Marqeta (MQ) CRO converts RSUs to stock and withholds shares for taxes

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Marqeta, Inc. Chief Revenue Officer Todd Pollak exercised restricted stock units into 254,958 shares of Class A Common Stock, with each unit converting into one share. Following the exercise and related tax withholding, he directly holds 717,754 Class A shares.

To cover tax obligations on the vested units, 140,095 shares of Class A Common Stock were withheld by Marqeta at a value of $4.08 per share, which the company notes was not a market transaction. The filing states these transactions are exempt from certain short-swing profit rules under the Securities Exchange Act.

Insider Trade Summary

254,958 shares exercised/converted

Mixed 3 txns

Insider Pollak Todd

Role Chief Revenue Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	254,958	$0.00	--
Exercise	Class A Common Stock	254,958	$0.00	--
Tax Withholding	Class A Common Stock	140,095	$4.08	$572K

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Class A Common Stock — 857,849 shares (Direct)

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. Each restricted stock unit is convertible into one share of Class A Common Stock. 100% of the restricted stock units vest on the date that is six months following the date that the Issuer's Board appoints a new CEO (the "Appointment Date"), subject to the Reporting Person's continued service to the Issuer as of such vesting date; provided however, that if, following the Appointment Date, the Reporting Person's employment with the Issuer is terminated without Cause (as defined in the Issuer's Executive Severance Plan as currently in effect), 100% of the restricted stock units immediately will vest subject to satisfying the Release Requirement (as defined in the Issuer's Executive Severance Plan as currently in effect).

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Form 4 Insider Transactions: What Each Field Means →

03/11/2026 - 05:34 PM

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

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

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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Revenue Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	03/09/2026		M⁽¹⁾		254,958	A	$0⁽¹⁾	857,849	D
Class A Common Stock	03/09/2026		F⁽²⁾		140,095⁽²⁾	D	$4.08	717,754	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽³⁾	03/09/2026		M⁽¹⁾			254,958	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	254,958	$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. 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. Each restricted stock unit is convertible into one share of Class A Common Stock.

4. 100% of the restricted stock units vest on the date that is six months following the date that the Issuer's Board appoints a new CEO (the "Appointment Date"), subject to the Reporting Person's continued service to the Issuer as of such vesting date; provided however, that if, following the Appointment Date, the Reporting Person's employment with the Issuer is terminated without Cause (as defined in the Issuer's Executive Severance Plan as currently in effect), 100% of the restricted stock units immediately will vest subject to satisfying the Release Requirement (as defined in the Issuer's Executive Severance Plan as currently in effect).

Remarks:

	/s/ Tracy Foard, Attorney-in-Fact	03/11/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Marqeta (MQ) report for Chief Revenue Officer Todd Pollak?

Marqeta reported that Chief Revenue Officer Todd Pollak exercised restricted stock units into 254,958 shares of Class A Common Stock. This was a conversion of equity awards, not an open-market purchase or sale, and is treated as compensation-related activity.

How many Marqeta (MQ) shares does Todd Pollak hold after this Form 4 filing?

After the reported transactions, Todd Pollak directly holds 717,754 shares of Marqeta Class A Common Stock. This figure reflects the RSU conversion and the subsequent tax-withholding share disposition disclosed in the same Form 4 filing.

Were any of Todd Pollak’s Marqeta (MQ) transactions open-market trades?

The filing describes an exercise of restricted stock units and shares withheld to satisfy tax obligations, explicitly stating the tax-related share withholding was not a market transaction. There were no open-market buys or sells reported in this Form 4.

What is the tax withholding transaction disclosed for Marqeta (MQ) Chief Revenue Officer?

Marqeta withheld 140,095 shares of Class A Common Stock at $4.08 per share to satisfy Pollak’s tax withholding and remittance obligations on vested restricted stock units. The company notes this was not a market trade but a tax-related disposition.

How many restricted stock units did Todd Pollak convert at Marqeta (MQ)?

Todd Pollak converted 254,958 restricted stock units into 254,958 shares of Class A Common Stock. A footnote clarifies that each restricted stock unit is convertible into one share, and these transactions are exempt from certain Section 16(b) short-swing profit rules.

Are Todd Pollak’s Marqeta (MQ) RSU transactions exempt from Section 16(b)?

Yes. The Form 4 footnotes state the derivative exercise and the tax-related share withholding are exempt from Section 16(b) of the Securities Exchange Act, citing Rules 16b-6(b) and 16b-3(e) for these compensation-related equity transactions.