Marqeta (MQ) officer nets shares after equity award vesting and tax withholding
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Marqeta, Inc. officer Crystal Sumner reported equity award vesting and related share movements in Class A Common Stock. On June 1, 2026, she exercised derivative awards to acquire a total of 193,557 shares, while 108,084 shares were withheld by Marqeta at $4.35 per share to cover tax obligations, which is not an open-market sale.
After these transactions, Sumner directly held 544,068 Class A shares. Several performance stock units tied to gross profit and adjusted EBITDA vested after the Board determined performance conditions for grants made on March 15, 2024 and March 15, 2025 were met, with some awards vesting at more than 100% of target and others below target.
Positive
- None.
Negative
- None.
Insider Trade Summary
193,557 shares exercised/converted
Mixed
24 txns
Insider
Sumner Crystal
Role
See Remarks
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 27,318 | $0.00 | -- |
| Exercise | Restricted Stock Units | 36,859 | $0.00 | -- |
| Exercise | Restricted Stock Units | 39,040 | $0.00 | -- |
| Exercise | Restricted Stock Units | 57,813 | $0.00 | -- |
| Exercise | Performance Stock Units (Gross Profit) | 11,057 | $0.00 | -- |
| Exercise | Performance Stock Units (Adjusted EBITDA) | 4,739 | $0.00 | -- |
| Exercise | Performance Stock Units (Gross Profit) | 11,712 | $0.00 | -- |
| Exercise | Performance Stock Units (Adjusted EBITDA) | 5,019 | $0.00 | -- |
| Exercise | Class A Common Stock | 36,859 | $0.00 | -- |
| Tax Withholding | Class A Common Stock | 19,973 | $4.35 | $87K |
| Exercise | Class A Common Stock | 39,040 | $0.00 | -- |
| Tax Withholding | Class A Common Stock | 21,173 | $4.35 | $92K |
| Exercise | Class A Common Stock | 27,318 | $0.00 | -- |
| Tax Withholding | Class A Common Stock | 14,721 | $4.35 | $64K |
| Exercise | Class A Common Stock | 57,813 | $0.00 | -- |
| Tax Withholding | Class A Common Stock | 31,506 | $4.35 | $137K |
| Exercise | Class A Common Stock | 10,923 | $0.00 | -- |
| Tax Withholding | Class A Common Stock | 5,697 | $4.35 | $25K |
| Exercise | Class A Common Stock | 6,117 | $0.00 | -- |
| Tax Withholding | Class A Common Stock | 3,102 | $4.35 | $13K |
| Exercise | Class A Common Stock | 12,749 | $0.00 | -- |
| Tax Withholding | Class A Common Stock | 6,702 | $4.35 | $29K |
| Exercise | Class A Common Stock | 10,038 | $0.00 | -- |
| Tax Withholding | Class A Common Stock | 5,210 | $4.35 | $23K |
Holdings After Transaction:
Restricted Stock Units — 81,956 shares (Direct, null);
Performance Stock Units (Gross Profit) — 173,719 shares (Direct, null);
Performance Stock Units (Adjusted EBITDA) — 74,451 shares (Direct, null);
Class A Common Stock — 544,068 shares (Direct, null)
Footnotes (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 135 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 1,378 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 1,037 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 5,019 additional shares acquired for performance at more than 100% Each restricted stock unit is convertible into one share of Class A Common Stock. One-fourth (1/4th) of the restricted stock units vested on March 1, 2024, and one-sixteenth (1/16th) of the restricted stock units vest on each June 1, September 1, December 1, and March 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, 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-twelfth (1/12th) of the restricted stock units vested 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, 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.
Key Figures
Shares acquired via exercises: 193,557 shares
Shares withheld for taxes: 108,084 shares
Tax withholding price: $4.35 per share
+3 more
6 metrics
Shares acquired via exercises
193,557 shares
Total derivative exercises reported for Class A Common Stock
Shares withheld for taxes
108,084 shares
Total tax-withholding dispositions at $4.35 per share
Tax withholding price
$4.35 per share
Price used for shares withheld to satisfy tax obligations
Shares held after transactions
544,068 shares
Direct Class A holdings after latest reported transaction
PSU exercise – Adjusted EBITDA
5,019 shares
Performance stock units converting into Class A Common Stock
PSU exercise – Gross Profit
11,712 shares
Performance stock units converting into Class A Common Stock
Key Terms
restricted stock unit, performance stock unit, adjusted EBITDA, Section 16(b), +2 more
6 terms
restricted stock unit financial
"Each restricted stock unit is convertible into one share of Class A Common Stock."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
performance stock unit financial
"Represents the number of shares which may be issued at target under the performance stock unit ("PSU") over a period of time..."
A performance stock unit is a type of reward companies give to employees, usually managers, that depends on how well the company performs over time. If the company hits specific goals, the employee earns shares of stock, like earning a prize for reaching certain levels in a game. It motivates employees to work hard because their rewards are tied to the company's success.
adjusted EBITDA financial
"achievement of certain adjusted EBITDA targets as set forth in the PSU agreement..."
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Section 16(b) regulatory
"Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934..."
A federal rule that requires company insiders—like officers, directors and large shareholders—to return any profits made from buying and selling the company’s stock within a six-month window. It matters to investors because it discourages short-term trades that could exploit non-public information and helps protect outside shareholders by creating a simple, enforceable way to recover unfair gains, much like a rule stopping someone from flipping a limited-edition item for quick profit after getting early access.
Rule 16b-3(e) regulatory
"Transaction exempt from Section 16(b) of the Act pursuant to Rule 16b-3(e) promulgated under the Act."
net settlement financial
"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..."
FAQ
What did Crystal Sumner report in Marqeta (MQ) latest Form 4 filing?
Crystal Sumner reported vesting and settlement of equity awards in Marqeta Class A shares. She exercised awards into new shares and had a portion withheld by the company for tax obligations, without any reported open-market purchases or sales.
Were Crystal Sumner’s Marqeta transactions open-market trades or tax withholdings?
The filing shows tax-withholding dispositions, not open-market trades. Shares were withheld by Marqeta to satisfy exercise price or tax obligations on vested restricted and performance stock units, and these events are described as exempt transactions under specific Section 16 rules.
What performance stock units vested for Crystal Sumner at Marqeta (MQ)?
Performance stock units tied to gross profit and adjusted EBITDA targets vested after Marqeta’s Board determined performance conditions were met for awards granted on March 15, 2024 and March 15, 2025, with some tranches vesting above target and others below target levels.
How do Crystal Sumner’s restricted stock units in Marqeta vest over time?
The filing describes several restricted stock unit schedules. Some vest one-fourth initially, then one-sixteenth quarterly, while others vest in twelfths on June 1, September 1, December 1, and March 1, subject to Sumner’s continued service with Marqeta on each vesting date.