N Khan Family Trust.

What are the reported beneficial ownership figures after the transactions?

The filing lists post-transaction beneficial ownership as 1,462,879 and 1,431,933 shares in the respective entries following the withholding events.

What is the nature of the transactions reported on the Form 4 for MARA?

The transactions are tax withholding events connected to the vesting of restricted stock units, as stated in the filing's explanation section.