STOCK TITAN

[Form 4] Marqeta, Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Marqeta, Inc. Chief Revenue Officer Todd Pollak reported equity compensation activity involving performance and restricted stock units rather than open-market trading. On June 1, 2026, he exercised awards covering 204,456 shares of Class A Common Stock, including performance stock units tied to adjusted EBITDA and gross profit targets and various restricted stock unit grants.

To cover tax obligations on these vestings, the issuer withheld 113,715 shares at a price of $4.35 per share, which the filing notes is not a market transaction. After these exercises and tax-withholding dispositions, Pollak directly owned 760,165 shares of Class A Common Stock. Footnotes explain that the Board determined performance conditions were met for awards granted in March 2024 and March 2025, in some cases at more than 100% of target.

Positive

  • None.

Negative

  • None.
Insider Pollak Todd
Role Chief Revenue Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 35,144 $0.00 --
Exercise Restricted Stock Units 32,251 $0.00 --
Exercise Restricted Stock Units 50,366 $0.00 --
Exercise Restricted Stock Units 57,813 $0.00 --
Exercise Performance Stock Units (Gross Profit) 9,675 $0.00 --
Exercise Performance Stock Units (Adjusted EBITDA) 4,146 $0.00 --
Exercise Performance Stock Units (Gross Profit) 10,543 $0.00 --
Exercise Performance Stock Units (Adjusted EBITDA) 4,518 $0.00 --
Exercise Class A Common Stock 57,813 $0.00 --
Tax Withholding Class A Common Stock 31,513 $4.35 $137K
Exercise Class A Common Stock 35,144 $0.00 --
Tax Withholding Class A Common Stock 19,033 $4.35 $83K
Exercise Class A Common Stock 32,251 $0.00 --
Tax Withholding Class A Common Stock 17,440 $4.35 $76K
Exercise Class A Common Stock 50,366 $0.00 --
Tax Withholding Class A Common Stock 27,413 $4.35 $119K
Exercise Class A Common Stock 9,558 $0.00 --
Tax Withholding Class A Common Stock 4,948 $4.35 $22K
Exercise Class A Common Stock 5,352 $0.00 --
Tax Withholding Class A Common Stock 2,699 $4.35 $12K
Exercise Class A Common Stock 11,476 $0.00 --
Tax Withholding Class A Common Stock 6,003 $4.35 $26K
Exercise Class A Common Stock 9,036 $0.00 --
Tax Withholding Class A Common Stock 4,666 $4.35 $20K
Holdings After Transaction: Restricted Stock Units — 246,008 shares (Direct, null); Performance Stock Units (Gross Profit) — 155,545 shares (Direct, null); Performance Stock Units (Adjusted EBITDA) — 66,662 shares (Direct, null); Class A Common Stock — 775,567 shares (Direct, null)
Footnotes (1)
  1. Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-6(b) promulgated under the Act. Represents shares that have been withheld by the Issuer to satisfy tax withholding and remittance obligations in connection with the net settlement of vested restricted stock units and not a market transaction. Transaction exempt from Section 16(b) of the Act pursuant to Rule 16b-3(e) promulgated under the Act. Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2024, and includes 117 fewer shares acquired for performance at less than 100%. Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2024, and includes 1,205 additional shares acquired for performance at more than 100%. Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2025, and includes 933 additional shares acquired for performance at more than 100%. Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2025, and includes 4,518 additional shares acquired for performance at more than 100%. Each restricted stock unit is convertible into one share of Class A Common Stock. One-twelfth (1/12th) of the restricted stock units vest on June 1, 2025 and one-twelfth (1/12th) of the remaining restricted stock units vest quarterly on each September 1, December 1, March 1 and June 1 thereafter until fully vested, subject to the Reporting Person's continued service to the Issuer as of each vesting date. One-twelfth (1/12th) of the restricted stock units vested on June 1, 2024, and one-twelfth (1/12th) of the restricted stock units vest on each September 1, December 1, March 1 and June 1 thereafter until fully vested, subject to the Reporting Person's continued service with the Issuer as of each vesting date. One-fourth (1/4th) of the restricted stock units vested on December 1, 2023, and one-sixteenth (1/16th) of the restricted stock units vest on each March 1, June 1, September 1, and December 1 thereafter until fully vested, subject to the Reporting Person's continued service with the Issuer as of each vesting date. One-twelfth (1/12th) of the restricted stock units vested on June 1, 2026 and one-twelfth (1/12th) of the remaining restricted stock units vest quarterly on each September 1, December 1, March 1, and June 1 thereafter, subject to the Reporting Person's continued service to the Issuer as of each vesting date. Represents the disposition of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2024. Represents the number of shares which may be issued at target under the performance stock unit ("PSU") over a period of time following achievement of certain profit targets as set forth in the PSU agreement, subject to the Reporting Person's continued service to the Issuer as of each vesting date. At maximum achievement, 200% of the target number of shares would vest. Represents the number of shares which may be issued at target under the PSU over a period of time following achievement of certain adjusted EBITDA targets as set forth in the PSU agreement, subject to the Reporting Person's continued service to the Issuer as of each vesting date. At maximum achievement, 200% of the target number of shares would vest. Represents the disposition of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2025.
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SEC Form 4
FORM 4UNITED 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*
Pollak Todd

