STOCK TITAN

Jason Gardner (MQ) updates Marqeta post–reverse-split holdings and options

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

Rhea-AI Filing Summary

Marqeta, Inc. director and more-than-10% owner Jason M. Gardner filed an update of his holdings rather than a new buy or sell. The filing reflects a 1-for-4 reverse stock split effective June 30, 2026, with cash paid instead of fractional shares.

Post-split entries show indirect holdings of Class A Common Stock in amounts including 73,333 shares and 3,556,343 shares, and several indirect Class B positions that are each convertible into Class A on a one-for-one basis. Gardner also directly holds stock options over 302,409, 114,583 and 192,639 shares of Class B Common Stock at exercise prices of $41.92, $9.00 and $1.60 per share, respectively, all fully vested and exercisable.

Some shares are held through family trusts and 2025 GRATs, and certain children’s trusts where an independent institution serves as trustee and Gardner disclaims beneficial ownership.

Positive

  • None.

Negative

  • None.
Insider Gardner Jason M.
Role null
Type Security Shares Price Value
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Stock Option (Right to Buy) -- -- --
holding Stock Option (Right to Buy) -- -- --
holding Stock Option (Right to Buy) -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class B Common Stock — 4,856,369 shares (Indirect, See Footnote); Stock Option (Right to Buy) — 192,639 shares (Direct, null); Class A Common Stock — 3,556,343 shares (Indirect, See Footnote)
Footnotes (1)
  1. The number of shares beneficially owned reflects the 1-for-4 reverse stock split effected June 30, 2026 (the "Reverse Stock Split"). Cash was paid in lieu of any fractional shares resulting from the Reverse Stock Split. The shares are held of record by Jason Gardner and Jocelyne Gardner as trustees of The Gardner 2008 Living Trust dated March 22, 2008. The shares are held of record by trusts for the benefit of the Reporting Person's children and of which the trustee is an independent institution. The Reporting Person disclaims beneficial ownership of the shares held in the trusts for the benefit of the Reporting Person's children. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and upon the occurrence of other events set forth in the Issuer's Certificate of Incorporation. The shares are held directly by the Jason Gardner 2025 GRAT dated May 14, 2025, for which the Reporting Person is trustee. The shares are held directly by the Jocelyne Gardner 2025 GRAT dated May 14, 2025, for which the spouse of the Reporting Person is trustee. The per share exercise price and number of shares subject to the option reflect the Reverse Stock Split. All of the shares subject to this option are fully vested and exercisable as of the date hereof.
Indirect Class A holding 73,333 shares Class A Common Stock held indirectly after June 30, 2026
Indirect Class A holding 3,556,343 shares Class A Common Stock held indirectly after June 30, 2026
Option at $41.92 302,409 shares Stock option on Class B Common Stock, exercise price $41.92, expires Feb 10, 2031
Option at $9.00 114,583 shares Stock option on Class B Common Stock, exercise price $9.00, expires May 4, 2030
Option at $1.60 192,639 shares Stock option on Class B Common Stock, exercise price $1.60, expires Feb 23, 2029
Indirect Class B position 492,134 shares Class B Common Stock convertible into Class A on 1:1 basis
Large indirect Class B holding 4,856,369 shares Class B Common Stock convertible into Class A on 1:1 basis
Reverse stock split ratio 1-for-4 Reverse stock split effective June 30, 2026, with cash for fractions
1-for-4 reverse stock split financial
"The number of shares beneficially owned reflects the 1-for-4 reverse stock split effected June 30, 2026"
Class B Common Stock financial
"Each share of Class B Common Stock is convertible into one share of Class A Common Stock"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
beneficial ownership financial
"The number of shares beneficially owned reflects the 1-for-4 reverse stock split"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
GRAT financial
"The shares are held directly by the Jason Gardner 2025 GRAT dated May 14, 2025"
fully vested and exercisable financial
"All of the shares subject to this option are fully vested and exercisable as of the date hereof"
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Learn about SEC filing dates
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*
Gardner Jason M.

