MQ Form 4: Director Converts 15,903 RSUs to Class A Shares

Rhea-AI Filing Summary

Prasad Srikiran, a director of Marqeta, Inc. (MQ), reported the vesting and acquisition of restricted stock units that convert one-for-one into Class A common stock. On 09/14/2025 he acquired 15,903 shares via vested restricted stock units at no cash price, bringing his beneficial ownership to 126,337 shares. The filing states the transaction is exempt from Section 16(b) under Rule 16b-6(b). The RSUs vested in three equal tranches, with one-third vesting on each of 09/14/2023, 09/14/2024, and 09/14/2025, each tranche conditioned on continued service. The Form 4 was signed by an attorney-in-fact on 09/16/2025.

Positive

• 15,903 restricted stock units vested and converted to Class A common stock, increasing the reporting person's holdings
• Transaction exempt under Rule 16b-6(b), indicating it is a routine plan-based distribution rather than a short-swing transaction subject to recovery

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director vesting increases insider share count by 15,903 shares; this is a non-cash, service-based equity vesting.

The reported transaction reflects standard equity compensation mechanics: 15,903 restricted stock units vested and were converted into Class A common stock at no cash cost to the reporting person, increasing his beneficial ownership to 126,337 shares. Because the filing cites Rule 16b-6(b), the transfer is treated as exempt from short-swing profit recovery, consistent with routine plan-based distributions. This is a non-market-signaling administrative event rather than an operational or financial development.

Corporate Governance Expert

TL;DR: This is a standard service-based equity vesting for a director; disclosure complies with reporting obligations.

The filing documents the completion of a three-year vesting schedule for director compensation, with each one-third tranche vesting on consecutive anniversaries. The Form 4 discloses the mechanics, exemption under Rule 16b-6(b), and post-transaction beneficial ownership, meeting Section 16 reporting requirements. There are no indications of accelerated vesting, loans, or atypical transfer conditions disclosed in this filing.

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).

1. Name and Address of Reporting Person^*

Prasad Srikiran

(Last) (First) (Middle)

180 GRAND AVENUE

6TH FLOOR

(Street)

OAKLAND CA 94612

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Marqeta, Inc. [ MQ ]

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)
09/14/2025

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
Class A Common Stock	09/14/2025		M(1)		15,903	A	$0	126,337	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
Restricted Stock Units	(2)	09/14/2025		M(1)			15,903	(3)	(3)	Class A Common Stock	15,903	$0	0	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. Each restricted stock unit is convertible into one share of Class A Common Stock.

3. One-third (1/3rd) of the restricted stock units vested on each of September 14, 2023, September 14, 2024 and September 14, 2025, subject to the Reporting Person's continued service with the Issuer as of each vesting date.

Remarks:

	/s/ Tracy Foard, Attorney-in-Fact	09/16/2025
	** 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 Marqeta director Prasad Srikiran report on Form 4 (MQ)?

He reported the acquisition of 15,903 shares from vested restricted stock units on 09/14/2025, raising his beneficial ownership to 126,337 shares.

Were any shares purchased with cash in this Form 4 for MQ?

No—the shares were issued upon vesting of restricted stock units at a price of $0 per share.

Why is the transaction marked exempt under Rule 16b-6(b)?

The filing states the transfer is exempt, which applies to distributions of employer securities under certain compensatory arrangements and avoids short-swing profit liability as disclosed in the Form 4.

How did the restricted stock units vest for the reporting person?

One-third vested on each of 09/14/2023, 09/14/2024, and 09/14/2025, contingent on continued service with the issuer.

When was the Form 4 signed and filed for this transaction?

The Form 4 bears a signature by attorney-in-fact on 09/16/2025 as shown in the filing.