(Last)(First)(Middle)
180 GRAND AVENUE
6TH FLOOR

(Street)
OAKLAND CALIFORNIA 94612

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Marqeta, Inc. [ MQ ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Revenue Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock06/01/2026M(1)57,813A$0(1)775,567D
Class A Common Stock06/01/2026F(2)31,513(2)D$4.35744,054D
Class A Common Stock06/01/2026M(1)35,144A$0(1)779,198D
Class A Common Stock06/01/2026F(2)19,033(2)D$4.35760,165D
Class A Common Stock06/01/2026M(1)32,251A$0(1)792,416D
Class A Common Stock06/01/2026F(2)17,440(2)D$4.35774,976D
Class A Common Stock06/01/2026M(1)50,366A$0(1)825,342D
Class A Common Stock06/01/2026F(2)27,413(2)D$4.35797,929D
Class A Common Stock06/01/2026M(1)9,558(3)A$0(1)807,487D
Class A Common Stock06/01/2026F(2)4,948(2)D$4.35802,539D
Class A Common Stock06/01/2026M(1)5,352(4)A$0(1)807,891D
Class A Common Stock06/01/2026F(2)2,699(2)D$4.35805,192D
Class A Common Stock06/01/2026M(1)11,476(5)A$0(1)816,668D
Class A Common Stock06/01/2026F(2)6,003(2)D$4.35810,665D
Class A Common Stock06/01/2026M(1)9,036(6)A$0(1)819,701D
Class A Common Stock06/01/2026F(2)4,666(2)D$4.35815,035D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(7)06/01/2026M(1)35,144 (8) (8)Class A Common Stock35,144$0246,008D
Restricted Stock Units(7)06/01/2026M(1)32,251 (9) (9)Class A Common Stock32,251$096,754D
Restricted Stock Units(7)06/01/2026M(1)50,366 (10) (10)Class A Common Stock50,366$0100,734D
Restricted Stock Units(7)06/01/2026M(1)57,813 (11) (11)Class A Common Stock57,813$0635,943D
Performance Stock Units (Gross Profit)(7)06/01/2026M(1)9,675 (12) (12)Class A Common Stock9,675$0155,545(13)D
Performance Stock Units (Adjusted EBITDA)(7)06/01/2026M(1)4,146 (12) (12)Class A Common Stock4,146$066,662(14)D
Performance Stock Units (Gross Profit)(7)06/01/2026M(1)10,543 (15) (15)Class A Common Stock10,543$073,802(13)D
Performance Stock Units (Adjusted EBITDA)(7)06/01/2026M(1)4,518 (15) (15)Class A Common Stock4,518$031,630(14)D
Explanation of Responses:
1. Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-6(b) promulgated under the Act.
2. Represents shares that have been withheld by the Issuer to satisfy tax withholding and remittance obligations in connection with the net settlement of vested restricted stock units and not a market transaction. Transaction exempt from Section 16(b) of the Act pursuant to Rule 16b-3(e) promulgated under the Act.
3. Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2024, and includes 117 fewer shares acquired for performance at less than 100%.
4. Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2024, and includes 1,205 additional shares acquired for performance at more than 100%.
5. Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2025, and includes 933 additional shares acquired for performance at more than 100%.
6. Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2025, and includes 4,518 additional shares acquired for performance at more than 100%.
7. Each restricted stock unit is convertible into one share of Class A Common Stock.
8. One-twelfth (1/12th) of the restricted stock units vest on June 1, 2025 and one-twelfth (1/12th) of the remaining restricted stock units vest quarterly on each September 1, December 1, March 1 and June 1 thereafter until fully vested, subject to the Reporting Person's continued service to the Issuer as of each vesting date.
9. One-twelfth (1/12th) of the restricted stock units vested on June 1, 2024, and one-twelfth (1/12th) of the restricted stock units vest on each September 1, December 1, March 1 and June 1 thereafter until fully vested, subject to the Reporting Person's continued service with the Issuer as of each vesting date.
10. One-fourth (1/4th) of the restricted stock units vested on December 1, 2023, and one-sixteenth (1/16th) of the restricted stock units vest on each March 1, June 1, September 1, and December 1 thereafter until fully vested, subject to the Reporting Person's continued service with the Issuer as of each vesting date.
11. One-twelfth (1/12th) of the restricted stock units vested on June 1, 2026 and one-twelfth (1/12th) of the remaining restricted stock units vest quarterly on each September 1, December 1, March 1, and June 1 thereafter, subject to the Reporting Person's continued service to the Issuer as of each vesting date.
12. Represents the disposition of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2024.
13. Represents the number of shares which may be issued at target under the performance stock unit ("PSU") over a period of time following achievement of certain profit targets as set forth in the PSU agreement, subject to the Reporting Person's continued service to the Issuer as of each vesting date. At maximum achievement, 200% of the target number of shares would vest.
14. Represents the number of shares which may be issued at target under the PSU over a period of time following achievement of certain adjusted EBITDA targets as set forth in the PSU agreement, subject to the Reporting Person's continued service to the Issuer as of each vesting date. At maximum achievement, 200% of the target number of shares would vest.
15. Represents the disposition of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2025.
Remarks:
/s/ Tracy Foard, Attorney-in-Fact06/03/2026
** Signature of Reporting PersonDate
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)