(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)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026
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 Stock3,556,343(1)ISee Footnote(2)
Class A Common Stock73,333(1)ISee Footnote(3)
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
Class B Common Stock(4) (4) (4)Class A Common Stock4,856,369(1)4,856,369(1)ISee Footnote(2)
Class B Common Stock(4) (4) (4)Class A Common Stock1,920,000(1)1,920,000(1)ISee Footnote(3)
Class B Common Stock(4) (4) (4)Class A Common Stock492,134(1)492,134(1)ISee Footnote(5)
Class B Common Stock(4) (4) (4)Class A Common Stock492,134(1)492,134(1)ISee Footnote(6)
Stock Option (Right to Buy)$1.6(7) (8)02/23/2029Class B Common Stock192,639(7)192,639(7)D
Stock Option (Right to Buy)$9(7) (8)05/04/2030Class B Common Stock114,583(7)114,583(7)D
Stock Option (Right to Buy)$41.92(7) (8)02/10/2031Class B Common Stock302,409(7)302,409(7)D
Explanation of Responses:
1. The number of shares beneficially owned reflects the 1-for-4 reverse stock split effected June 30, 2026 (the "Reverse Stock Split"). Cash was paid in lieu of any fractional shares resulting from the Reverse Stock Split.
2. The shares are held of record by Jason Gardner and Jocelyne Gardner as trustees of The Gardner 2008 Living Trust dated March 22, 2008.
3. The shares are held of record by trusts for the benefit of the Reporting Person's children and of which the trustee is an independent institution. The Reporting Person disclaims beneficial ownership of the shares held in the trusts for the benefit of the Reporting Person's children.
4. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and upon the occurrence of other events set forth in the Issuer's Certificate of Incorporation.
5. The shares are held directly by the Jason Gardner 2025 GRAT dated May 14, 2025, for which the Reporting Person is trustee.
6. The shares are held directly by the Jocelyne Gardner 2025 GRAT dated May 14, 2025, for which the spouse of the Reporting Person is trustee.
7. The per share exercise price and number of shares subject to the option reflect the Reverse Stock Split.
8. All of the shares subject to this option are fully vested and exercisable as of the date hereof.
Remarks:
/s/ Tracy Foard, Attorney-in-Fact07/02/2026
** 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)

FAQ

What does Jason Gardner’s latest Form 4 for Marqeta (MQ) report?

The filing reports Jason Gardner’s updated share and option holdings after a 1-for-4 reverse stock split on June 30, 2026. It lists indirect Class A and Class B positions and several fully vested stock options, but no new purchases or sales.

Did Jason Gardner buy or sell Marqeta (MQ) shares in this Form 4?

The Form 4 does not show any new buy or sell transactions. Instead, it records holdings entries, updating share and option amounts to reflect the 1-for-4 reverse stock split and detailing how various trusts and GRATs hold Marqeta equity interests.

How did Marqeta’s 1-for-4 reverse stock split affect Gardner’s reported holdings?

The filing states that beneficial ownership figures reflect a 1-for-4 reverse stock split effective June 30, 2026. Share counts and option amounts were adjusted accordingly, with cash paid instead of fractional shares, and updated positions shown across common stock and option entries.

What stock options does Jason Gardner hold in Marqeta (MQ) after this update?

Gardner directly holds options over 302,409, 114,583 and 192,639 shares of Class B Common Stock. The respective exercise prices are $41.92, $9.00 and $1.60 per share, all fully vested and exercisable, with expirations in 2031, 2030 and 2029.

How are trusts and GRATs used in Jason Gardner’s Marqeta (MQ) holdings?

The filing explains that some shares are held by a 2008 living trust, 2025 GRATs for Jason and Jocelyne Gardner, and trusts for their children. An independent institution serves as trustee for children’s trusts, and Gardner disclaims beneficial ownership of those specific shares.

What is the relationship between Marqeta Class B and Class A Common Stock in this Form 4?

Each share of Class B Common Stock is convertible into one share of Class A Common Stock. The filing lists several Class B positions, all with a $0.00 exercise price and one-for-one convertibility, linking Class B holdings to equivalent potential Class A shares.